Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
187-09 RESOLUTION
RESOLUTION NO. 187-09 A RESOLUTION AUTHORIZING THE FAYETTEVILLE POLICE DEPARTMENT TO ACCEPT A 2009 NON-MATCHING RECOVERY ACT JUSTICE ASSISTANCE GRANT IN THE AMOUNT OF $456,807.00, $207,129.00 OF WHICH WILL BE USED BY THE FAYETTEVILLE POLICE DEPARTMENT FOR THE PURCHASE OF EQUIPMENT WITH $106,765.00 TO BE DISBURSED TO THE CITY OF SPRINGDALE AND $88,913.00 TO WASHINGTON COUNTY; AND APPROVING A BUDGET ADJUSTMENT RECOGNIZING THE GRANT REVENUE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council of the City of Fayetteville, Arkansas hereby authorizes the Fayetteville Police Department to accept a 2009 non-matching Recovery Act Justice Assistance Grant in the amount of $456,807.00, $207,129.00 of which will be used by the Fayetteville Police Department for the purchase of equipment, with $106,765.00 to be disbursed to the City of Springdale, and $88,913.00 to Washington County. Section 2. That the City Council of the City of Fayetteville, Arkansas hereby approves a budget adjustment recognizing the grant revenue. PASSED and APPROVED this 151 day of September, 2009. APPROVED: B ATTEST. By: SONDRA E. SMITH, City Clerk/Treasurer IVRK/TR'IS,, ;V• At- :FAYETTEVILLE• 41 QN Nsp:' iNG TON o0 G. Tabor Submitted By City of Fayetteville Staff Review Form City Council Agenda Items and Contracts, Leases or Agreements Ci/t/D9 9 City Council Meeting Date Agenda Items Only Patrol Division Action Required• Police Department Acceptance of the non-matching 2009 Recovery Act Justice Assistance Grant (JAG) Local Solicitation award and approval of a budget adjustment in the amount of $456,807. 456,807.00 Cost of this request 1010 -2920 -various Account Number 09017-1 Project Number Budgeted Item 456,807.00 Category / Project Budget JAG Recovery Solicitation - 2009 Program Category / Project Name Grant Funds Used to Date Program / Project Category Name 456,807.00 General Remaining Balance Fund Name Budget Adjustment Attached X s"\ ��S\ Previous Ordinance or Resolution # DepartmeDate Th9 City Attorney 4cd q mOI[3w� 09 ate Finance and Internal Services Director Date $-io -OS Date 141A, ate Original Contract Date: Original Contract Number: Comments: Revised January 15, 2009 FAYETTEVILLE THE CITY OF FAYETTEVILLE, ARKANSAS POLICE DEPARTMENT To: Lioneld Jordan, Mayor and Fayetteville City Council From: Greg Tabor, Acting Chief of Police Date: August 7, 2009 Re: Acceptance of 2009 Recovery Act Justice Assistance Grant Local Solicitation Award Background The U.S. Department of Justice, Office of Justice Programs' Bureau of Justice Assistance has awarded the 2009 Recovery Act Justice Assistance Grant for local agencies. This award is based in part on population and violent crime rates and is given to Fayetteville, Springdale and Washington County to share. This grant does not require any local cash matching funds. Discussion The Fayetteville Police Department has been awarded $207,129 for the purchase law enforcement equipment not funded in recent budgets. The largest portion of this grant award will be spent outfitting all of our patrol officers with Tasers. Tasers are a critical component of any officer's arsenal to effectively subdue aggravated suspects without subjecting our officers and/or suspects to physical injury. Tasers purchased by the Fayetteville Police Department will have video capabilities. Please see budget detail worksheet for complete listing of equipment to be purchased. Within this grant, Springdale will receive $160,765 to purchase six (6) fully equipped marked patrol vehicles. Washington County will receive $88,913 to support the purchase of a fully equipped marked patrol vehicle, evidence drying cabinet, a breathe alcohol concentration (BAC) machine, and tasers for their field officers. Recommendation Staff recommends acceptance of the 2009 Recovery Act Justice Assistance Grant Local Solicitation award in the amount of $456,807.00 for the purchase of law enforcement equipment. If you should have any comments or question regarding this grant application, please contact me at extension 500. Budget Impact None 100-a West Rock Street, Fayetteville, Arkansas 72701 Phone: (479) 587-3555 Fax: (479) 587-3522 RESOLUTION NO. A RESOLUTION AUTHORIZING THE FAYETTEVILLE POLICE DEPARTMENT TO ACCEPT A 2009 NON-MATCHING RECOVERY ACT JUSTICE ASSISTANCE GRANT IN THE AMOUNT OF $456,807.00, $207,129.00 OF WHICH WILL BE USED BY THE FAYETTEVILLE POLICE DEPARTMENT FOR THE PURCHASE OF EQUIPMENT WITH $106,765 00 TO BE DISBURSED TO THE CITY OF SPRINGDALE AND $88,913.00 TO WASHINGTON COUNTY; AND APPROVING A BUDGET ADJUSTMENT RECOGNIZING THE GRANT REVENUE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS - Section 1. That the City Council of the City of Fayetteville, Arkansas hereby authorizes the Fayetteville Police Department to accept a 2009 non- matching Recovery Act Justice Assistance Grant in the amount of $456,807.00, $207,129.00 of which will be used by the Fayetteville Police Department for the purchase of equipment, with $106,765.00 to be disbursed to the City of Springdale, and $88,913.00 to Washington County. Section 2. That the City Council of the City of Fayetteville, Arkansas hereby approves a budget adjustment recognizing the grant revenue. PASSED and APPROVED this 18th day of August, 2009. APPROVED: ATTEST: By: By: LIONELD JORDAN, Mayor SONDRA E. SMITH, City Clerk/Treasurer Edward Byrne Memorial JAG - Local Solicitation FY 2009 Budget Detail Worksheet Item D. Equipment City of Fayetteville Accident Reconstruction Equipment Cannondale Police Mountain Bikes Joint Firing Range Equipment Tint Meters Bar Code Upgrade Cop Logic Software EDMS Software VIDMICS Forensic video enhancement software Kid Print ID System L-tron Scanners Policy Management Software K-9 Mp5 Rifles Taser Cameras Tasers X26 City of Springdale Marked Patrol Vehicles Washington County Sheriffs Office Marked Patrol Vehicle Breathe Alcohol Concentration (BAC) Machine Tasers X26 w/ Cameras Criminal Evidence Drying Cabinet E. Supplies City of Fayetteville Evidence Drying Cabinet Filter Evidence Drying Cabinet Filter-I-IEPA Budget Total Computaiton 1 @ $2,000 plus tax 9 @ $1,700 plus tax 1 @ $2,500 plus tax 2 @ $145 plus tax 1 @ $5,000 plus tax 1 ® $17,000 plus tax 1 @ $6,000 plus tax 4 @ $700 plus tax 1 @ $17,000 plus tax I @ $7,588 plus tax 30 @ $450 plus tax I @ $16,415 plus tax 1 @ $9,000 plus tax 7 @ $1,792 plus tax 48 @ $400 plus tax 48 @ $975 plus tax Total Fayetteville Equipment Cost $ 2,185.00 16,299.25 2,731.25 316.83 5,381.25 18,101.25 6,441.25 3,049.25 18,101.25 8,124.52 14,391.25 17,481.15 9,621.25 13,377.89 20,433.25 49,689.25 $ 205,725.14 6 @ $26,794.16 $ 160,765.00 Total Springdale Equipment $ 160,765.00 1 @ $26,794.16 1 @ $7,535 plus tax 32 @ $1,375 plus tax 1 @ $5,565.32 plus tax Total Washington County Equipment Total Equipment 2 @ $500 plus tax 1 @ $285 plus tax Total Fayetteville Supplies Total Supplies $ 26,794.16 8,068.35 48,070.00 5,980.49 $ 88,913.00 1,092.50 311.36 1,403.86 Total $ 455,403.14 $ 1,403.86 $ 456,807.00 Budget Narrative (Attachment 2) A. Personnel None B. Fringe Benefits None C. Travel None D. Equipment City of Fayetteville Accident Reconstruction Equipment 52,000 plus tax $2,185.00 The Fayetteville Police Department will utilize $2,000 of grant funds to purchase accident reconstruction equipment, including but not limited to roller tape measures, fiberglass tape measures, spray paint, chalk, laptop computer, and accident diagramming software, to assist in diagramming both serious and fatal injury accident scenes. This equipment will also be used to investigate, diagram, and document other crime scenes such as homicides, rapes, robberies and other serious felonies. Police Mountain Bicycles 9 @ $1,700 plus tax $16,299.25 The Fayetteville Police Department Bike Patrol Unit was established in 1996 with officers responsible for patrolling our entertainment, downtown, park, trails and merchant areas on Cannondale police equipped mountain bikes. Our current bicycle fleet is thirteen years old and in need of replacement in order to continue this program. Nine (9) Cannondale Police Mountain Bicycles will be purchased for $1,700 each resulting in a total cost of $16,299.25 including tax. Joint Firing Range Equipment $2,500 plus tax $2,731.25 Joint Firing Range Equipment items to be purchased with these grant funds include a dueling tree target system, a portable hostage target, a portable plate rack target system, and a portable popper target. All of these items are the same brand system that Washington County Sheriffs Office has in place and all of these items will work with the current target systems. These targets are heavy duty and made from T-500 grade steel and are very bullet resistant to eliminate ricochets. The purchase of these targets will have a total cost of $2,731.25. Tint Meters 2 @ $145 plus tax $316.83 Window tint meters will be utilized by Fayetteville police officers who are responsible for traffic enforcement. These devices will assist officers in accurately determining the lawful levels of light transmission for motor vehicles with tinted windows as prescribed by Arkansas Code Annotated 27-37-306. Two (2) Window Tint Meters will be purchased for a total tax included cost of $316.83. Bar Code Scanner Upgrade $5,000 plus tax $5,38L25 The bar code upgrade is a system upgrade to our current evidence bar code scanning system. Our current scanners are no longer in production and support for repairs is limited. The cost for this upgrade is $5,381.25. CopLogic Software $17,000 plus tax $18,101.25 CopLogic software is a desk officer online reporting system the offers citizens a convenient way to report minor incidents, crime tips, submit forms, etc. through an online service available 24 hours a day, 7 days a week and increases officer efficiency. This software and licenses will have a total purchase price of $18,101.25. EDMS Software License $6,000 plus tax $6,441.25 The Police Department has begun to make use of the City's Electronic Data Management System (EDMS) for digitally storing and indexing items previously handled in paper format only by sharing a software license with our Accounting Office. These EDMS items include arrests, warrants, tickets, officer daily reports, and payroll. These grant funds will be used to purchase a EDMS software users license dedicated to the Police Department for a total purchase price of $6,441.25. VIDMICS 4 @ $700 plus tax $3,049.25 The VIDMIC is a fully operational shoulder microphone, still photo camera, and digital audio/video recorder wrapped into one device. The VIDMIC will be utilized by Fayetteville police officers for documentation and accountability. Grant funds will be used to purchase four (4) VIDMICs at a total purchase price of $3,049.25. Forensic Video Enhancement $17,000 plus tax $18,10L25 The forensic video enhancement system will allow investigators to enhance images of surveillance photographs and video. The system will have the ability to change a VHS or 35mm image format to digital and then enhance the images. The purchase of this system will cost a total of $18,101.25. Kid Print ID System $7,588 plus tax $8,124.52 The Kid's ID Print System has been in use by the Fayetteville Police Department for over seven years, and can not be updated nor maintained. This is a highly used system that provides identification of over 600 children per year. $8,124.52 of grant funds will be used to purchase a new system so that this program can continue. L-tron Scanners 30 @ $450 plus tax $14,391.25 L-tron scanners are hand-held 2-D bar code scanners used to retrieve data for populating electronic data fields within our e -Ticketing System and accident reporting forms. Funds will be used to purchase one scanner for each of our 30 patrol vehicles at a total cost of $14,391.25 Policy Management Software $16,415 plus tax $17,481.15 With well over one hundred sworn officers, policy revisions have become a laborious endeavor involving tasks by several people. Policy management software will enable the review and revision process to be completed in a less timely and more efficient manner. The total cost for this system will be $17,481.15. K-9 $9,000 plus tax $9,621.25 The Fayetteville Police Department K -9s are utilized to assist police officers to track suspects, search for articles or evidence of a crime, conduct building searches, assist in the arrest or apprehension of felons, search for lost persons, and detect the presence of narcotics. One of our dogs is scheduled to retire in 2009 due to age and health issues, and this K-9 will need to be replaced in order to continue this program. The $9,621.25 cost of the K-9 includes training of the dog and its' handler. Tactical Team Weapons 7@ $1,792 plus tax $13,377.89 Our tactical team weapons are over 10 years old and are in need of replacement. These grant funds will be used to purchase seven (7) MP5 or AR15 Rifles at a total cost of $13,377.89 Taser Cameras 48 @ $400 plus tax $20,433.25 The Taser Cam will be used by Fayetteville police officers as a means of documentation and accountability each time the Taser X26 weapon is utilized. Forty-eight (48) Taser Cams will be purchased at a total cost of $20,433.25. Tasers X26 48 @ $975 plus tax $49,689.25 The Taser X26 is designed to incapacitate suspects by transmitting electrical pulses into the body affecting the sensory and motor functions of the peripheral nervous system. This weapon will be assigned to uniformed personnel, and the Taser X26 will help reduce injuries to both suspects and our law enforcement officers. Total costs to purchase forty-eight (48) Taser X26's will be $49,689.25. City of Springdale Marked Patrol Vehicles 6 @ $26,794.16 $160,765.00 All of Springdale's $160,765 in grant funding will be used to purchase six (6) new fully equipped marked patrol vehicles. These vehicles are replacements, and not an addition to our fleet. With these replacement vehicles, Springdale should see a savings in fuel and maintenance costs along with a reduction in our carbon footprint in the city. Washington County Marked Patrol Vehicle 1 @ $26,794.16 $26,794.16 As stated above, the fully equipped marked patrol vehicle will cost $26,794.16. BAC Machine 1 @ $7,535 plus tax $8,068.35 The Breathe Alcohol Concentration (BAC) machine is an unfunded mandated upgrade by the State of Arkansas and will cost Washington County a total of $8,068.35. Taser X26 w/ Cameras 32 @ $1,375 plus tax $48,070.00 As stated above, the Taser X26 with camera will be assigned to uniformed personnel, and the Tasers will help reduce injuries to both suspects and our law enforcement officers. Total costs to purchase thirty-two (32) Taser X26's with cameras will be $48,070.00. Criminal Evidence Drying Cabinet $5,565.32 plus tax $5,980.49 The evidence drying cabinet is used by crime scene investigators to dehydrate moistened evidence for secure transportation and minimize the possibility of contamination of evidence. This evidence drying cabinet has a total purchase price of $5,980.49. TOTAL EQUIPMENT $455,403.14 E. Supplies City of Fayetteville Evidence Drying Cabinet Filter 2 @ $500 plus tax $1,092.50 Evidence Drying Cabinet Filter-HEPA 1 @ $285 plus tax $ 311.36 The DrySafe Forensic Evidence Drying Cabinet requires two filters, #ACF300S and #ACFHEPA. These filters clean the incoming "drying" air and clean the exhaust, protecting employees from toxic chemicals and fumes. Filter #ACF300S typically last six to nine month and costs $500 per filter resulting in the need to purchase two filters at a total tax included cost of $1,092.50. Filter #ACFHEPA typically last eighteen months and costs $367.33 tax included. TOTAL SUPPLIES $1,403.86 F. Construction None G. Consultants/Contracts None H. Other None I. Indirect Costs None Department of Justice Office of Justice Programs Bureau of Justice Assistance Office of Justice Programs Washington, D.C. 20531 August 6, 2009 The Honorable Lioneld Jordan City of Fayetteville 100-A West Rock Street Fayetteville, AR 72701 Dear Mayor Jordan: On behalf of Attorney General Eric Holder, it is my pleasure to inform you that the Office of Justice Programs has approved your application for funding under the FY 09 Recovery Act Edward Byrne Memorial Justice Assistance Grant Program Local Solicitation in the amount of $456,807 for City of Fayetteville. Enclosed you will find the Grant Award and Special Conditions documents. This award is subject to all administrative and financial requirements, including the timely submission of all financial and programmatic reports, resolution of all interim audit findings, and the maintenance of a minimum level of cash -on -hand. Should you not adhere to these requirements, you will be in violation of the terms of this agreement and the award will be subject to termination for cause or other administrative action as appropriate. If you have questions regarding this award, please contact - Program Questions, Gerardo Velazquez, Program Manager at (202) 353-8645; and - Financial Questions, the Office of the Chief Financial Officer, Customer Service Center (CSC) at (800) 458-0786, or you may contact the CSC at ask.ocfo@usdoj.gov. Congratulations, and we look forward to working with you. Sincerely, James H. Burch II Acting Director Enclosures Department of Justice Office of Justice Programs Office for Civil Rights Washington, D.C. 2053/ August 6, 2009 The Honorable Lioneld Jordan City of Fayetteville 100-A West Rock Street Fayetteville, AR 72701 Dear Mayor Jordan: Congratulations on your recent award. In establishing financial assistance programs, Congress linked the receipt of Federal funding compliance with Federal civil rights laws. The Office for Civil Rights (OCR), Office of Justice Programs (OJP), U.S. Department of is responsible for ensuring that recipients of financial aid from OJP, its component offices and bureaus, the Office on Violence Agai Women (OV W), and the Office of Community Oriented Policing Services (COPS) comply with applicable Federal civil rights statu regulations. We at OCR are available to help you and your organization meet the civil rights requirements that come with Justice Department funding. Ensuring Access to Federally Assisted Programs As you know, Federal laws prohibit recipients of financial assistance from discriminating on the basis of race, color, national origin, religion, sex, or disability in funded programs or activities, not only in respect to employment practices but also in the delivery of se benefits. Federal law also prohibits funded programs or activities from discriminating on the basis of age in the delivery of services benefits. Providing Services to Limited English Proficiency (LEP) Individuals In accordance with Department of Justice Guidance pertaining to Title VI of the Civil Rights Act of 1964, 42 U.S.O. § 2000d, recipi Federal financial assistance must take reasonable steps to provide meaningful access to their programs and activities for persons wit English proficiency (LEP). For more information on the civil rights responsibilities that recipients have in providing language servic LEP individuals, please see the website at http://www.lep.gov. Ensuring Equal Treatment for Faith -Based Organizations The Department of Justice has published a regulation specifically pertaining to the funding of faith -based organizations. In general, regulation, Participation in Justice Department Programs by Religious Organizations; Providing for Equal Treatment of all Justice Department Program Participants, and known as the Equal Treatment Regulation 28 C.F.R. part 38, requires State Administering Ag to treat these organizations the same as any other applicant or recipient. The regulation prohibits State Administering Agencies from award or grant administration decisions on the basis of an organization's religious character or affiliation, religious name, or the relig composition of its board of directors. The regulation also prohibits faith -based organizations from using financial assistance from the Department of Justice to fund inhere religious activities. While faith -based organizations can engage in non -funded inherently religious activities, they must be held sepa from the Department of Justice funded program, and customers or beneficiaries cannot be compelled to participate in them. The Equ Treatment Regulation also makes clear that organizations participating in programs funded by the Department of Justice are not perp discriminate in the provision of services oh the basis of a beneficiary's religion. For more information on the regulation, please see 0 website at http://www.ojp.usdoj.gov/ocr/etfbo.htm. State Administering Agencies and faith -based organizations should also note that the Safe Streets Act, as amended; the Victims of C Act, as amended; and the Juvenile Justice and Delinquency Prevention Act, as amended, contain prohibitions against discrimination basis of religion in employment. Despite these nondiscrimination provisions, the Justice Department has concluded that the Religiou Freedom Restoration Act (RFRA) is reasonably construed, on a case-by-case basis, to require that its funding agencies permit faith - organizations applying for funding under the applicable program statutes both to receive DOJ funds and to continue considering reli when hiring staff, even if the statute that authorizes the funding program generally forbids considering of religion in employment de by grantees. Enforcing Civil Rights Laws All recipients of Federal financial assistance, regardless of the particular funding source, the amount of the grant award, or the numb employees in the workforce, are subject to the prohibitions against unlawful discrimination. Accordingly, OCR investigates recipien are the subject of discrimination complaints from both individuals and groups. In addition, based on regulatory criteria, OCR selects number of recipients each year for compliance reviews, audits that require recipients to submit data showing that they are providing equitably to all segments of their service population and that their employment practices meet equal employment opportunity standa Complying with the Safe Streets Act or Program Requirements In addition to these general prohibitions, an organization which is a recipient of financial assistance subject to the nondiscrimination provisions of the Omnibus Crime Control and Safe Streets Act (Safe Streets Act) of 1968, 42 U.S.C. § 3789d(c), or other Federal gr program requirements, must meet two additional requirements:(1) complying with Federal regulations pertaining to the developmen Equal Employment Opportunity Plan (EEOP), 28 C.F.R. § 42.301-.308, and (2) submitting to OCR Findings of Discrimination (see C.F.R. §§ 42.205(5) or 31.202(5)). 1) Meeting the EEOP Requirement In accordance with Federal regulations, Assurance No. 6 in the Standard Assurances, COPS Assurance No. 8.B, or certain Federal g program requirements, your organization must comply with the following EEOP reporting requirements: If your organization has received an award for $500,000 or more and has 50 or more employees (counting both full- and part-time employees but excluding political appointees), then it has to prepare an EEOP and submit it to OCR for review within 60 days from date of this letter. For assistance in developing an EEOP, please consult OCR's website at http://www.ojp.usdoj.gov/ocr/eeop.htm. may also request technical assistance from an EEOP specialist at OCR by dialing (202) 616-3208. If your organization received an award between $25,000 and $500,000 and has 50 or more employees, your organization still has to an EEOP, but it does not have to submit the EEOP to OCR for review. Instead, your organization has to maintain the EEOP on file a make it available for review on request. In addition, your organization has to complete Section B of the Certification Form and retur OCR. The Certification Form can be found at http://www.ojp.usdoj.gov/ocr/eeop.htm. If your organization received an award for less than $25,000; or if your organization has less than 50 employees, regardless of the am the award; or if your organization is a medical institution, educational institution, nonprofit organization or Indian tribe, then your organization is exempt from the EEOP requirement. However, your organization must complete Section A of the Certification Form retum it to OCR. The Certification Form can be found at http://www.ojp.usdoj.gov/ocr/eeop.htm. 2) Submitting Findings of Discrimination In the event a Federal or State court or Federal or State administrative agency makes an adverse finding of discrimination against yo organization after a due process hearing, on the ground of race, color, religion, national origin, or sex, your organization must submi of the finding to OCR for review. Ensuring the Compliance of Subrecipients If your organization makes subawards to other agencies, you are responsible for assuring that subrecipients also comply with all of t applicable Federal civil rights laws, including the requirements pertaining to developing and submitting an EEOP, reporting Finding Discrimination, and providing language services to LEP persons. State agencies that make subawards must have in place standard g assurances and review procedures to demonstrate that they are effectively monitoring the civil rights compliance of subrecipients. If we can assist you in any way in fulfilling your civil rights responsibilities as a recipient of Federal funding, please call OCR at (20 0690 or visit our website at http://www.ojp.usdoj.gov/ocr/. Sincerely, 7,144"-/ a. -- Michael L. Alston Director ,tiro,.: Department ofJustice Office of Justice Programs c s �' '- Bureau of Justice Assistance Grant PAGE I OF 9 1. RECIPIENT NAME AND ADDRESS (Including Zip Code) 4. AWARD NUMBER: 2009 -SB -B9-2950 City of Fayetteville 100-A West Rock Street Fayetteville, AR 72701 5. PROJECT PERIOD: FROM 03/01/2009 TO 02/28/2013 BUDGET PERIOD: FROM 03/01/2009 TO 02/28/2013 6. AWARD DATE 08/06/2009 7. ACTION Initial IA. GRANTEE IRSNENDOR NO. 716018462 8. SUPPLEMENT NUMBER 00 9. PREVIOUS AWARD AMOUNT S 0 3. PROJECT TITLE 2009 JAG Local Solicitation 10. AMOUNT OF THIS AWARD S 456,807 11. TOTAL AWARD S 456,807 12. SPECIAL CONDITIONS THE ABOVE GRANT PROJECT IS APPROVED SUBJECT TO SUCH CONDITIONS OR LIMITATIONS AS ARE SET FORTH ON THE ATTACHED PAGE(S). 13. STATUTORY AUTHORITY FOR GRANT This project is supported under FY09 Recovery Act (BM -Byrne JAG) Pub. L. No. 111-5, 42 USC 3750-3758 15. METHOD OF PAYMENT PAPRS AGENCY APPROVAL GRANTEE ACCEPTANCE 16. TYPED NAME AND TITLE OF APPROVING OFFICIAL James H. Burch II Acting Director 18. TYPED NAME AND TITLE OF AUTHORIZED GRANTEE OFFICIAL Lioneld Jordan Mayor 17. SIGNATURE OF APPROVING OFFICIAL 19. SIGNA OF AUTHORIZED RECIPIENT OFFICIAL I9A. DATE AGENCY USE ONLY 20. ACCOUNTING CLASSIFICATION CODES FISCAL FUND BUD. DIV. YEAR CODE ACT. OFC. REG. SUB. POMS AMOUNT 9 B SB 80 00 00 456807 21. ISBUGT2S66 OW FORM 4000/2 (REV. 5-87) PREVIOUS EDITIONS ARE OBSOLETE. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PROJECT NUMBER 2009 -SB -B9-2950 AWARD DATE 08/06/2009 PAGE 2 OF 9 SPECIAL CONDITIONS 1. The recipient agrees to comply with the financial and administrative requirements set forth in the current edition of the Office of Justice Programs (OJP) Financial Guide. 2. The recipient acknowledges that failure to submit an acceptable Equal Employment Opportunity Plan (if recipient is required to submit one pursuant to 28 C.F.R. Section 42.302), that is approved by the Office for Civil Rights, is a violation of its Certified Assurances and may result in suspension or termination of funding, until such time as the recipient is in compliance. 3. The recipient agrees to comply with the organizational audit requirements of OMB Circular A-133, Audits of States, Local Governments, and Non -Profit Organizations, and further understands and agrees that funds may be withheld, or other related requirements may be imposed, if outstanding audit issues (if any) from OMB Circular A-133 audits (and any other audits of OJP grant funds) are not satisfactorily and promptly addressed, as further described in the current edition of the OJP Financial Guide, Chapter 19. 4. Recipient understands and agrees that it cannot use any federal funds, either directly or indirectly, in support of the enactment, repeal, modification or adoption of any law, regulation or policy, at any level of government, without the express prior written approval of OJP. 5. The recipient must promptly refer to the DOJ OIG any credible evidence that a principal, employee, agent, contractor, subgrantee, subcontractor, or other person has either I) submitted a false claim for grant funds under the False Claims Act; or 2) committed a criminal or civil violation of laws pertaining to fraud, conflict of interest, bribery, gratuity, or similar misconduct involving grant funds. This condition also applies to any subrecipients. Potential fraud, waste, abuse, or misconduct should be reported to the OIG by - mail: Office of the Inspector General U.S. Department of Justice Investigations Division 950 Pennsylvania Avenue, N.W. Room 4706 Washington, DC 20530 e-mail: oig.hotline@usdoj.gov hotline: (contact information in English and Spanish): (800) 869-4499 or hotline fax: (202) 616-9881 Additional information is available from the DOJ OIG website at www.usdoj.gov/oig. 6. RECOVERY ACT — Conflict with Other Standard Terms and Conditions The recipient understands and agrees that all other terms and conditions contained in this award, or in applicable OJP grant policy statements or guidance, apply unless they conflict or are superseded by the terms and conditions included here that specifically implement the American Recovery and Reinvestment Act of 2009, Public Law 111-5 ("ARRA" or "Recovery Act") requirements. Recipients are responsible for contacting their grant managers for any needed clarifications. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PAGE 3 OF 9 PROJECT NUMBER 2009 -SB -B9-2950 AWARD DATE 08/06/2009 SPECIAL CONDITIONS 7. The grantee agrees to assist BJA in complying with the National Environmental Policy Act (NEPA), the National Historic Preservation Act, and other related federal environmental impact analyses requirements in the use of these grant funds, either directly by the grantee or by a subgrantee. Accordingly, the grantee agrees to first determine if any of the following activities will be funded by the grant, prior to obligating funds for any of these purposes. If it is determined that any of the following activities will be funded by the grant, the grantee agrees to contact BJA. The grantee understands that this special condition applies to its following new activities whether or not they are being specifically funded with these grant funds. That is, as long as the activity is being conducted by the grantee, a subgrantee, or any third party and the activity needs to be undertaken in order to use these grant funds, this special condition must first be met. The activities covered by this special condition are: a. New construction; b. Minor renovation or remodeling of a property located in an environmentally or historically sensitive area, including properties located within a 100 -year flood plain, a wetland, or habitat for endangered species, or a property listed on or eligible for listing on the National Register of Historic Places; c. A renovation, lease, or any proposed use of a building or facility that will either (a) result in a change in its basic prior use or (b) significantly change its size; d. Implementation of a new program involving the use of chemicals other than chemicals that are (a) purchased as an incidental component of a funded activity and (b) traditionally used, for example, in office, household, recreational, or education environments; and e. Implementation of a program relating to clandestine methamphetamine laboratory operations, including the identification, seizure, or closure of clandestine methamphetamine laboratories. The grantee understands and agrees that complying with NEPA may require the preparation of an Environmental Assessment and/or an Environmental Impact Statement, as directed by BJA. The grantee further understands and agrees to the requirements for implementation of a Mitigation Plan, as detailed at [website], for programs relating to methamphetamine laboratory operations. Application of This Special Condition to Grantee's Existing Programs or Activities: For any of the grantee's or its subgrantees' existing programs or activities that will be funded by these grant funds, the grantee, upon specific request from BJA, agrees to cooperate with BJA in any preparation by BJA of a national or program environmental assessment of that funded program or activity 8. To avoid duplicating existing networks or IT systems in any initiatives funded by BJA for law enforcement information sharing systems which involve interstate connectivity between jurisdiction, such systems shall employ, to the extent possible, existing networks as the communication backbone to achieve interstate connectivity, unless the grantee can demonstrate to the satisfaction of BJA that this requirement would not be cost effective or would impair the functionality of an existing or proposed IT system. 9. The grantee agrees to comply with all reporting, data collection and evaluation requirements, as prescribed by law and detailed by the BJA in program guidance for the Justice Assistance Grant (JAG) Program. Compliance with these requirements will be monitored by BJA. 10. The recipient agrees that any information technology system funded or supported by OJP funds will comply with 28 C.F.R. Part 23, Criminal Intelligence Systems Operating Policies, if OJP determines this regulation to be applicable. Should OJP determine 28 C.F.R. Part 23 to be applicable, OJP may, at its discretion, perform audits of the system, as per the regulation. Should any violation of 28 C.F.R. Part 23 occur, the recipient may be fined as per 42 U.S.C. 3789g(c)-(d). Recipient may not satisfy such a fine with federal funds. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PAGE 4 OF 9 PROJECT NUMBER 2009 -SB -39-2950 AWARD DATE 08/06/2009 SPECIAL CONDITIONS 11. The grantee agrees to comply with the applicable requirements of 28 C.F.R. Part 38, the Department of Justice regulation governing "Equal Treatment for Faith Based Organizations" (the "Equal Treatment Regulation"). The Equal Treatment Regulation provides in part that Department of Justice grant awards of direct funding may not be used to fund any inherently religious activities, such as worship, religious instruction, or proselytization. Recipients of direct grants may still engage in inherently religious activities, but such activities must be separate in time or place from the Department of Justice funded program, and participation in such activities by individuals receiving services from the grantee or a sub -grantee must be voluntary. The Equal Treatment Regulation also makes clear that organizations participating in programs directly funded by the Department of Justice are not permitted to discriminate in the provision of services on the basis of a beneficiary's religion. Notwithstanding any other special condition of this award, faith - based organizations may, in some circumstances, consider religion as a basis for employment. See http://www.ojp.gov/about/ocriequal_fbo.htm. 12. The recipient agrees to ensure that the State Information Technology Point of Contact receives written notification regarding any information technology project funded by this grant during the obligation and expenditure period. This is to facilitate communication among local and state governmental entities regarding various information technology projects being conducted with these grant funds. Tn addition, the recipient agrees to maintain an administrative file documenting the meeting of this requirement. For a list of State Information Technology Points of Contact, go to http://www. it.oj p.gov/default.aspx?area=policyAndPractice&page=1046. 13. The recipient agrees that funds received under this award will not be used to supplant State or local funds, but will be used to increase the amounts of such funds that would, in the absence of Federal funds, be made available for law enforcement activities. 14. RECOVERY ACT - JAG - Trust Fund The recipient is required to establish a trust fund account. (The trust fund may or may not be an interest-bearing account.) The fund, including any interest, may not be used to pay debts or expenses incurred by other activities beyond the scope of either the Edward Byrne Memorial Justice Assistance Grant Program (JAG) or Recovery JAG Program. The recipient also agrees to obligate and expend the grant funds in the trust fund (including any interest earned) during the period of the grant. Grant funds (including any interest earned) not expended by the end of the grant period must be returned to the Bureau of Justice Assistance no later than 90 days after the end of the grant period, along with the final submission of the Financial Status Report (SF -269). 15. RECOVERY ACT — Access to Records; Interviews The recipient understands and agrees that DOJ (including OJP and the Office of the Inspector General (OIG)), and its representatives, and the Government Accountability Office (GAO), shall have access to and the right to examine all records (including, but not limited to, books, papers, and documents) related to this Recovery.Act award, including such records of any subrecipient, contractor, or subcontractor. The recipient also understands and agrees that DOJ and the GAO are authorized to interview any officer or employed‘of the recipient (or of any subrecipient, contractor, or subcontractor) regarding transactions related to this Recovery Act award. 16. RECOVERY ACT — One-time funding The recipient understands and agrees that awards under the Recovery Act will be one-time awards and accordingly that its proposed project activities and deliverables are to be accomplished without additional DOJ funding. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PROJECT NUMBER 2009 -SB -B9-2950 AWARD DATE 08/06/2009 PAGE 5 OF 9 SPECIAL CONDITIONS 17. RECOVERY ACT — Separate Tracking and Reporting of Recovery Act Funds and Outcomes The recipient agrees to track, account for, and report on all funds from this Recovery Act award (including specific outcomes and benefits attributable to Recovery Act funds) separately from all otheffunds, including DOJ award funds from non -Recovery Act awards awarded for the same or similar purposes or programs. (Recovery Act funds may be used in conjunction with other funding as necessary to complete projects, but tracking and reporting of Recovery Act funds must be separate.) Accordingly, the accounting systems of the recipient and all subrecipients must ensure that funds from this Recovery Act award are not commingled with funds from any other source. The recipient further agrees that all personnel (including subrecipient personnel) whose activities are to be charged to the award will maintain timesheets to document hours worked for activities related to this award and non -award - related activities. 18. RECOVERY ACT — Subawards — Monitoring The recipient agrees to monitor subawards under this Recovery Act award in accordance with all applicable statutes, regulations, OMB circulars, and guidelines, including the OJP Financial Guide, and to include the applicable conditions of this award in any subaward. The recipient is responsible for oversight of subrecipient spending and monitoring of specific outcomes and benefits attributable to use of Recovery Act funds by subrecipients. The recipient agrees to submit, upon request, documentation of its policies and procedures for monitoring of subawards under this award. 19. RECOVERY ACT — Subawards — DUNS and CCR for Reporting The recipient agrees to work with its first-tier subrecipients (if any) to ensure that, no later than the due date of the recipient's first quarterly report after a subaward is made, the subrecipient has a valid DUNS profile and has an active registration with the Central Contractor Registration (CCR) database. 20. RECOVERY ACT - Quarterly Financial Reports The recipient agrees to submit quarterly financial status reports to OJP. At present, these reports are to be submitted on-line (at https://grants.ojp.usdoj.gov) using Standard Form SF 269A, not later than 45 days after the end of each calendar quarter. The recipient understands that after October 15, 2009, OJP will discontinue its use of the SF 269A, and will require award recipients to submit quarterly financial status reports within 30 days after the end of each calendar quarter, using the government -wide Standard Form 425 Federal Financial Report from (available for viewing at www.whitehouse.gov/omb/grants/standard_forms/ffr.pdf). Beginning with the report for the fourth calendar quarter of 2009 (and continuing thereafter), the recipient agrees that it will submit quarterly financial status reports to OJP on- line (at https://grants.ojp.usdoj.gov) using the SF 425 Federal Financial Report form, not later than 30 days after the end of each calendar quarter. The final report shall be submitted not later than 90 days following the end of the grant period. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PROJECT NUMBER 2009 -SB -B9-2950 AWARD DATE 08/06/2009 PAGE 6 OF 9 SPECIAL CONDITIONS 21. RECOVERY ACT — Recovery Act Transactions Listed in Schedule of Expenditures of Federal Awards and Recipient Responsibilities for Informing Subrecipients (a) The recipient agrees to maintain records that identify adequately the source and application of Recovery Act funds, to maximize the transparency and accountability of funds authorized under the Recovery Act as required by the Act and in accordance with 2 CFR 215.21, "Uniform Administrative Requirements for Grants and Agreements with Institutions of Higher Education, Hospitals, and Other Non-profit Organizations" and OMB A-102 Common Rules provisions (relating to Grants and Cooperative Agreements with State and Local Governments). (b) The recipient agrees to separately identify the expenditures for Federal awards under the Recovery Act on the Schedule of Expenditures of Federal Awards (SEFA) and the Data Collection Form (SF -SAC) required by OMB Circular A-133. This condition only applies if the recipient is covered by the Single Audit Act Amendments of 1996 and OMB Circular A-133, "Audits of States, Local Governments, and Non -Profit Organizations." This shall be accomplished by identifying expenditures for Federal awards made under the Recovery Act separately on the SEFA, and as separate rows under Item 9 of Part III on the SF -SAC by CFDA number, and inclusion of the prefix "ARRA-" in identifying the name of the Federal program on the SEFA and as the first characters in Item 9d of Part I11 on the SF - SAC. (c) The recipient agrees to separately identify to each subrecipient the Federal award number, CFDA number, and amount of Recovery Act funds, and to document this identification both at the time of subaward and at the time of disbursement of funds. When a recipient awards Recovery Act funds for an existing program, the information furnished to subrecipients shall distinguish the subawards of incremental Recovery Act funds from regular subawards under the existing program. (d) The recipient agrees to require its subrecipients to specifically identify Recovery Act funding on their SEFA information, similar to the requirements for the recipient SEFA described above. This information is needed to allow the recipient to properly monitor subrecipient expenditure of Recovery Act funds as well as facilitate oversight by the Federal awarding agencies, the DOJ OIG, and the GAO. 22. RECOVERY ACT — Reporting and Registration Requirements under Section 1512 of the Recovery Act. (a) This award requires the recipient to complete projects or activities which are funded under the Recovery Act and to report on use of Recovery Act funds provided through this award. Information from these reports will be made available to the public. (b) The reports are due no later than ten calendar days after each calendar quarter in which the recipient receives the assistance award funded in whole or in part by the Recovery Act. (c) Recipients and their first-tier recipients must maintain current registrations in the Central Contractor Registration (www.ccr.gov) at all times during which they have active federal awards funded with Recovery Act funds. A Dun and Bradstreet Data Universal Numbering System (DUNS) Number (www.dnb.com) is one of the requirements for registration in the Central Contractor Registration. (d) The recipient shall report the information described in section 1512(c) of the Recovery Act using the reporting instructions and data elements that will be provided online at www.FederalReporting.gov and ensure that any information that is pre -filled is corrected or updated as needed. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PROJECT NUMBER 2009 -S8 -B9-2950 AWARD DATE 08/06/2009 PAGE 1 OF 9 SPECIAL CONDITIONS 23. RECOVERY ACT— Provisions of Section I512(c) The recipient understands that section 1512(c) of the Recovery Act provides as follows: Recipient Reports- Not later than 10 days after the end of each calendar quarter, each recipient that received recovery funds from a Federal agency shall submit a report to that agency that contains -- (1) the total amount of recovery funds received from that agency; (2) the amount of recovery funds received that were expended or obligated to projects or activities; and (3) a detailed list of all projects or activities for which recovery funds were expended or obligated, including -- (A) the name of the project or activity; (B) a description of the project or activity; (C) an evaluation of the completion status of the project or activity; (D) an estimate of the number of jobs created and the number of jobs retained by the project or activity; and (E) for infrastructure investments made by state and local governments, the purpose, total cost, and rationale of the agency for funding the infrastructure investment with funds made available under this Act, and name of the person to contact at the agency if there are concerns with the infrastructure investment. (4) Detailed information on any subcontracts or subgrants awarded by the recipient to include the data elements required to comply with the Federal Funding Accountability and Transparency Act of 2006 (Public Law 109-282), allowing aggregate reporting on awards below $25,000 or to individuals, as prescribed by the Director of the Office of Management and Budget. 24. RECOVERY ACT — Protecting State and Local Government and Contractor Whistleblowers (Recovery Act, section 1553) The recipient recognizes that the Recovery Act provides certain protections against reprisals for employees of non - Federal employers who disclose information reasonably believed to be evidence of gross management, gross waste, substantial and specific danger to public health or safety, abuse of authority, or violations of law related to contracts or grants using Recovery Act funds. For additional information, refer to section 1553 of the Recovery Act. The text of Recovery Act is available at www.ojp.usdoj.gov/recovery. 25. RECOVERY ACT — Limit on Funds (Recovery Act, section 1604) The recipient agrees that none of the funds under this award may be used by any State or local govemment, or any private entity, for construction costs or any other support of any casino or other gambling establishment, aquarium, zoo, golf course, or swimming pool. 26. RECOVERY ACT — Infrastructure Investment (Recovery Act, sections 1511 and 1602) The recipient agrees that it may not use any funds made available under this Recovery Act award for infrastructure investment absent submission of a satisfactory certification under section 1511 of the Recovery Act. Should the recipient decide to use funds for infrastructure investment subsequent to award, the recipient must submit appropriate certifications under section 1511 of the Recovery Act and receive prior approval from OW. In seeking such approval, the recipient shall give preference to activities that can be started and completed expeditiously, and shall use award funds in a manner that maximizes job creation and economic benefits. The text of the Recovery Act (including sections 1511 and 1602) is available at www.ojp.usdoj.gov/recovery. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET PROJECT NUMBER 2009 -SB -69-2950 AWARD DATE 08/06/2009 PAGE 8 OF 9 SPECIAL CONDITIONS 27. RECOVERY ACT — Buy American Notification (Recovery Act, section 1605) The recipient understands that this award is subject to the provisions of section 1605 of the Recovery Act ("Buy American"). No award funds may be used for iron, steel, or manufactured goods for a project for the construction, alteration, maintenance, or repair of a public building or public work, unless the recipient provides advance written notification to the OJP program office, and a Grant Adjustment Notice is issued that modifies this special condition to add government -wide standard conditions (anticipated to be published in subpart B of 2 C.F.R. part 176) thatfurther implement the specific requirements or exceptions of section 1605. Section 1605 of the Recovery Act prohibits use of any Recovery Act funds for a project for the construction, alteration, maintenance, or repair of a public building or public work unless all of the iron, steel, and manufactured goods used in the project are produced in the United States, subject to certain exceptions, including United States obligations under international agreements. For purposes of this special condition, the following definitions apply: "Public building" and "public work" means a public building of, and a public work of, a governmental entity (the United States; the District of Columbia; commonwealths, territories, and minor outlying islands of the United States; State and local governments; and multi -State, regional, or interstate entities which have governmental functions). These buildings and works may include, without limitation, bridges, dams, plants, highways, parkways, streets, subways, tunnels, sewers, mains, power lines, pumping stations, heavy generators, railways, airports, terminals, docks, piers, wharves, ways, lighthouses, buoys, jetties, breakwaters, levees, and canals, and the construction, alteration, maintenance, or repair of such buildings and works. "Manufactured good" means a good brought to the construction site for incorporation into the building or work that has been -- (1) Processed into a specific form and shape; or (2) Combined with other raw material to create a material that has different properties than the properties of the individual raw materials. "Steel" means an alloy that includes at least 50 percent iron, between .02 and 2 percent carbon, and may include other elements. For purposes of OJP grants, projects involving construction, alteration, maintenance, or repair of jails, detention facilities, prisons, public crime victims' shelters, police facilities, or other similar projects will likely trigger this provision. NOTE: The recipient is encouraged to contact the OJP program manager — in advance — with any questions concerning this condition, including its applicability to particular circumstances. Department of Justice Office of Justice Programs Bureau of Justice Assistance AWARD CONTINUATION SHEET Grant PROJECT NUMBER 2009 -SB -B9-2950 AWARD DATE 08/06/2009 PAGE 9 OF 9 SPECIAL CONDITIONS 28. RECOVERY ACT – Wage Rate Requirements under Section 1606 of the Recovery Act (a) Section 1606 of the Recovery Act requires that all laborers and mechanics employed by contractors and subcontractors on projects funded directly by or assisted in whole or in part by and through the Federal Government pursuant to the Recovery Act shall be paid wages at rates not less than those prevailing on projects of a character similar in the locality as determined by the Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40, United States Code. Pursuant to Reorganization Plan No. 14 and the Copeland Act, 40 U.S.C. 3145, the Department of Labor has issued regulations at 29 CFR Parts 1, 3, and 5 to implement the Davis -Bacon and related Acts. Regulations in 29 CFR 5.5 instruct agencies concerning application of the standard Davis -Bacon contract clauses set forth in that section. The standard Davis -Bacon contract clauses found in 29 CFR 5.5(a) are to be incorporated in any covered contracts made under this award that are in excess of $2,000 for construction, alteration or repair (including painting and decorating). (b) For additional guidance on the wage rate requirements of section 1606, contact your awarding agency. Recipients of grants, cooperative agreements and loans should direct their initial inquiries concerning the application of Davis -Bacon requirements to a particular federally assisted project to the Federal agency funding the project. The Secretary of Labor retains final coverage authority under Reorganization Plan Number 14. 29. RECOVERY ACT – NEPA and Related Laws The recipient understands that all OJP awards are subject to the National Environmental Policy Act (NEPA, 42 U.S.C. section 4321 et seq.) and other related Federal laws (including the National Historic Preservation Act), if applicable. The recipient agrees to assist OJP in carrying out its responsibilities under NEPA and related laws, if the recipient plans to use Recovery Act funds (directly or through subaward or contract) to undertake any activity that triggers these requirements, such as renovation or construction. (See 28 C.F.R. Part 61, App. D.) The recipient also agrees to comply with all Federal, State, and local environmental laws and regulations applicable to the development and implementation of the activities to be funded under this award. 30. RECOVERY ACT – Misuse of award funds The recipient understands and agrees that misuse of award funds may result in a range of penalties, including suspension of current and future funds, suspension or debarment from federal grants, recoupment of monies provided under an award, and civil and/or criminal penalties. 31. RECOVERY ACT – Additional Requirements and Guidance The recipient agrees to comply with any modifications or additional requirements that may be imposed by law and future OJP (including government -wide) guidance and clarifications of Recovery Act requirements. 32. RECOVERY ACT - JAG - Delinquent section 1513(c) reports The recipient acknowledges that it has certified that it will comply with all reporting requirements under section 1512(c) of the Recovery Act. (An online reporting mechanism is anticipated to be available for award recipient use by October 10, 2009.) Further to this certification, a failure to comply with the section 1512(c) reporting requirements may, in addition to other penalties, subject the recipient to the following: (1) After failure to report section 1512(c) data for two consecutive reporting periods, the recipient may be— (a) precluded from drawing down funds under any OJP award, and/or (b) deemed ineligible for future discretionary OJP awards, until such time as the recipient becomes current in its section 1512(c) reporting obligations; and (2) After failure to report section 1512(c) data for three consecutive reporting periods, the recipient, upon written demand of the Director of BJA, shall return to OJP any unexpended award funds (including any unexpended interest earned on award funds) within 15 calendar days of the date of the demand notice. Thereafter, the recipient's award shall be converted to a cost -reimbursable grant until such time as the recipient becomes current in its section 1512(c) reporting obligations, and remains current for not less than two additional consecutive reporting periods. _ _ Department of Justice Office of Justice Programs Bureau of Justice Assistance Memorandum To: Official Grant File From: Subject: Washington, D.C. 2053/ Maria A. Berry, NEPA Coordinator Incorporates NEPA Compliance in Further Developmental Stages for City of Fayetteville The Recovery Act emphasizes the importance of compliance with the National Environmental Policy Act (NEPA) in the use of public funds. The Recovery Act - Edward Byrne Memorial Justice Assistance Grant Program (JAG) allows states and local governments to support a broad range of activities to prevent and control crime and to improve the criminal justice system, some of which could have environmental impacts. All recipients of JAG funding must assist BJA in complying with NEPA and other related federal environmental impact analyses requirements in the use of grant funds, whether the funds are used directly by the grantee or by a subgrantee or third party. Accordingly, prior to obligating funds for any of the specified activities, the grantee must first determine if any of the specified activities will be funded by the grant. The specified activities requiring environmental analysis are: a. New construction; b. Any renovation or remodeling of a property located in an environmentally or historically sensitive area, including properties located within a 100 -year flood plain, a wetland, or habitat for endangered species, or a property listed on or eligible for listing on the National Register of Historic Places; c. A renovation, lease, or any proposed use of a building or facility that will either (a) result in a change in its basic prior use or (b) significantly change its size; d. Implementation of a new program involving the use of chemicals other than chemicals that are (a) purchased as an incidental component of a funded activity and (b) traditionally used, for example, in office, household, recreational, or education environments; and e. Implementation of a program relating to clandestine methamphetamine laboratory operations, including the identification, seizure, or closure of clandestine methamphetamine laboratories. Complying with NEPA may require the preparation of an Environmental Assessment and/or an Environmental Impact Statement, as directed by BJA. Further, for programs relating to methamphetamine laboratory operations, the preparation of a detailed Mitigation Plan will be required. For more information about Mitigation Plan requirements, please see http://www.ojp.usdoj.gov/BJA/resource/nepa.html. Please be sure to carefully review the grant conditions on your award document, as it may contain more specific information about environmental compliance. :i •.,, t�4•- .' • ,.. • 2 Department of Justice Office ofJustice Programs Bureau of Justice Assistance GRANT MANAGER'S MEMORANDUM, PT. 1: PROJECT SUMMARY Grant PROJECT NUMBER 2009-SB-89-2950 PAGE 1 OF I This project is supported under FY09 Recovery Act (BJA-Byrne JAG) Pub. L. No. 111-5, 42 USC 3750-3758 1. STAFF CONTACT (Name & telephone number) Gerardo Velazquez •(202) 353-8645 2. PROJECT DIRECTOR (Name, address & telephone number) Judy Cohea Project Manager 100-A West Rock Street Fayetteville, Alt 72701-6191 (479) 587-3581 3a. TITLE OF THE PROGRAM BJA FY 09 Recovery Act Edward Byrne Memorial Justice Assistance Grant Program Local Solicitation 3b. POMS CODE (SEE INSTRUCTIONS ON REVERSE) 4. TITLE OF PROJECT 2009 JAG Local Solicitation 5. NAME & ADDRESS OF GRANTEE City of Fayetteville 100-A West Rock Street Fayetteville, AR 72701 6. NAME & ADRESS OF SUBGRANTEE 7. PROGRAM PERIOD FROM: 03/012009 TO: 02/28/2013 8. BUDGET PERIOD FROM: 03/01/2009 TO: 02/28/2013 9. AMOUNT OF AWARD E 456,807 10. DATE OF AWARD 08/062009 I1. SECOND YEAR'S BUDGET 12. SECOND YEAR'S BUDGET AMOUNT 13. THIRD YEAR'S BUDGET PERIOD 14. THIRD YEAR'S BUDGET AMOUNT 15. SUMMARY DESCRIPTION OF PROJECT (See instruction on reverse) This grant program is authorized by the American Recovery and Reinvestment Act of 2009 (Public Law 111-5) (the "Recovery Act") and by 42 U.S.C. 3751(a). stated purposes of the Recovery Act are: to preserve and create jobs and promote economic recovery; to assist those most impacted by the recession; to provide investments needed to increase economic efficiency by spurring technological advances in science and health; to invest in transportation, environmental and other infrastructure That will provide long-tens economic benefits; and to stabilize state and local government budgets, in order to minimize and avoid reductions in essential services and counterproductive state and local tax increases. The Recovery Act places great emphasis on accountability and transparency the use of taxpayer dollars. The protection, in OJP FORM 4000/2 (REV. 4-88) Among other Things, it creates a new Recovery Accountability and Transparency Board and a new website — Recovery.gov — to provide information to the public, including access 10 detailed information on grants and contracts made with Recovery Act funds. The Justice Assistance Grant (JAG) Program funded under the Recovery Act is the primary provider of federal criminal justice funding to state and local jurisdictions. Recovery JAG funds support all components of the criminal justice system, from multi -jurisdictional drug and gang task forces to crime prevention and domestic violence programs, courts, corrections, treatment, and justice information sharing initiatives. Recovery JAG funded projects may address crime through the provision of services directly to individuals and/or communities and by improving the effectiveness and efficiency of criminal justice systems, processes, and procedures. The disparate jurisdictions Fayetteville City, Springdale City, and Washington County will use their Recovery Act JAG funds to support both cities' police despartments, and the Washington County Sheriffs Department. The Fayetteville Police Department will purchase accident reconstruction equipment, nine mountain bicycles, firing range equipment, seven rifles, 48 lasers, 48 taser cameras, one canine, and a variety of law enforcement equipment and software. The city of Springdale will purchase six marked patrol vehicles. The Washington County Sheriffs Department will purchase I marked patrol vehicle, one Breathe Alcohol Concentration (BAC) Machine, 32 lasers with cameras and one Criminal Evidence Drying Cabinet. The projects will increase officer safety and assist allow officers to serve the general public more efficiently. NCA/NCF City of Fayetteville, Arkansas Budget Adjustment Form Budget Year 2009 Department: Police Division: Police Program: Police/Animal Projects Date Requested 8/18/2009 Adjustment Number Project or Item Added/Increased: 2009 Recovery Act Justice Assistance Grant (JAG) Local Solicitation Project or Item Deleted/Reduced: 2009 Recovery Act Justice Assistance Grant (JAG) Local Solicitation Justification of this Increase: Non-matching grant funds for the purchase of law enforcement equipment. Justification of this Decrease: Recoginze grant revenue from the 2009 Recovery Act JAG Local Solicitation award. • Account Name Account Name Ir3crease Budget Account Number Decrease Budget Account Number Amount see attached Amount see attached Project Number Project Number Division Head dgetDir .r Departm Finance Director [�J�,, r ch Date r�Date S 1_�� Date S—lo-2po9 Date b`w Vcr Date Type: V.090403 Budget & Research Use Only A B C E Requested By General Ledger Date Posted to General Ledger Initial D ate Budget Adjustment Detail Backup 0 \N- CO 0.3 • 0 in cr. \\ 0 0 CO 0 CNI • \ ) §! • • CO CO c § f!3$ «c/)e o 02I— c e \ S j. rlim 2 ( COTY\ % 8 ITS co\ 11.1 co LE \ k \: \ � \ k ! \ / § k \ ) ./ G. Tabor Submitted By City of Fayetteville Staff Review Form City Council Agenda Items and Contracts, Leases or Agreements Contract Review City Council Meeting Date Agenda Items Only Patrol Division Action Required: w 1 va--►- t Police Department Accept contract from Policytechnologles International, Inc. for the purchase of software to manage creation and disbursement of Fayetteville Police Department Policies and Proceedures. The cost of this software is $10,475 plus use tax of $711.00 totaling $11,186.00 11.186.00 Cost of this request" 1010.2920-5416.00 1010-2920-5801.00 Account Number 09017-1 Project Number 456,807.00 $ Category / Project Budget 7,135.00 JAG Recovery Solicitation - 2009 Program Category! Project Name Grant Funds Used to Date Program / Project Category Name 449,672.00 General Remaining Balance Fund Name Budgeted hem X Budget Adjustment Attached Depart m> FF5 nwtor Date City Attorney Finnce and Internal Services Director yo Date 16-16-9tmy Date (o- /(vi2 Date 4170? Dat Previous Ordinance or Resolution # Original Contract Date: Original Contract Number: 187-09 Comments: Revised January 15, 2009 FAYETTEVILLE THE CM OF FAYETTEVILLE. ARKANSAS DEPARTMENTAL CORRESPONDENCE To: Contract Review Committee From: Greg Tabor, Chief of Polio Date: October 13, 2009 Re: Policy Management Software Recommendation: Staff seeks approval of order to purchase software from Policy Technologies, International. Background and Discussion: The Fayetteville Police Department currently manages its policies and procedures using outdated methods. As the department moves forward to seek accreditation, it is recommended that policy management be conducted electronically. Policy management software will allow the department to more efficiently create, maintain and distribute policy documents to its personnel. Budget Impact: The software licenses, annual maintenance fee and implementation package will cost $11,186.00. Quotes (see attached) obtained from other companies came in considerably higher than that of Policy Technologies, International. Funding for this purchase was obtained through a Justice Assistance Recovery Grant, which was formally accepted by City Council on August 18, 2009. 1 policytechnologies INTERNATIONAL INC. / www.policytech.com Order to Purchase Software and Acknowledgement of Software License & Services Agreement Name of Licensee: Fayetteville Police Department Address: 113 West Mountain Street, Fayetteville, AR 72701 City Contract Type: A The City of Fayetteville, AR (acting in behalf of the Fayetteville Police Department) is purchasing 5 concurrent -user licenses for the Policy & Procedure Manager ("PPM") software (owned by Policy Technologies International, Inc. "PolicyTech"), together with specific support services. The City hereby agrees to the terms of this Order and the PolicyTech Software License & Service Agreement ("SLA"). The pricing for this PPM license, annual maintenance fee, implementation package and other charges is as follows: Purchase Price 5 -Concurrent Perpetual User Licenser $5,400 Annual Maintenance Fee $1,080 Implementation Services $3,995 Total Purchase Price (in U.S. Dollars): $10,475 Notes — Purchase of PPM Licenses, Annual Maintenance/Support and Implementation Services: 1) Annual Maintenance Fee ("AMF" = 18% of **List License cost) is renewable annually in advance on the anniversary date of this Order. The City must be current in paying AMF to be eligible for software upgrades and updates during the term of maintenance and support. If the City is not current in AMF reinstatement fees may apply. Service Terms may be found at http:/Aw .v policvlech.com/oroducts/oolicv-orecedure-software/resources.cfm . "List License Fee for 5 -concurrent perpetual licenses is 96,000 The Annual Maintenance Fee covers the following • One hour of technical support during installation and "go live' set up; • Access to weekly online training classes; • E-mail and phone support during PolicyTech business hours (8:00 a.m. to 5:00 p.m., Mountain Time). • Administrative training: two hours of online training for document control administrators and key users. • Two hours of online implementation planning consulting. 2) Implementation Services Include: • Online Installation • One day of Onsite Implementation • Four hour of online training/consultation assistance Payment Terms: The City promises to pay the Purchase Price "net 30 days" — i.e., within 30 calendar days of the date the City signs this Order. If the City uses purchase orders, such authorization shall be attached to this Order: Purchase Order #: (Other payment instructions: Licensor/PolicyTech Contact Information: 346 Grand Loop, Suite 200 P.O. Box 1029 Rexburg, ID 83440 Sales Support: Scott Dixon Phone #: (208) 359-8123 ext. 710 Fax #: (208) 361.0203 Email address: sdixon(dipolicytech.com Implementation Coordinator: Maria Poole Phone #: (208)359-8123 ext. 560 Fax #: (208)275-8022 Email address: mpoole(alpolicytech.com Service Support Phone #: (208) 359-8123 option 2 Fax #: (208) 275-8022 Email address: support(alpolicytech.com Hours of Operation: 8am to 5pm MT Hours of Operation Sam to Spm MT Hours of Operation: Sam to 5pm MT 1 PPM is "concurrent -user" licensed software. A five concurrent -user license allows only five simultaneously logged -on users to access the software at the same time. Purchasers of PPM should buy the number of licenses that will adequately serve the estimated number of concurrent users they will need. Page 1 of 1 City/Police Department Contact Information: Business Contact: Address: Title: Email: Phone: o check if same as contract address Accounts Payable Contact: Address: Title: Email: Phone: o check if same as contract address Technical Contact: Address: Title: Email: Phone: ❑ check if same as contract address Other (e.g., Project Manager): Address: Title: Email: Phone: ❑ check if same as contract address Acknowledgment/Acceptance: The City hereby affirms that it has read, understood and accepts the terms of this Order and of PolicyTech's SLA, a copy of which is found at the PolicyTech website: http: //www. po l i cytech. co m/products/policy-procedure-software/res o u rce s. cfm We, the undersigned, hereby affirm that we have the authority to sign this Order, and we further acknowledge that by signing below we accept the terms of this Order and the SLA in behalf of the City and PolicyTech. City of Fayetteville, For: Fayetteville Police Department - Licensee By: Lioneld Jordan, Mayor Date Signed: _/_/20_ Attest: By: Sondra E. Smith, City Clerk/Treasurer Accepted: Policy Technologies International, Inc. Licensor By: Name of Signer: Title: Date Signed: _/_/20 Addendum of City of Fayetteville, AR — Required Contract Provisions. The following language is hereby added to this Order to Purchase Contract and shall supersede any contrary language in this Order to Purchase or the Software License Agreement: 1) Changes in scope or price: Changes, modifications or amendments in scope, price or fees to this Contract shall not be allowed without a prior formal contract amendment approved by the Mayor and the City Council in advance of the change in scope, cost or fees. Page 2 of 2 2) Freedom of Information Act: City contract and documents prepared while performing city contractual work are subject to the Arkansas Freedom of Information Act. If a Freedom of Information Act request is presented to the City of Fayetteville, PolicyTech will do everything possible to provide the document in a prompt and timely manner as prescribed in the Arkansas Freedom of Information Act (A.C.A. §25-19- 101 et seq.). Only legally authorized photocopying costs pursuant to the FOIA may be assessed for this compliance. 3) City of Fayetteville: References to the City of Fayetteville in the documents shall be "City", "Fayetteville" or City of Fayetteville. The Licensee of the Software being purchased shall be the City of Fayetteville, AR Police Department. 4) Contractor: Reference in the documents to the contracting party shall be Policy Technologies International, Inc. or "PolicyTech", as the Licensor of the Software being purchased. 5) Jurisdiction: For any disputes under the Contract or SLA, the jurisdiction and venue shall be the State of Arkansas, the law to be applied shall be Arkansas State law, and the venue shall be state and federal courts for the Fayetteville, AR judicial district. 6) Professional Services Contracts & Non-refundable Retainers: nothing herein shall be interpreted as making out this Order to Purchase to be a professional services contract. Nor shall any fee be interpreted to be a retainer or deposit. However, in the event of termination of this Order to Purchase, the City shall not be entitled to a refund of any funds already used or expended for the products and services delivered to it. 7) The following clauses of the SLA shall be modified or interpreted as follows; a. Section 9— Indemnity: without threatening the sovereign immunity of the City, it agrees to abide so much of the Indemnity Section as may be applied consistently with the principles of sovereign immunity and contract law. b. Section 10.3 — interest for late payments — shall have no effect or application to the City or the Police Department for the duration of this Order to Purchase. c. Section 12.6 - Arbitration: without the express permission of the City, the terms of this section shall not be interpreted or applied to require arbitration or mediation of any disputes. Rather, the parties agree to seek amenable, mutually satisfactory informal resolution of such disputes. [End of Document] Page 3 of 3 policytechnologies INTERNATIONAL INC. www.policytech.com Software License & Services Agreement For Policy & Procedure Manager® Software This Software License and Services Agreement (the "Agreement") is between Policy Technologies International, Inc.TM (the "PolicyTech" or "PolicyTech"TM), an Idaho Corporation with its principal place of business at 346 Grand Loop, Suite #200, Rexburg, ID 83440, and the City of Fayetteville, AR ("The City" or "City") also referenced in the Contract for Licenses and Services ("the Contract"). 1.1. The terms of this Agreement, as agreed to by PolicyTech and City, shall apply to the licenses and services sold to City by PolicyTech pursuant to the Contract. When the Contract is executed by both parties, it shall be evidence of the licenses granted and the services to be provided, and shall be incorporated herein by reference. 1.2. This Agreement and the Contract contain all the license terms, conditions, warranties and limitations that apply to City's license to use the Software. By accepting the downloading and allowing the installing of the Software, City accepts and agrees to be bound by the terms and conditions stated in these documents. PolicyTech'STM grant of a license to City for the Policy & Procedure Manager® Software is expressly conditioned on City's acceptance of all of the terms and conditions of this Software License Agreement and of the Contract. 2. Definitions: 2.1. Affiliate(s) - shall mean any party or parties who directly or indirectly control or are controlled by either PolicyTech or City; "control" shall mean having direct or indirect power over, management of, or ownership of a party to this Agreement or the Contract. 2.2. Annual Maintenance Fees ('AMF') - shall mean the fees paid annually for upgrades to the Software and for Technical Support. "AMF" is mandatory for the first year of licensed usage. 2.3. The Contract —shall mean the "Contract for Software and Services", attached hereto, and signed by the parties, which specifies the number of licenses and the features of the nature of services being purchased by City from PolicyTech. For some Cities, the "Contract" may refer to Policy Tech's form titled "Order for Purchase of Software." 2.4. Delivery Date — shall mean the date upon which PolicyTech provides the necessary registration key enabling operation of the Software to City's designated, authorized representative. 2.5. Non -technical Support Services and Fees — Non -technical Support shall mean installation, implementation, training and consulting Services provided by PolicyTech to assist clients in configuring and learning the Software. Non -technical Support Fees — shall mean the fees paid for installation, implementation, training and consultation on configuring the Software to be provided to City pursuant to the Contract, and described in Section 5 of this Agreement. 2.6. Technical Support — shall mean the telephone, online or help -desk services provided by PolicyTech to assist the City with the operation of the Software; "Silver" service is the basic level of support services that the City purchase. 2.7. The Software - shall mean the most recent version of Policy & Procedure Manager® (including the media and user documentation) that has been published and copyrighted by PolicyTech and made available for purchase by various Cities. 2.8. Upgrade - shall mean the publication by PolicyTech of an updated version of The Software, for example, the release of a version 5.x to supersede version 4.x. 2.9. Licensor - shall mean Policy Technologies International, Inc. TM or PolicyTech . 2.10. Licensee — shall mean The City of Fayetteville, Arkansas, or The City. 3. License Rights Granted. 3.1. In consideration of the payment by City of the agreed upon license fees and annual maintenance and support fees, PolicyTech hereby grants City a perpetual, nonexclusive license to use the Software. Any reference to a sale in this Agreement, the Contract or in any of PolicyTech's materials shall mean the sale of a license to use the Software, and not a sale of a copy of the Software. Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page l ofl 3.1.1. The licenses to use the Software shall be activated only by the delivery to City of an assigned registration key. The licenses are sold in concurrent packages and City agrees to use no more than the purchased number of licenses at any given time. If City finds that more users are concurrently accessing the Software than its license permits, City agrees that it will purchase extra licenses to accommodate the increased concurrent use. 3.2. CITY MAY NOT COPY, MODIFY, TRANSFER THE SOFTWARE, OR ANY COPY, MODIFICATION, OR MERGED PORTION, IN WHOLE OR IN PART, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS AGREEMENT 3.2.1. City may not alter, merge, modify, adapt or translate the Software or related documentation, or decompile, disassemble or reverse engineer the Software or documentation. 3.3. City agrees to limit use of the Software to its own internal business purposes, and to limit access only to its own employees and authorized agents. City may use the documentation provided by PolicyTech in support of its authorized use of the Software. Unauthorized copying or modification of the Software is not permitted. 3.3.1. City may not: a) use the Software on a consulting basis whether paid or unpaid; b) make the Software available to others in any service bureau or similar arrangement; c) distribute, copy, sublicense, transfer or lend the Software to any third party. 3.3.2 Testing and Training Site Copy City may copy the Software to a special site where the program can be used solely for testing and training, provided that City agrees not to use this copy to create documents for general use and circulation. 3.4. The Software and documentation are protected by the copyright laws of the United States and international treaty provisions, subjecting infringers to civil damages and criminal penalties. City may not copy all or any part of the Software or related documentation, except to make one copy of the Software solely for archival purposes as permitted by 17 U.S.C., Section 107 of the federal copyright laws. 4. No Additional Rights or Licenses; Use of PolicyTech Marks. 4.1. Policy Technologies International, Inc. retains all ownership, title and other proprietary rights in the Software. City acknowledges and agrees that, except for the rights expressly granted in this Agreement, all other rights, and all title and interest in and to the Software (as an independent work and as an underlying work serving as a basis for any application City may develop) and related documentation remain the sole and exclusive property of PolicyTech TM or its PolicyTechs, including all patent, copyright, trademark, trade secret and other proprietary rights therein, and that City will not derive or assert any title or interest in or to the Software or related documentation. 4.2. Without limiting the generality of the foregoing, City does not receive any rights to any patents, copyrights, trade secrets, trademarks or other intellectual property rights to the Software or related documentation. 4.3. This Agreement does not authorize City to use any of PolicyTech's names or any of its trademarks (which include, but are not limited to the word "Policy Technologies International, Inc.", the "<Policy Technologies International>" tag logo, the word "PolicyTech" or the Policy & Procedure Manager® logo). City may not remove or alter any trademark, logo, copyright, patent or other proprietary notices, legends, symbol or labels in the Policy & Procedure Manager® Software. 4.3.1. However, City may change the look or style of a Policy & Procedure Manager® page, provided that City gives clear attribution on each screen page to PolicyTech as creator of the Software, e.g., "This software is copyrighted to PolicyTechTM." Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page 2 oft 5. Annual Maintenance Fees, Technical Support and Non -Technical Support Services 5.1 Overview: This section describes the general terms and conditions for City's Annual Maintenance services, Support Services, and Implementation, Consulting, Training and Installation Services. For purposes of scheduling and calendaring the Services, the Delivery • Date for the Software shall be as defined in §2.4 — Definitions. Any Services chosen by City pursuant to the Contract or this Agreement will be governed by PolicyTech's support and service policies in effect on the date that the Contract is signed by City, and the Services will be delivered by PolicyTech subject to payment by City of the applicable fees. 5.1.1. Annual Maintenance Fees and Technical Support: As specified in the Contract, City has purchased twelve (12) months of Technical Support, which services will include upgrades of and technical support regarding operation of the Software. The amount paid for these Services is called the "Annual Maintenance Fee" ("AMF'), which fee City pays every twelve months. After paying for the first twelve months of Maintenance Services, which is mandatory, City may choose to renew its Annual Maintenance Fees by paying the invoice that PolicyTech will transmit to City within thirty (30) days of the expiration date of successive years. 5.1.1.1. Technical Support: As specified in the Contract, City will choose from the Silver or Gold Technical Support levels depending on its needs. These services may include online and telephone consulting, help -desk and knowledge base information and other features as the parties may determine. Basic (Silver) support hours are from 8:00 a.m. to 5:00 p.m. (M.T.). 5.1.1.2. Software Upgrades and Lapsed or Overdue Annual Maintenance Fees: In the event that City allows its payment of the AMF to lapse, City shall not be entitled to any Maintenance, Software upgrades or Maintenance Services unless it pays the required reinstatement fee and purchases additional annual Maintenance Services. An explanation of "Service Terms" reinstate-ment fees and penalties can be found at PolicyTech's website.' 5.1.2. Non -Technical Support Services: These include implementation, installation, consulting and training services: PolicyTech will provide implementation, installation, consulting, training and other non -technical support services as agreed to by the parties under the terms of the Contract and this Agreement. Such services will be priced separately from the Software licenses and Technical Support levels purchased by City, and they will be delivered by PolicyTech subject to payment by City of the applicable fees. 5.1.3. Support, Consulting and Training Hours: The regular hours for support, consulting and training by PolicyTech shall be during business hours, Monday to Friday, from 8:00 a.m. to 5:00 p.m. (Mountain Time.) Special arrangements can be made for support, training or consulting on "off -hours" if City pays a special "off -hour" hourly training rate billable and payable monthly. 5.1.4. Other Services: PolicyTech may offer other services, such as policy writing training and document conversion, on a special need basis, pursuant to a separate agreement and an attachment to the Contract. The charges for such services will be priced separately from any those services specified by the Contract or by this Agreement. 5.1.5. Self -Installation; Re -Installation: In instances where a City requests PolicyTech's technical support for solving problems created by i) its self -installation of the software, or ii) where City needs technical help regarding complications from its own reinstalling of the Software on a server, PolicyTech reserves the right to charge City a fee for such technical support, based on PolicyTech's prevailing, applicable hourly rate or flat fee. In I See Service Terms:<http://www.00licytech.com/serviceterms/> Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page 3 of 3 either instance, the support needed or desired will be specified in the Contract or an addendum thereto, and will be delivered after Citys consent to the agreed upon terms and fees. 5.2. Incidental or Travel Expenses: PolicyTech's pricing normally includes the reasonable costs of travel to City's designated sites. However, for any incidental or additional on -site services requested by City (meaning for services other than those agreed upon in the Contract) City shall reimburse PolicyTech for reasonable, out-of-pocket expenses incurred by PolicyTech. City shall receive a monthly invoice for such expenses incurred, and payment shall be due and payable within thirty days after City has been invoiced. 6. Term and Termination 6.1. Normally, City will purchase perpetual licenses for the commercial version of the Policy & Procedure Manager@ Software, and these licenses shall remain in effect until unilaterally terminated by PolicyTech or City for reasons set forth below, or otherwise terminated by law in accordance with the terms of this Agreement. 6.1.1. However, term licenses may be available for sale in consultation with PolicyTech sales representatives. A term license remains in effect for a set time period. 6.2. PolicyTech may terminate unilaterally any license granted herein if City fails to comply with any of the material terms of the license and this Agreement or the Contract, and fails to correct such breach within thirty (30) days after receiving written notice of such breach from PolicyTech. 6.3. City may terminate unilaterally any license granted herein if PolicyTech fails to comply with any of the material terms of the license and this Agreement or the Contract, and fails to correct such breach within thirty (30) days after receiving written notice of such breach from City. However, such termination shall not relieve City of its obligations under Section 6.4 hereof. 6.4. Upon the termination of this License by PolicyTech for City's material breach of terms and conditions of this License or the Contract, City shall, within thirty (30) days after receiving notice of the breach, promptly return to PolicyTech all copies of the Software and any related documentation covered by this Agreement, or certify to PolicyTech in writing that City has destroyed all copies of the Software and all program documentation pertaining to it. 7. Transfer or Assignment. 7.1. City may assign this Agreement or transfer the Software to a third party or Affiliate, but only after obtaining the prior consent of PolicyTech, which consent shall not be unreasonably withheld or delayed. City must provide to PolicyTech a copy of all relevant portions of the written agreement that transfers the license for Policy & Procedure Manager@ Software prior to any assignment or transfer becoming final. 7.2. After City has completed an assignment transaction, City shall retain no copies of the Software or related documentation, including all prior releases of the Software and documentation. 8. Warranties, Disclaimers, Limitations and Remedies. 8.1. The Software Warranty: For a period of ninety (90) days from the date of the Delivery Date of the Software, PolicyTech warrants that it has the authority to grant this license, and that the unmodified Software program will perform, in all material respects, according to the specific functions as described in the current documentation, when installed on a system meeting the minimum requirements stated in the lastest version of the PPM Technical Specifications.2 8.1.1. BECAUSE PROGRAMS SUCH AS THE SOFTWARE ARE INHERENTLY COMPLEX, POLICYTECH DOES NOT WARRANT THAT THE SOFTWARE IS ERROR -FREE OR WILL OPERATE WITHOUT INTERRUPTION. 2 PolicyTech website: http://www.policytech.com/products/ppm/documentation/Tech%20Specifications%200verview.pdf. Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page 4 of 4 8.1.2. City acknowledges that due to the complexity of the Software, it is possible that use of the Software could lead to the unintentional loss or corruption of data. City assumes all risks of such data loss or corruption; the warranties provided in this Agreement do not cover any damages or losses resulting from data loss or corruption. 8.1.2.1. City is strongly advised to perform daily backups of their database and Software data to avoid, as much as possible, the loss of critical data. PolicyTech is in no way responsible for failure of City daily to backup its data. 8.1.3. The Software is not designed or licensed for use in hazardous environments requiring fail-safe controls, including without limitation operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, and life support or weapons systems. Nor is the Software intended to be used as part of a medical device or medical quality control system that stores protected patient information. 8.2. Media Warranty: PolicyTech warrants that any media on which the Software may be delivered to City will be materially free from defects in materials and workmanship under normal use for ninety (90) days from the Delivery Date of the unmodified Software. 8.3. Technical and Non -Technical Support Services Warranty PolicyTech warrants that the Services will be performed with commercially reasonable efforts, and in a professional and workman -like manner; this warranty shall be valid for a period of ninety (90) days from the date of the completion by PolicyTech of the Maintenance Services contracted for in the Contract. 8.4. PolicyTech's Authority Warranties: PolicyTech hereby warrants that: a) it is an entity in good standing under the organizational laws of its state or country of domicile; b) the person agreeing to the terms of and signing the license documents is duly authorized to accept and sign them; c) by accepting and signing these documents and Agreements, PolicyTech or authorized person(s) executing the documents in its behalf are not in violation of any other agreements or legal obligations 8.5. Remedies: For any material breach of PolicyTech's warranties in this Section 8.0, City's sole and exclusive remedy, and PolicyTech's entire liability shall be: a) for the Software (Sec. 8.1), correction of program errors that cause material breach of the warranty. b) for the Media (Sec. 8.2), the replacement of materially defective media returned within ninety (90) days of the installation date. c) for the Maintenance Services (Sec 8.3), the correction of any materially defective portion thereof. 8.6. Disclaimer for Commercial Copies of the Software: THE WARRANTIES ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. POLICYTECH DOES NOT WARRANT THAT THE SOFTWARE WILL OPERATE UNINTERRUPTED OR ERROR -FREE, OR THAT ALL ERRORS CAN OR WILL BE CORRECTED. 8.7. Warranties Void: These limited warranties are void if any failure, damage or defect caused by the Software results from the abuse, misapplication, unauthorized use or duplication, negligence, accident, tampering with or user modification of the Software by City, its employees, consultants, contractors, agents or other third parties controlled by it. 8.8. Limitation of Liability: IN NO CASE SHALL POLICYTECH BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES OR LOSSES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, WHETHER SUCH DAMAGES ARE BASED UPON A BREACH OF EXPRESS OR IMPLIED WARRANTIES, BREACH OF CONTRACT, Policy & Procedure Manager® Software License & Services Agreement (var. 5) Page 5 of 5 NEGLIGENCE, STRICT TORT LIABILITY, OR ANY OTHER LEGAL THEORY. THIS IS TRUE EVEN IF POLICYTECH IS ADVISED OF THE POSSI-BILITY OF SUCH DAMAGES. IN NO CASE WILL POLICYTECH'S TOTAL LIABILITY EXCEED THE AMOUNT OF THE LICENSE FEE ACTUALLY PAID BY CITY TO POLICYTECH. 8.9. City's Warranties: City hereby warrants that: a) it is an entity in good standing under the organizational laws of its state or country of domicile; b) the person agreeing to the terms of and signing the license documents is duly authorized to accept and sign them; c) by accepting and signing these documents and Agreements, City or authorized person(s) executing the documents on its behalf are not in violation of any other agreements or legal obligations. 9. Infringement Indemnification. (THIS SECTION STATES POLICYTECH'S ENTIRE LIABILITY AND CITY'S EXCLUSIVE REMEDY FOR INFRINGEMENT.) 9.1. PolicyTech will defend and indemnify City against third party claims that the Software infringes a copyright, trademark or patent, provided that: a) City notifies PolicyTech of the claim in writing within thirty (30) days of its receipt; b) PolicyTech shall have sole control of any settlement or defense; and, c) City provides PolicyTech with assistance, information and authority necessary for the performance of PolicyTech's obligations under this section. 9.2. PolicyTech shall have no liability for any claim of infringement based on the use by City of a superseded or altered release of the Software if such claim could have been avoided by the use of a current, unaltered release of the Software provided to City. 9.3. In the event that PolicyTech believes that there is a legitimate claim of infringement, PolicyTech shall have the option, at its expense to: a) modify the Software so it is non -infringing; b) obtain a license to continue using the Software, c) or terminate the license for the infringing Software and refund the license fees paid by City, prorated monthly over a specified license term, or where there is no license term, then the refund shall be prorated over a three-year period from the effective date of the license. 9.4. City will defend and indemnify PolicyTech against third party claims that arise from the abuse, misapplication, negligence, accident, tampering with or user modification of the Software by any party under the control of City, including but not limited to City's employees, consultants, contractors and agents. PolicyTech shall promptly notify City of any claims and City shall give reasonable assistance in PolicyTech's defense or settlement of such claims. 10. Payment Provisions; Applicable Taxes. 10.1 City shall authorize payment of all agreed upon fees by issuing its purchase order (or an ordering document acceptable to PolicyTech) on or before the date specified in the Contract. All fees and charges shall be payable in U.S. dollars. City agrees to pay any applicable media or shipping charges incurred by its purchase of licenses and services. 10.2 Invoices for payment of license fees and support fees shall state payment terms in accordance with the terms and conditions of the Contract. In the absence of specific provisions in the Contract, City fees shall be payable within a full net thirty (30) days from the date the Contract is signed by City. 10.3 Any amounts payable by City that remain unpaid after the applicable due date shall be subject to a monthly interest charge calculated at the lesser of 1.5% per month or the maximum rate permitted by law, to be calculated from the due date, and to accrue until such amount is paid in full. Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page 6 of 6 10.4 Neither the purchase price nor individual fees listed in this Agreement or the Contract include any taxes for which City is legally responsible. In the event that PolicyTech becomes obligated to pay sales, use, property, value-added or other taxes based on the sales of licenses or services to City in this Agreement or the Contract, then such taxes shall be billed to and paid by City. This Section shall not apply to taxes based on PolicyTech's income or revenues. 10.4.1 Tax Exempt City: In the event that City claims to be legally exempt from sales, use or other taxes, it shall provide to PolicyTech a certificate of exemption, or other official evidence of its tax exempt status, and shall do so as part of the contracting process. 11. Upgrades. 11.1. As a condition for receiving any Software upgrade, patch or update, City shall be currently paid up in its annual maintenance fees. The terms applying to being paid up and for reinstatement of annual maintenance fees are stated in the Contract and in the Service Terms as referenced in Section 5.1.1.2 above. 11.2. If the Software and related documentation being used by a City have been acquired as an upgrade, patch or update to an earlier licensed release of the Software, then City must have a valid license to operate such earlier release of the same version and edition as the upgrade to install or use the upgrade. All Software being upgraded is deemed to be part of the Software and is subject to this Agreement. 12. General Terms. 12.1. Non -disclosure: By virtue of the Contract and this Agreement, the parties may have access to information (the "Confidential Information") that can reasonably be considered confidential by one or the other of the parties. Confidential Information includes, without limitation, the Software, the terms and pricing under this Agreement, and all information clearly identified as confidential or reasonably deemed to be confidential based on the circumstances or on industry practices. The parties agree that, unless required by law, they will not make each other's Confidential Information available in any form to any third party for any purpose other than implementation of this Agreement. 12.1.1. However, a party's Confidential Information shall not include information that: i) is or becomes a part of the public domain through no act or omission of the other party; ii) was in the other party's lawful possession prior to the disclosure and had not been obtained by the other party either directly or indirectly from the disclosing party; iii) is lawfully disclosed to the other party by a third party without restriction on disclosure; or, iv) is independently developed by the other party. 12.1.2. The parties agree to hold each other's Confidential Information in confidence during the term of this Agreement and for a period of three (3) years after any termination of this Agreement. 12.2. Force Majeure: Neither City nor PolicyTech shall be liable to the other party if delayed or hampered in the performance of its obligations and responsibilities under this Agreement due to embargoes, fires, earthquakes, tornados, hurricanes, government actions, labor strikes, riots, unavoidable casualties, conditions not reasonably anticipated, national emergency, acts of terrorism, explosion, condemnation in whole or in part for a public or quasi -public use or purpose by any authorized governmental authority, acts of God, default of a supplier or subcontractor, quarantines, restrictions, epidemics, catastrophes or by any other causes which PolicyTech or City could not reasonably control or circumvent. Any obligations of PolicyTech or City due during that time shall be tolled, unless the parties agree in writing otherwise. 12.3. Governing Law. This Agreement, together with associated documents and other matters arising out of them, shall be governed by the laws of the State of Idaho, and these documents shall be deemed to have been executed in Rexburg, Madison County, Idaho. The parties agree that the venue and jurisdiction for disputes or claims pursuant to this license, Contract and Agreement Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page 7 of 7 shall be governed by the applicable rules of the state and federal courts for Madison County, Idaho. 12.4. Notices; Form of Documents: 12.4.1. All notices, including changes of address, required to be sent hereunder shall be in writing, and such notices shall be deemed to have been given when mailed by first class, sent to the following address for PolicyTech: Policy Technologies International, Inc.TM 346 Grand Loop, Suite 200 P.O. Box 1029 Rexburg, ID 83440 Attention: Contracts and Legal Affairs Manager City's official address for notices shall be stated in the Contract for Software and Services. 12.4.2. The parties agree that each may treat any documents, orders or agreements that are faxed or transmitted in PDF format by either party as original documents, unless a party states a requirement that original documents be signed and exchanged. 12.5. Allocation of Risk: The provisions of this Agreement allocate the risks between PolicyTech and City. PolicyTech's pricing reflects this allocation of risk and the limitation of liability specified herein. 12.6 Dispute Resolution 12.6.1 Subject to the terms of this Agreement, the procedures of this Section shall control the resolution of any and all disputes that might arise between the parties that are related to this Agreement. The parties agree to proceed as follows: 12.6.1.1 PolicyTech and City shall first seek to resolve each dispute by having a management representative from each organization discuss the issues at dispute. If good faith negotiations by these managers cannot resolve the dispute, then both parties shall seek to resolve the dispute by having a senior executive officer from each organiz-ation discuss the issues at dispute. 12.6.1.2 If good faith negotiations by these senior executive officers cannot resolve the dispute, then the parties shall seek to resolve the dispute through arbitration under the rules of the American Arbitration Association by one arbitrator appointed in accordance with those rules. The place of arbitration shall be Rexburg, Idaho. The arbitrator shall determine the matters in dispute, in accordance with the laws of the State of Idaho. 12.7. Entire Agreement; Severability This Agreement and the Contract to which this Agreement is attached, constitute the complete agreement between City and PolicyTech concerning the Software and documentation and supersede all proposals, oral or written, all negotiations, conversations or discussions between or among the parties relating to the subject matter of this Agreement and all past dealing or industry custom. Any amendment to the Contract or this Agreement, including an oral modification supported by new consideration, must be reduced to writing and signed by all parties hereto before it will be effective. No PolicyTech' dealer, reseller, agent or employee is authorized to make any amendment to this Agreement, without the express written consent of an officer of PolicyTechm. Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page 8 of 8 12.7.1. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, that provision will be enforced to the maximum extent permissible by law, and the remaining provisions of this Agreement will remain in full force and effect. 12.8. Other Terms: 12.8.1. Shrink-wrap Terms: The terms of this agreement replace and supersede the term of any shrink-wrap license, installation license or online license provided with the Software. 12.8.2. Non -waiver The waiver by either party of any default or breach of the Agreement shall not constitute a waiver of any other or subsequent default or breach. 12.8.3. Time Limitation on Claims: Except for an action brought for nonpayment, for breach of PolicyTech's proprietary rights or other intellectual property rights in the Software, or for breach of the confidential provisions of this Agreement, no cause of action arising out of this Agreement, regardless of its form or its jurisdictional claims, may be brought by either party more than one year after the cause of action accrues, calculated from the date on which the breach occurs. 12.8.4. Export Laws: City agrees to comply fully with all relevant export laws and regula-tions of the United States to assure that the Software is not exported directly or indirectly in violation of applicable laws and regulations. 12.8.5. U.S. Government Licensing Rights. If the Software is licensed under a U.S. Govern- ment contract, City acknowledges that the Software and related documentation are "commercial items," as defined in 48 C.F.R 2.01, consisting of "commercial computer" and "commercial computer documentation," as such terms are used in 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1. City also acknowledges that the software is "commercial computer software" as defined in 48 C.F.R. 252.227-7014(a) (1). U.S. Government agencies, entities, and others acquiring under a U.S. Government contract shall have only those licensing rights, and shall be subject to all restrictions, as set forth in this Agreement. 12.8.6. Non -solicitation of Employees: During the term of this Agreement and for a period of 180 days thereafter, neither party shall solicit for employment or hire any employee of the other party or its subcontractors who have been involved in rendering or receiving services under this Agreement without first obtaining prior written consent of the other party; provided, however, that this restriction shall not prohibit either party from conducting general solicitations for hiring in newspapers and other media in connection with its normal hiring purposes. [End of Document] Policy & Procedure Manager© Software License & Services Agreement (Ver. 5) Copyright © 2009 Policy Technologies International, Inc. Tw All Rights Reserved. Policy & Procedure Manager® Software License & Services Agreement (ver. 5) Page 9 of 9 AMXL tC�cyPro 4.il.J...n ,. Adlev & Pnsafar.• lburpynau 5•Lwnn Proposal for 10 Users :`. ,' �``�., ,ate-. . Why AMX PolicyPro AMX PolicyProTM provides you greater compliance across your organization by creating more effective policies and more efficient procedures. Through the creation, approval and distribution of policies and procedures through the 100% web based environment, administrators and staff will have instant access to important changes in the work place. PolicyPro provides a secure portal for your employees to access key policies and procedure§ 24/7, providing better employee service and increasing compliance with standards like OSHA, Sarbanes-Oxley and more AMX offers rapid implementation, instant integration to existing systems like synchronization with Active Directory. Policy Pro is quick and easy to setup, install, and begin using. PolicyPro's out -of -the -box solution requires a very short implementation cycle. This rapid deployment capability will save a tremendous amount of implementation time and costs compared with other products. The application is completely Browser -Based; Users and Administrators require only a web browser. AMX Strategic Account Program AMX Project Manager to see the Implementation thru to success Project Manager will work with Project Manager from Client to understand the organization hierarchy to help ensure that AMX Connections - AMX Facilitated Customer to Customer networking. AMX PolicyPro Customer Advisory Group 10% Service Credit - AMX PolicyPro Referrals AMX PolicyPro Key Features: Email reminder and tracking User-friendly interface Categorization of documents Search tools 100% Word compatible Completely web -based Archival Database PDF Conversion (optional) Track Changes and Versions Security Reporting Incorporation of compliance standards* Reusable Template Built in Creation, Review and Approval workflow ,.� Sri l /`..tl..�. .),L /... Option 1* — Remote Installation, 2 day of online consultation User Discount Tiers Concurrent User Licenses 10 Concurrent User Pricing $12,950 Annual Maintenance $2,700 Installation and Consultation $2,995 Total Price $18,645 *Other options available to best suit your needs. Additional services available including: • Additional Implementation Needs • Additional Training — Onsite and/or Online • Document and Template Creation Document and Template Conversion to Word format Hourly and daily pricing available Notes: There is a 90 day upgrade protection for user licenses purchased. User upgrade licenses are sold in 5 user packs Pricing is subject to change Travel Costs are not included in the price listings Pricing guaranteed thru 8/28/2009 Hardware: Hardware: Hardware: Web Server Database Server Client Machine Recommended: Recommended: Software: 1 GB RAM 1 GB RAM I Processor (Pentium 4 or equivalent) 1 Processor Microsoft Windows Me, XP, 2000, 2003 80 GB hard drive 80 GB hard drive Internet Explorer 6 + Minimum: *Documents are stored on the Database Server. Microsoft Word 2000 or higher 1 Processor (Pentium 3 or higher) - Document creation 512 Megabyte RAM Software: Adobe Acrobat Reader 10 GB hard drive (depending on - Viewing only requirements) Microsoft SQL Server 2000 Software: Microsoft Windows 2000 / 2003 Apache Web Server (installed w/software) PHPS (installed wl software) Microsoft Word 2000 or higher PDF Converter (Optional) Policy and Procedure Manager Quote July 29, 2009 Number of Licenses Per License Cost Total Cost 10 Licenses 15 Licenses $2,000 $20,000 $1,800 $27,000 Annual Maintenance Fees = 22% of total purchase cost Onsite Implementation or Training Services = $2500 per day plus travel expenses *Above Quotes are valid for 30 days Nita Bowers The Training Place 318-443-2960 - Office 240-269-6371- Fax polieytechnologies www.policytech.com INTERNATIONAL INC. Order to Purchase Software and Acknowledgement of Software License & Services Agreement Name of Licensee: Fayetteville Police Department Address: 113 West Mountain Street, Fayetteville, AR 72701 City Contract Type: A The City of Fayetteville, AR (acting in behalf of the Fayetteville Police Department) is purchasing 5 concurrent -user licenses for the Policy & Procedure Manager,' ('PPMD software (owned by Policy Technologies International. Inc. 'PolicyTech'), together with specific support services. The City hereby agrees to the terms of this Order and the PolicyTech Software License & Service Agreement ("SLA'). The pricing for this PPM license, annual maintenance fee, implementation package and other charges is as follows: Purchase Price 5 -Concurrent Perpetual User License' $5,400 Annual Maintenance Fee $1,080 Implementation Services 3 995 Total Purchase Price (in U.S. Dollars): $10,475 Notes— Purchase of PPM Licenses, Annual MaintenancelSupport and Implementation Services: 1) Annual Maintenance Fee ("AMF' = 18% of "List License cost) is renewable annually in advance on the anniversary date of this Order. The City must be current in paying AMF to be eligible for software upgrades and updates during the term of maintenance and support. If the City is not current in AMF reinstatement fees may apply. Service Terms may be found at Fiflo ww o IktVIQ s, rnN M d5/DOIiCv- 0 r 1 F8SORWB cu/re.ai TS rtm "List License Fee for 5 -concurrent perpetual licenses Is $6,000 The Annual Maintenance Fee covers the following • One hour of technical support during installation and go live" set up; • Access to weekly online training classes; • E-mail and phone support during PolicyTech business hours (8:00 a.m. to 5:00 p.m., Mountain lime). • Administrative training: two hours of online training for document control administrators and key users. • Two hours of online implementation planning consulting. 2) Implementation Services Include: • Online Installation • One day of Onsite Implementation • Four hour of online traininglcunsuftallon assistance Payment Terms: The City promises to pay the Purchase Price "net 30 days" — i.e., within 30 calendar days of the date the City signs this Order. If the City uses purchase orders, such authorization shall be attached to this Order: Purchase Order#: (Other payment instructions: Llcensor/PolicyTech Contact Information: 346 Grand Loop, Suite 200 P.O. Box 1029 Rexburg, ID 83440 Saba Support: Scott Dixon Implemental on Coordinator Maria Poole SeMce Support Phone 0: (208) 359-8123 ext 710 Phone t: (208)359.8123 ext 560 Phone 0: (208) 369-8123 option 2 Fax #: (208) 381-0203 Fax 0: (208)275.8022 Fax 0: (208) 276-8022 Email address: sdlxonl®nollcytoch corn Email address: mpooler@pollcytech corn Email address: suR92TWeolicvtech coin Hours of Operation: Sam to 5pm MT Hours of Operation Sam to Spin MT Hours of Operation: Barn to spin MT I PPM is'concurrent-usef licensed software. A five concurrent -user license @flows only five simultaneously logged -on users to access the software at the same time. Purchasers of PPM should buy the number of licenses that will adequately serve the estimated number of concurrent users they will need. Page 1 of 3 City/Police Department Contact Information: Business Contact: Fayetteville, AR Police Department Address: 100-A W. Rock Street Title: Fayetteville, AR 72702 Email: Phone: 479/587-3500 ❑ check if same as contract address Accounts Payable Contact: Judy Cohea Address: Title: Support Services Manager Email: jcohea ci.fa etteville.ar.us Phone: 479/587-3581 X check if same as contract address Technical Contact: Devon Hendricks Address: Title: IT Manager Email: dhendrickst ci favefeville ar us Phone: 479/587-3577 X check if same as contract address Other (e.g., Project Manager): Rob Turberville Address: Title: Lieutenant Email: rturberville(&ci.favetteville ar us Phone: 479/587-3507 X check if same as contract address Acknowledgment/Acceptance: The City hereby affirms that it has read, understood and accepts the terms of this Order and of PolicyTech's SLA, a copy of which is found at the PolicyTech website: We, the undersigned, hereby affirm that we have the authority to sign this Order, and we further acknowledge that by signing below we accept the terms of this Order and the SLA in behalf of the City and PolicyTech. City of Fayetteville, For: Fayettevi gPolice Department Ly ensee �L Lioneld Jordan(4$ior Date Signed/bh U120O5 Attest: By: c City Addendum of City of Accepted: Policy Technologies International, Inc. Licensor By: eg, Name of Signer. Eric Browning Title; VP Sales & Marketing of igned: f ° I!` 120 o 9 Contract Provisions. The following language is hereby added to this Order to Purchase Contract and shall supersede any contrary language in this Order to Purchase or the Software License Agreement: 1) Changes in scope or price: Changes, modifications or amendments in scope, price or fees to this Contract shall not be allowed without a prior formal contract amendment approved by the Mayor and the City Council in advance of the change in scope, cost or fees. Page 2 of 3 2) Freedom of Information Act: City contract and documents prepared while performing city contractual work are subject to the Arkansas Freedom of Information Act. If a Freedom of Information Act request is presented to the City of Fayetteville, PolicyTech will do everything possible to provide the document in a prompt and timely manner as prescribed in the Arkansas Freedom of Information Act (A.C.A. §25-19- 101 et seq.). Only legally authorized photocopying costs pursuant to the FOIA may be assessed for this compliance. 3) City of Fayetteville: References to the City of Fayetteville in the documents shall be "City", °Fayetteville" or City of Fayetteville. The Licensee of the Software being purchased shall be the City of Fayetteville, AR Police Department. 4) Contractor: Reference in the documents to the contracting party shall be Policy Technologies International, Inc. or "PolicyTech", as the Licensor of the Software being purchased. 5) Jurisdiction: For any disputes under the Contract or SLA, the jurisdiction and venue shall be the State of Arkansas, the law to be applied shall be Arkansas State law, and the venue shall be state and federal courts for the Fayetteville, AR judicial district. 6) Professional Services Contracts & Non-refundable Retainers: nothing herein shall be interpreted as making out this Order to Purchase to be a professional services contract. Nor shall any fee be interpreted to be a retainer or deposit. However, in the event of termination of this Order to Purchase, the City shall not be entitled to a refund of any funds already used or expended for the products and services delivered to it. 7) The following clauses of the SLA shall be modified or interpreted as follows; a. Section 9 — Indemnity: without threatening the sovereign Immunity of the City, it agrees to abide so much of the Indemnity Section as may be applied consistently with the principles of sovereign immunity and contract law. b. Section 10.3 —interest for late payments — shall have no effect or application to the City or the Police Department for the duration of this Order to Purchase. c. Section 12.6 — Arbitration: without the express permission of the City, the terms of this section shall not be interpreted or applied to require arbitration or mediation of any disputes. Rather, the parties agree to seek amenable, mutually satisfactory informal resolution of such disputes. [End of Document] Page 3 of 3 I've included two copies Policy Technologies, Int'l has sent to me that have an electronic signature of a VP on them. One copy is for the city; the other is for them. I've also forwarded information to Purchasing to get the company set up as a vendor. Please let me know if I need to do anything else... TURBO City of Fayetteville Staff Review Form R wl I15�'o1 City Council Agenda Items and Contracts, Leases or Agreements Contract Review City Council Meeting Date Agenda Items Only G. Tabor Patrol Police Submitted By Division Department Action Required: al of license and maintenance agreement with Coplogic, Inc. for the implementation of JAG Recovery grant online citizens reporting software in the total amount of $19,850.00. $ 19,850.00 Cost of this request 1010-2920-5416.00/5801.00 1010-2900-5416.00 Account Number 09017-1 Project Number Budgeted Item =X and Internal Services Director aff $ 456,807.00 JAG Recovery Solicitation - 2009 Category / Project Budget $ 11,770.00 Funds Used to Date $ 445,037.00 Remaining Balance Budget Adjustment Attached EJ Program Category / Project Name Grant Program / Project Category Name General Previous Ordinance or Resolution # 187-09 Date Original Contract Date: 1—Ga'j' Original Contract Number: Date 1 t —9 EMERED Date Received in City Clerk's Office Date Q m �/j Q. Received in ,/����� Mayor's Office Revised January 15, 20094 THE CITY OF FAYETTEVILLE, ARKANSAS O POLICE DEPARTMENT 100-A West Rock Street Fayetteville, AR 72701 P (479) 587-3555 F (479) 587.3522 To: Contract Review Committee From: Greg Tabor, Chief of Police`�� Date: November 3, 2009 Re: Coplogic Software Recommendation: Staff seeks approval of order to purchase software from Coplogic, Inc. Background and Discussion: In an effort to provide a more efficient service to the community, the Fayetteville Police Department is seeking a way to offer police reports online. The use of online technology will enable citizens to file reports of a minor nature without the department expending resources (personnel, fuel, time, etc.) Budget Impact: The software license, annual maintenance fee and implementation package will cost $19,850.00. $18,101.25 for this purchase was obtained through a Justice Assistance Recovery Grant, which was formally accepted by City Council on August 18, 2009. The remaining $1,748.75 will come from the budgeted 2009 operating expenses. Coplogic, Inc. is considered to be a sole source provider because its software is the only product that has been found to be compatible with the city's New World Records Management software. Telecommunications Device for the Deaf TDD (479) 521-1316 113 West Mountain - Fayetteville, AR 72701 SOLE SOURCE JUSTIFICATION PURPOSE: This form, with one or more categories completed, must accompany purchase requisitions for the sole source procurement of equipment, services or supplies exceeding $1000 (purchased from State Contract venders excepted). The purpose of sole source justification is to show that competitive bidding is impractical because only one product or service provider can meet a specific need. Therefore, an equitable evaluation of comparable products or services must be made and documented by the requester who shows that rejection of other products or services is based solely on their failure to meet that need. In cases where no other comparable source can be identified, a technical description of the product requested and a listing of those companies which were considered as alternative sources must be provided. Quality can be a subjective evaluation based upon opinion. Municipal (public) procurement law requires price considerations be evaluated via competitive quoting or bidding. While all sole source justifications are subject to review, sole source justified purchases of $20,000.00 or more must be publicly bid or a bid waiver approved by Council. Justifications must contain clear, in-depth, and accurate information in order to avoid protests and the possibility of delaying the procurement. INSTRUCTIONS: I. Please type or print legible in ink. 2. Complete all categories and sections that apply. 3. Provide full explanation, complete descriptions, and/or list all relevant reasons where space has been provided. Sole Source Justification forms lacking sufficient detail cannot be approved. 4. Sign and date the form in the space provided for "signature". 5. Improperly completed, and/or unsigned forms will be returned to the sender. TO: Purchasing Division Date: /(7/.121O 9 FROM: z31d„ Coke &. Dept: fp /s'� c Names 4f Requisitioner and Dept. Head SUBJECT: Sole Source Justification Purchase Requisition (attached) Proposed Vendor CO.O I'oAi G Product Description 4-o Creme and 4 STATEMENT I am aware that Fayetteville Code of Ordinances, Title III Administration, Chapter 34, Article 11 mandates that the procurement of services, materials, equipment and supplies be via competitive quotes whenever the amount is over $1,000.00. However, I am requesting sole source procurement based on the following criteria. (Attach additional sheets as necessary): 1. The requested product is an integral repair part or accessory compatible with existing equipment. (please state the manufacturer and model number of existing equipment): The requested product has special design/performance features which are essential to my needs. Both A and B portions of this category must be completed. A. These features are: B. In addition to the product requested, I have contacted other suppliers and considered their product of similar capabilities. I find their product unacceptable for the following reasons (identify companies contacted, individuals contacted, model number and specific technical deficiency). 3. I have standardized the requested product/service; the use of another would require considerable time and money to evaluate. Explain: 4. The requested product is one which I (or my staff) have specialized training and/or extensive experience. Retraining would incur substantial cost in money and/or time. Explain: 5. Please consider sole source approval for this reason(s) (e.g. trade-in allowance; availability of services, parts and maintenance; product is a prototype; inventory of parts are maintained, etc.): Authorization: pp� ��^^ � g' Full Name and Title of Requisitioner �utltu Po._ vccppo )- SYJt'ces At r cLTtyped or print d in ink) Signature Date /D/2.J /O Full Name of D vi ion 1d (typed or printed in ink) Signature Date License Agreement This Agreement is made on this I Oth day of November, 2009, by and between the City of Fayetteville located at 113 West Mountain Street, Fayetteville, AR 72701, a municipal corporation under the laws of the State of Arkansas and hereafter referred to as "City" and Coplogic Inc., an existing U.S. corporation with a principal place of business at 231 Market Place, Suite #520, San Ramon, CA 94583 and hereafter referred to as "Coplogic". NOW, THEREFORE, IN CONSIDERATION OF THE MUTUAL COVENANTS AND CONDITIONS IDENTIFIED HEREIN, THE PARTIES HEREBY AGREE AS FOLLOWS: (a) "Documentation" means technical manuals, training manuals, user guides, and workbooks, as updated and amended from time to time, provided by Coplogic to assist City with the use of Software. (b) "Software" means all or any portion of the global version of the binary computer software programs and updates and enhancements thereto, and Documentation delivered by Coplogic to City. Software includes any third -party software delivered by Coplogic as specified in the Schedule, and modifications made to the Software. Software does not include source code to third party software. Unless specifically stated otherwise, all Software is delivered to Customer only if and when generally commercially available. (c) "Install" means placing the Software on a computer's hard disk. (d) "Use" means (i) executing or loading the Software into computer RAM or other primary memory, and (ii) copying the Software for archival or emergency restart purposes. 2. GRANT OF RIGHTS AND SCOPE OF SERVICES Coplogic hereby grants to City a nonexclusive nontransferable license to install and use the Software on a computer/server in City's possession. City has elected to maintain the application on Coplogic's servers. Coplogic also agrees to provide the services listed in the Scope of Services attached hereto as Exhibit "A" and made a part hereof. 3. LICENSE TERM This Agreement and this License are effective when the Agreement is executed by both parties and the License granted to the Software remains in force until terminated in accordance with paragraph 5 of this Agreement. 4. LICENSE FEE City agrees to pay Coplogic the following one time license fee of $16,000 plus maintenance fees for the first year of $3,850, for a total payment of $19,850, as outlined in the Support and Maintenance Agreement, upon execution of this agreement. All payments shall be made within thirty (30) days from the date of invoice by electronic funds transfer to the Coplogic's account specified in writing, or by check made payable to "Coplogic, Inc." and delivered to 231 Market Place, Suite #520, San Ramon, CA 94583. 4.1 Taxes. In addition to other amounts payable under this Agreement, City shall pay any and all federal, state, municipal, or other taxes, duties, fees, or withholding currently or subsequently imposed on City's use of the Software or the payment of the License Fee to Coplogic, other than taxes assessed against Coplogic's net income. Such taxes, duties, fees, withholding, or other charges shall be paid by City or City shall provide the appropriate authority with evidence of exemption from such tax, duty, fee, withholding, or charge. If Coplogic is required to pay any such tax, duty, fee, or charge, or to withhold any amount from monies due to Coplogic from City pursuant to this Agreement, City shall promptly reimburse Coplogic any such amounts. 5. TERMINATION City may terminate this Agreement at any time on 90 days written notice to Coplogic. Coplogic shall have the right to terminate this License on 14 days written notice to City if City fails to pay any amount due to Coplogic under this Agreement or if City fails to perform any obligation required of City under this License or if City becomes bankrupt or insolvent. 5.1 On termination, City will promptly return all copies of the Software to Coplogic or destroy all of City's copies of the Software and so certify to Coplogic in writing within fourteen (14) days of termination. 6. RIGHTS UPON TERMINATION Coplogic has and reserves all rights and remedies that it has by operation of law or otherwise to enjoin the unlawful or unauthorized use of Software or Documentation. Upon termination of this License, all rights granted to City under this Agreement cease and City will promptly cease all use and reproduction of the Software and Documentation, and City shall return to Coplogic or destroy the original and all copies of the Software and Documentation including partial copies and modifications. Sections 9, 10, II, and 12 will survive termination or expiration of this Agreement as will any cause of action or claim of either party, whether in law or in equity, arising out of any breach or default. 7. TITLE TO SOFTWARE Coplogic retains title to and ownership of the Software and Documentation and all enhancements, modifications and updates of the Software or Documentation. City shall not distribute the Software to any persons or entities other than City's employees as designated solely by City. City may not sell the Software to any person or make any other commercial use of the software. City shall retain all copyright and trademark notices on the Software and Documentation and shall take other necessary steps to protect Coplogic's intellectual property rights. 8. MODIFICATION AND ENHANCEMENTS City will make no efforts to reverse engineer the Software, or make any modifications or enhancements or derivative works based on the Software without Coplogic's express written consent. 9. WARRANTY Coplogic warrants that from the date of this License, the Software will function given the original configuration is not replaced or changed by City. Coplogic warrants that to the best of its knowledge, information, and belief, the Software does not contain any known viruses, back -doors or time bombs, (or similar malicious code), or undocumented security codes that could prevent City's perpetual use of the Software. THE WARRANTY GRANTED HEREIN IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. Coplogic's entire liability and Coplogic's sole and exclusive remedy for breach of the foregoing warranty shall be, at Coplogic's option, to: • Return to City the maintenance fee for the period in which the Software did not perform according to this warranty, or • Repair the defects or • Replace the Software. 10. RESPONSIBILITIES Coplogic and City agree that each respective party to the License Agreement shall be responsible for their respective actions and/or omissions of their respective members while using Software and that Licensee will not share Software nor provide Software to any third party. Should any claim subject to indemnity be made against Coplogic or City, the party against whom the claim is made agrees to provide the other party with prompt written notice of the claim. The indemnifying party will control the defense and settlement of any claim with respect to which it has a duty to indemnify under this section 10. The indemnified party agrees to cooperate with the indemnifying party and provide reasonable assistance in the defense and settlement of such claim. The indemnifying party is not responsible for any costs incurred or compromise made by the indemnified party unless the indemnifying party has given prior written consent to the cost or compromise. 11. ATTORNEY FEES If any legal action is necessary to enforce this License, the prevailing party shall be entitled to reasonable attorney fees, costs and expenses in addition to any other relief to which it may be entitled. 12. CONFIDENTIAL INFORMATION (a) The term "Confidential Information" shall mean any and all information, which is disclosed by either party ("Coplogic") to the other ("City") verbally, electronically, visually, or in a written or other tangible form, which either is identified or should be reasonably understood to be confidential or proprietary. Confidential Information includes, but is not limited to, trade secrets, computer programs, software, documentation, formulas, data, inventions, techniques, marketing plans, strategies, forecasts, customer lists, employee information, financial information, confidential information concerning Coplogic's business, as Coplogic has conducted it or as it may conduct itself in the future, confidential information concerning any of Coplogic's past, current, or possible future products or manufacturing or operational methods, including information about Coplogic's research, development, engineering, purchasing, manufacturing, accounting, marketing, selling or leasing, and any software (including third party software) provided by Coplogic. Coplogic's Confidential Information shall be treated as strictly confidential by City and shall not be disclosed by City except to those third parties with a need to know and that are operating under a confidentiality agreement with non -disclosure provisions no less restrictive than those set forth herein. This Agreement imposes no obligation upon the parties with respect to Confidential Information which either party can establish by legally sufficient evidence: (i) was in the possession of, or was rightfully known by the Coplogic without an obligation to maintain its confidentiality prior to receipt from Owner; (ii) is or becomes generally known to the public without violation of this Agreement; (iii) is obtained by City in good faith from a third party having the right to disclose it without an obligation on confidentiality; (iv) is independently developed by City without the participation of individuals who have had access to the Confidential Information or (v) is required to be disclosed by court order or applicable law, provided reasonable prior notice is given to the Coplogic. The City shall not obtain, by virtue of this Agreement, any rights title or interest in any Confidential Information of the Coplogic. Within fourteen (14) days after termination of this Agreement, each party shall certify in writing to Coplogic that all copies of Coplogic's Confidential Information in any form, including partial copies, have been destroyed or returned to Coplogic. (b) Coplogic acknowledges that the City is a governmental agency and may be required to disclose certain information under requests made according to provisions of the Public Records Act. City shall give notice to Coplogic of any request for the disclosure of any information set apart and marked "confidential," "proprietary" or "trade secret" by Coplogic. Coplogic shall then have five (5) days from the date it receives such notice to enter into an agreement with City providing for the defense of, and complete indemnification and reimbursement for all costs (including plaintiffs attorney's fees) incurred by City in any legal action to compel the disclosure of such information under the Public Records Act. Coplogic shall have the sole responsibility for the defense of the actual proprietary or trade secret designation of such information. The parties understand and agree that any failure by Coplogic to respond to the notice provided by City and/or to enter into an agreement with City, as set forth above, shall constitute a complete waiver by Coplogic of any nondisclosure or confidentiality rights hereunder with respect to such information, and such information shall be disclosed by City pursuant to applicable procedures required by the Public Records Act. (c) City shall protect the deliverables resulting from Services with at least the same degree of care and confidentiality, but not less than a reasonable standard of care, which City utilizes for City's Confidential Information. (d) The terms of this Section 12 shall survive termination of this Agreement. Coplogic and City acknowledge that any breach of this Section 12 by City will irreparably harm Coplogic. Accordingly, in the event of a breach, Coplogic is entitled to promptly seek injunctive relief in addition to any other remedies that the disclosing party may have at law or in equity. 13. RELATIONSHIP BETWEEN THE PARTIES Coplogic is, and at all times shall remain, an independent contractor solely responsible for all acts of its employees, agents, or sub consultants, including any negligent acts or omissions. Coplogic is not City's agent, and shall have no authority to act on behalf of the City, or to bind the City to any obligation whatsoever, unless the City provides prior written authorization to Coplogic. Coplogic is not an officer or employee of City and Coplogic shall not be entitled to any benefit, right, or compensation other than that provided in this Agreement. 14. CONFLICTS OF INTEREST PROHIBITED Coplogic (including its employees, agents, and sub Coplogics) shall not maintain or acquire any direct or indirect interest that conflicts with the performance of this Agreement. 15. COMPLIANCE WITH LAW AND STANDARD OF CARE Coplogic shall comply with all applicable legal requirements including all federal, state, and local laws (including ordinances and resolutions), whether or not said laws are expressly stated in this Agreement. Coplogic shall perform services under this Agreement using a standard of care equal to, or greater than, the degree of skill and diligence ordinarily used by reputable professionals, with a level of experience and training similar to Coplogic, performing under circumstances similar to those required by this Agreement. Coplogic certifies that its employees have the training and experience to perform and complete all services mentioned herein and outlined in Exhibit "A". If a Freedom of Information Act request is presented to the City of Fayetteville, Coplogic will make best efforts to provide the documents in a prompt and timely manner as prescribed in the Arkansas Freedom of Information Act (A.C.A. §25-19-101 et. seq). Only legally authorized photocopying costs pursuant to the FOIA may be assessed for this compliance. 16. INSURANCE Coplogic shall, throughout the duration of this Agreement, maintain insurance to cover Coplogic (including its agents, representatives, sub -consultants, and employees) in connection with the performance of services under this Agreement. This Agreement identifies the minimum insurance levels with which Coplogic shall comply; however, the minimum insurance levels shall not relieve Coplogic of any other performance responsibilities under this Agreement (including the indemnity requirements), and Coplogic may carry, at its own expense, any additional insurance it deems necessary or prudent. Concurrently with the execution of this Agreement by the Coplogic, and prior to the commencement of any services, the Coplogic shall furnish written proof of insurance (certificates and endorsements), in a form acceptable to the City. Coplogic shall provide substitute written proof of insurance no later than 30 days prior to the expiration date of any insurance policy required by this Agreement. 16.1 Minimum Insurance Levels. Coplogic shall maintain insurance at the following minimum levels: (a) Commercial General Liability coverage in an amount not less than $1,000,000 general aggregate and $1,000,000 per occurrence for general liability, bodily injury, personal injury, and property damage. (b) Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. (c) Errors and Omissions Liability Insurance appropriate to the consultant's profession. Architects' and engineers' coverage is to be endorsed to include contractual liability. 16.2 Endorsements. The insurance policies shall be endorsed as follows: (a) For the commercial general liability insurance, the City (including its elected officials, employees, and agents) shall be named as additional insured. E'3 (b) Coplogic's insurance is primary to any other insurance available to the City with respect to any claim arising out of this Agreement. Any insurance maintained by the City shall be excess of the Coplogic's insurance and shall not contribute with it. 16.3 Qualifications of Insurers. All insurance companies providing coverage to Coplogic shall be insurance organizations authorized by the Insurance Commissioner of the State of California to transact the business of insurance in the State of California, and shall have an A.M Best's rating of not less than ''A: V I I.'' 17. REPORTING DAMAGES If any damage (including death, personal injury or property damage) occurs in connection with the performance of this Agreement, Coplogic shall immediately notify the City Risk Manager's office and Coplogic shall promptly submit to the City's Risk Manager and the City's Authorized Representative, a written report (in a form acceptable to the City) with the following information: (a) name and address of the injured or deceased person(s), (b) name and address of witnesses, (c) name and address of Coplogic's insurance company, and (d) a detailed description of the damage and whether any City property was involved. 18. GENERAL PROVISIONS (a) Complete Agreement. This License together with Exhibit "A", which is incorporated herein by reference, is the sole and entire Agreement between the parties. This Agreement supersedes all prior understandings, agreements and documentation relating to such subject matter. (b) Modifications to License. Modifications and amendments to this License, including any exhibit or appendix hereto, shall be enforceable only if they are in writing and are signed by authorized representatives of both parties. (c) Applicable Law. This License will be governed by the laws of the State of Arkansas. Any suit, claim, or legal proceeding of any kind related to this Agreement shall be filed and heard in a court of competent jurisdiction in the State of Arkansas. (d) Notices. All notices and other communications given in connection with this License shall be in writing and shall be deemed given as follows: • When delivered personally to the recipient's address as appearing in the introductory paragraph to this License; • Three days after being deposited in the United States mails, postage prepaid to the recipient's address as appearing in the introductory paragraph to this License; or • When sent by fax or telex to the last fax, telex number or E -Mail address of the recipient known to the party giving notice. Notice is effective upon receipt provided that a duplicate copy of the notice is promptly given by first-class or certified mail or the recipient delivers a written confirmation of receipt. Any party may change its address appearing in the introductory paragraph to this License by giving notice of the change in accordance with this paragraph. (e) No Agency. Nothing contained herein will be construed as creating any agency, partnership, joint venture or other form ofjoint enterprise between the parties. (1) Assignment. The rights conferred by this License shall not be assignable by the City without Coplogic's prior written consent. Coplogic may impose a reasonable license fee on any such assignment (g) Modifications. This Agreement may not be modified orally or in any manner other than by an agreement in writing signed by both parties. Changes, modifications, or amendments in scope, price or fees to this contract shall not be allowed without a prior formal contract amendment approved by the Mayor and the City Council in advance of the change in scope, cost or fees. (h) Waivers. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver or a waiver of a subsequent breach of the same or any other provision of this Agreement. 10 (i) Headings. The heading titles for each paragraph of this Agreement are included only as a guide to the contents and are not to be considered as controlling, enlarging, or restricting the interpretation of the Agreement. Q) Severability. If any term of this Agreement (including any phrase, provision, covenant, or condition) is held by a court of competent jurisdiction to be invalid or unenforceable, the Agreement shall be construed as not containing that term, and the remainder of this Agreement shall remain in full force and effect; provided, however, this paragraph shall not be applied to the extent that it would result in a frustration of the parties' intent under this Agreement. 19. SIGNATURES The individuals executing this Agreement represent and warrant that they have the right, power, legal capacity, and authority to enter into and to execute this Agreement on behalf of the respective legal entities of the Coplogic and the City. This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. IN WITNESS WHEREOF, the City and Coplogic do hereby agree to the full performance of the terms set forth herein. Coplogic: CITY FAYETITE LE: By: IONELD JO ,Mayor Vice-Rcesidexu, Coplogic, Inc. Attes . Date: t1 tt 1-00 dA -�&� By: on E. Smith. City Clerk / Treasurer Date: - ;FAYETTEVILLE: • .. F Exhibit A Scope of Work Coplogic has designed and built an Online Reporting System for Police Departments that provides data to a specified database structure. The Online Reporting System uses the J2EE standard. The system is designed to gather information on crimes from a member of the general public (user) via an SSL connection. The application will issue a temporary report number to the user and place the temporary report into an administrative holding area for review and modification by appropriate administrator. An email is generated to the user that the report has been submitted. The administrator logs in via an SSL connection and approves, rejects, edits or prints reports as appropriate. Rejecting a report deletes it from the system and sends an appropriate email to the user. Approving the report issues a number, places it in a queue to be exported, and sends an appropriate email to the user. The administrator can download the approved report or print the report out. A. Setup and Customization City Responsibilities: 1. Coordinate with Coplogic to establish schedule for deployment. 2. Provide website header image and one small image for temporary citizen report and one small image for final printed PDF report, which is automatically emailed to citizen after report approval. 3. Load provided HTML pages onto City server which links to Coplogic's servers for the application. 4. Provide Coplogic with the schema for the desired file format and/or Database schema and account with read /write access and test environment with current configuration. 5. Provide Coplogic with VPN access to the exporter and RMS 12 application(s). 6. Provide timely responses to Coplogic's questions, which may arise during the setup and customization process. Coplogic's Responsibilities: I. Coordinate with City to establish schedule for deployment. 2. Load provided images onto the Coplogic's secure, redundant network and register City within the network. 3. Provide City with Administrator password and credentials for the program. 4. Provide sample operational directives, deployment strategies and sample press release. a. Coplogic will provide contact personnel at other cities currently using the system as well as provide suggestions for the deployment of the system. b. Coplogic will provide instructions on the easy setup of a kiosk for City Police Department Headquarters lobby, etc. Completion Criteria: This task is considered complete after Coplogic has delivered listed materials and the software is active and accessible on the City's website. B. Software Configuration City's Responsibilities: 1. Coordinate with Coplogic for web training session on administering the program, using the dynamic creation tools, "Triple Lock" login features, user account including deploying the "Secure side filing feature". 13 2. Using the administrator account, login in and configure the code tables, crime types, user account, and dynamic content for City. 3. Test the interface with the RMS application. 4. Review resulting files with Coplogic, document any problems, and collaborate with Coplogic on a plan for corrective action(s). Coplogic's Responsibilities: I. Coordinate with City for web training session on administering the program, using the dynamic creation tools, "Triple Lock" login features, user account including deploying the "Secure side filing feature". 2. Configure export routine for the RMS Interface. 3. Review resulting files with City, document any problems, and collaborate with City on a plan for corrective action(s). Completion Criteria: This task is considered complete when the Desk Officer Online Reporting System is accessible on the web server, reports can be filed and interfaced into the RMS. C. Continuing Maintenance: Coplogic will provide remote application support and updates in accordance with the Support and Maintenance Agreement. 14 Coplogic, Inc. SOFTWARE SUPPORT AND MAINTENANCE AGREEMENT THIS SOFTWARE SUPPORT AND MAINTENANCE AGREEMENT ("Support Agreement") is made on this 10th day of November, 2009, by and between the City of Fayetteville, a municipal corporation under the laws of the State of Arkansas ("City") and Coplogic, Inc., an existing U.S. corporation, whose address is 231 Market Place #520 San Ramon, CA 94583 ("Coplogic"). RECITALS: City has obtained a license to use the Desk Officer Online Reporting System ("Software"), more particularly described in the Software License Agreement of the same date. City wishes to retain Coplogic to provide software maintenance and support services for the Software. Support Services Generally. During the duration of this Support Agreement, Coplogic shall provide to the City support and maintenance for the Software purchased in accordance with the terms of this Support Agreement and the response time described in Schedule A, attached hereto. Support includes, without limitation, periodic review of current outstanding questions and usage issues, the provision of new and upcoming releases of updates, and customizations and enhancements made to the Software that the City is licensed to use that are generally made available without additional charge to other users of the Software with similar support and maintenance contracts. The parties shall amend Schedule B from time -to -time in the event that the City purchases or is granted the right to use additional modules of the Software. 2. Hours of Support. Coplogic will provide the support services during the hours as described in Schedule A attached hereto. New Releases. Coplogic will, from time -to -time issue new releases of the software (Schedule B), and when it does, it will immediately provide a copy of the release documentation, and updated user or system documentation. If any part of the City's custom code is not part of the general release delivered by Coplogic, then Coplogic will assist and provide guidance for integrating the custom code into the new release. Any time taken to modify or repair unauthorized changes that may require Coplogic assistance to modify may be billed at Coplogic's then current pricing schedule. Exceptions. Coplogic is not responsible for maintaining unauthorized City modified portions of the Software, City data files or for maintaining portions of the Software affected by unauthorized City modified portions of the Software. The City agrees that the equipment on which the Software operates will be operating properly at all times and must have been and continue to be properly maintained by the manufacturer of the equipment or a properly qualified service organization. Corrections for difficulties or defects traceable to the City's errors or unauthorized changes, City's hardware, or conflicts with other software not identified by Coplogic as compatible or part of the recommended operating environment may be subject to billing at Coplogic's current standard time and material charges. The City will be responsible for properly testing and applying routine virus Coplogic Support and Maintenance Agreement updates and security patches without the need for additional Coplogic's notification. Coplogic will be responsible for testing Coplogic's software updates prior to making them available to the City. The City acknowledges responsibility for testing Coplogic's software updates before applying them to the City's production systems. For servers running Coplogic's software, the City acknowledges responsibility for communicating with Coplogic prior to installation of non- Coplogic's software service packs, implementation of new releases or versions of non- Coplogic's software, or installation of new non- Coplogic's software products. Except for emergency replacement of a failing server, the City acknowledges responsibility for communicating with Coplogic prior to replacing a server on which Coplogic's software is being used. Coplogic is not responsible for changes if related to or caused by software not provided by Coplogic. For workstations running Coplogic's software, the City acknowledges responsibility to test new workstation configurations, software service packs, new releases or versions of software, and new software products prior to implementation. Limitations. Coplogic may, in its sole discretion, limit or suspend City's access to support, pursuant to this Support Agreement, where (1) City is in material default under the terms of this Support Agreement (non-payment is deemed to be a material default), or (2) City fails to provide adequately trained staff to administer the Software. Prior to limiting or suspending support. Coplogic will give the City 45 days written notice of its intention to do so and actively participate with the City to remedy any such default or failure. 6. Term. This Support Agreement expires one year after its execution. However, within thirty (30) days prior to its expiration, Coplogic shall send to the City an invoice for an annual "Support and Maintenance Fee". The sending of any such invoice will constitute an irrevocable offer to extend the Support and Maintenance Agreement for the period and fees set forth in the invoice, which may be accepted by the City in its sole discretion as hereinafter set forth. Termination of the support agreement prior to its expiration shall not result in the refund of partial service fees. The City's payment of an annual Support and Maintenance Fee in response to an invoice prior to the expiration date of the Support and Maintenance Agreement, or within forty-five (45) days after the date of Coplogic's invoice, whichever is later, will extend the Support Period for the period of one year from its previous expiration date, or for the period set forth in the invoice if different. Adjustments to Terms and Conditions. Coplogic may change the Annual Support and Maintenance Fee and the terms and conditions of this support agreement provided that written notice is given to the City thirty (30) days prior to the expiration of the current term. Cost 8. Annual Fee. The City shall pay Coplogic an Annual Support and Maintenance Fee for which support is being provided (see Schedule B for base Annual Support and Maintenance Fee). Annual Support and Maintenance Fee for the first (1st) year is due upon execution of this agreement and will then reoccur on the anniversary date of the execution of this agreement for each year thereafter. Coplogic shall have the right at each anniversary date to review population served by City and adjust the Annual Support and Maintenance Fee to the commensurate amount. All requests by the City for additional features or functionality that fall outside of Coplogic's Coplogic Support and Maintenance Agreement ongoing policy of upgrading the Software will be quoted separately. Late Payments. All invoices will be sent at least thirty (30) days prior to their due date. 9. Taxes. In addition to other amounts payable under this Support Agreement, City shall pay any and all federal, state, municipal, or other taxes, duties, fees, or withholding currently or subsequently imposed on City's use of the software or the payment of the License Fee to Coplogic, other than taxes assessed against Coplogic's net income. Such taxes, duties, fees, withholding, or other charges shall be paid by City or City shall provide the appropriate authority with evidence of exemption from such tax, duty, fee, withholding, or charge. If Coplogic is required to pay any such tax, duty, fee, or charge, or to withhold any amount from monies due to Coplogic from City pursuant to this Support Agreement, City shall promptly reimburse Coplogic any such amounts. 10. On Site Support. The City shall reimburse Coplogic at the rate of $1,500.00 per day for any On - Site Support incurred at the City's direct written request and authorization. This rate shall prevail regardless of the number of Coplogic support personnel dispatched to the City's site, and shall be paid for each day that Coplogic personnel are required to be on the City's site. City will not pay for Coplogic personnel travel time or travel expenses. In response to written City requests for Coplogic to provide on -site routine non -emergency support, Coplogic shall produce a written estimate of the time required to provide the requested support and state any requirements, such as the presence of City staff or other resources or materials. Any On -Site Support provided by Coplogic shall only be invoiced by Coplogic or paid by City if the problem arose due to something other than a defect in the Product. City's Obligation I I . The City Agrees to: (a) Furnish descriptions of Problem(s) in the form reasonably requested by Coplogic Support representatives; (b) Assist Coplogic's efforts to reproduce the Problem in the applicable operating environment, and (c) Make available qualified, trained staff on -site to carry out Coplogic's instructions and/or provide remote access to system(s) as requested by Coplogic. 12. The City shall designate its Support Contact(s) to provide routine end user support for the City personnel concerning the Product. 13. The City shall take appropriate steps to educate its end users about the need to contact the Support Contact (rather than Coplogic directly) when support is needed. The City shall appropriately publicize the name, telephone number, and/or fax number and/or electronic mail address if applicable, of the Support Contact. 14. Access to Data and System. The City agrees to provide Coplogic with data dumps, as requested, remote access to the Software system, and with sufficient test time on the City's computer system to duplicate the problem, to certify that the problem is with the Software, and to certify that the problem has been corrected. Coplogic Support and Maintenance Agreement 15. The City shall install and maintain for the term of this Support Agreement, a reasonable and satisfactory method of direct remote computer access to the Software. The City shall pay for the installation and maintenance of such access. Coplogic shall use this access service in connection with error correction, software updating and user support only, and only upon prior written or email notice to the City, and City's acknowledgment of that notice. 16. The City must upgrade the Software in its entirety to the most recent version within seven business days of the release of any updates or modifications of the Software unless otherwise mutually agreed. Coplogic will not be obligated to provide support for release versions that are more than two release versions older than the current version unless specified in this support agreement. Coplogic agrees that all release versions will be tested for installation in a computer environment substantially similar to the City's and that all releases will be free of material defects that would affect the orderly continuation of City's use of the Product. 17. The City agrees that, subject to and in accordance with the City's internal policies and guidelines, it will upgrade the computer operating software, hardware and underlying database engines of the Desk Officer Online Reporting System software as necessary to meet the changing requirements of the Software as specified by Coplogic as part of a current release of the Software, or as the parties mutually agree. The City agrees that, subject to and in accordance with the City's internal policies and guidelines, it will maintain appropriate licenses for the computer operating software and underlying database engines required of the Desk Officer Online Reporting System as necessary. The parties agree that Coplogic is not obligated to ensure that its new release of the Software is compatible with outdated (exceeding 4 years from date of initial release) hardware, computer operating software or database engines). Confidentiality 18. Confidential Information. (a) The parties hereby acknowledge that they may have access to information that is confidential to one another ("Confidential Information"). "Confidential Information" includes, but is not limited to, the licensed products and enhancements, all related source and object codes, Documentation, customer and prospect lists, pricing proposals, financial and other business information, all data and information relating to City's operation, and any other information designated as confidential or proprietary information by the disclosing party. "Confidential Information" shall not include any information which (i) becomes part of the public domain through no act or omission of the other party; (ii) is lawfully acquired by the other party from a third party who is not in breach of an obligation of confidentiality; (iii) was in the other party's lawful possession prior to disclosure of such information; (iv) is independently developed by the party without the benefit or use of the Confidential Information; or (v) is required to be disclosed under a court order or a valid subpoena, provided that the recipient of the Confidential Information promptly notifies the disclosing party in order for the disclosing party to have an opportunity to seek an appropriate protective order. The parties agree to maintain the confidentiality of the Confidential Information and to protect as a trade secret any portion of the other party's Confidential Information by preventing any unauthorized copying, use, distribution, installation or transfer of possession of such information. Each party agrees to Coplogic Support and Maintenance Agreement 4 maintain at least the same procedures regarding the other party's Confidential Information that it maintains with respect to its own Confidential Information. (b) Coplogic acknowledges that the City is a governmental agency and may be required to disclose certain information under requests made according to provisions of the Public Records Act. City shall give notice to Coplogic of any request for the disclosure of any information set apart and marked "confidential," "proprietary" or "trade secret" by Coplogic. Coplogic shall then have five (5) days from the date it receives such notice to enter into an agreement with City providing for the defense of, and complete indemnification and reimbursement for all costs (including plaintiffs attorney's fees) incurred by City in any legal action to compel the disclosure of such information under the Public Records Act. Coplogic shall have the sole responsibility for the defense of the actual proprietary or trade secret designation of such information. The parties understand and agree that any failure by Coplogic to respond to the notice provided by City and/or to enter into an agreement with City, as set forth above, shall constitute a complete waiver by Coplogic of any nondisclosure or confidentiality rights hereunder with respect to such information, and such information shall be disclosed by City pursuant to applicable procedures required by the Public Records Act. If a Freedom of Information Act request is presented to the City of Fayetteville. Coplogic will make best efforts to provide the documents in a prompt and timely manner as prescribed in the Arkansas Freedom of Information Act (A.C.A. §25-19-101 et. seq). Only legally authorized photocopying costs pursuant to the FOIA may be assessed for this compliance. (c) Both parties acknowledge that any use or disclosure of the other party's Confidential Information in a manner inconsistent with the provisions of this Agreement may cause the non - disclosing party irreparable damage for which remedies other than injunctive relief may be inadequate, and both parties agree that the non -disclosing party shall be entitled to receive from a court of competent jurisdiction injunctive or other equitable relief to restrain such use or disclosure. The terms and provisions of this section shall survive any termination of this Support Agreement. Termination. 19. The City may terminate this Agreement at any time and for any reason upon thirty (30) days prior notice to Coplogic. In the event of a material default by the City under this agreement, Coplogic may terminate this Agreement upon thirty (30) days prior notice to City, provided that City has been given thirty (30) days notice to cure the default. Limitation of Liability 20. To the extent permitted by law, neither party's liability to the other party in connection with any cause of action, costs or damages relating to this support agreement shall exceed the annual fee paid in the twelve month period preceding the event giving rise to the claim. Coplogic Support and Maintenance Agreement Notwithstanding the foregoing, for purposes of the services performed by Coplogic under this Support Agreement, Coplogic agrees to fully defend, indemnify and hold harmless City, its officers, employees and agents from any damage, loss, liability, costs (including reasonable attorneys fees), claim or cause of action arising out of injury, loss or damage to real property or tangible personal property, or arising from personal injury or death, where such damage, loss, liability, costs, claim or cause of action is caused or incurred in whole or in part as a result of any negligent or wrongful act or omission or willful misconduct of Coplogic, its officers, employees, agents, contractors and assigns. Coplogic's obligation hereunder is contingent upon City providing Coplogic prompt written notice of any such claim, action, lawsuit or other proceeding and City shall fully cooperate with Coplogic in the defense and all related settlement negotiations. The existence of any insurance policies or coverage's shall not affect the parties' rights and obligations hereunder. General 21. This Agreement shall be binding upon the successors and assigns of both parties, provided, however that no assignment, delegation or other transfer shall be made by Coplogic without the prior written approval of the City, which approval shall not be unreasonably withheld. 22. Changes, modifications, or amendments in scope, price or fees to this contract shall not be allowed without a prior formal contract amendment approved by the Mayor and the City Council in advance of the change in scope, cost or fees.. 23. Each party shall be excused from delays in performing or from its failure to perform hereunder to the extent that such delays or failures result from causes beyond the reasonable control of such party; provided that, in order to be excused from delay or failure to perform, such party must act diligently to remedy the cause or effect of such delay or failure to the extent the party is able. In the event of such delays, the timetables shall be extended by as many calendar days as the delay caused by forces outside the reasonable control of the parties. 24. This Support Agreement may be executed in separate counterparts, each of which so executed and delivered shall constitute an original, but all such counterparts shall together constitute one and the same instrument. Any such counterpart may comprise one or more duplicates or duplicate signature pages, any of which may be executed by less than all of the parties provided that each party executes at least one such duplicate or duplicate signature page. The parties stipulate that a photocopy of an executed original will be admissible in evidence for all purposes in any proceeding as between the parties. 25. Any provision of this Support Agreement or part thereof found to be illegal or unenforceable shall be deemed severed, and the balance of the Agreement shall remain in full force and effect. 26. This Support Agreement shall be governed and construed in accordance with the laws of the State of Arkansas. Venue of any action brought with regard to this Support Agreement shall be in the State of Arkansas. Coplogic Support and Maintenance Agreement The undersigned represent and warrant that they are authorized as representatives of the party on whose behalf they are signing to sign this Agreement and to bind their respective party thereto. CITY OF FAYETTEVILLE Coplogic, Inc. By: Mayor 0c4 Attest: By: Son ra E. Smith, C«,4rk / Treasurer • AYETTE�ILLE� Coplogic Support and Maintenance Agreement SCHEDULE"A" Coplogic Hours of Support and Maintenance Service are as follows: Regular Hours of Service (PST) 0900 to 1700 hours Monday to Friday - excluding Holidays observed by the U.S. Federal Govt. E-mail received by: Coplogic staff at supportncoplogic.com Incident/Request for Service Priority After Hours Service (PST) 1701 hours to 0859 hours Monday to Friday Saturdays & Sundays Holidays E-mail received by: Coplogic staff at support@coplogic.com All support and maintenance incidents/ requests for service will be prioritized on the following basis: Priority Definition A Work is stopped to the point that critical business activities cannot continue. e.g. Loss of use of major features, file system corruption, data loss, security issue, system outage. B Issues or features of the product are preventing normal operations. C Non -critical features, for which a convenient or reasonable work around exists, or a feature which functions unexpectedly. Slight inconvenience. Response Time The following table outlines the response times for each priority. Priority Response Time During regular hours of service Response Time During After Hours of Service A 2 hours 6 hours from time of notifying the vendor contact(s) through voice mail or e-mail B (2) business days of Coplogic receipt of verbal, Not available written or electronic notice thereof and to correct the Priority B Issue by the City's reasonably requested date. If the Priority B Issue is not corrected within 2 Coplogic Support and Maintenance Agreement business days of the original notification Coplogic will provide the City with reports of its efforts to correct the Priority B Issue as requested by City. C As time permits basis or inclusion in the next Not available scheduled update to the Licensed Product. 1. Incident/Request for Service Reporting Procedure All problems, queries or requests for assistance must be made to Coplogic at support@coplogic.com, during regular business hours of service. City must be prepared to leave a contact name, phone number, workstations affected, screenshots, a description of the problem/service and the impact. Coplogic's resources will work with the City to diagnose the problem. After investigating the issue, Coplogic and the City will jointly categorize the problem into: Type of Problem Ownership City Server Hardware Problem City Desktop Hardware Problem City City Network Communication City Isolated Workstation Issue City City Database Performance/storage City Application or software related Coplogic Coplogic will deal with problem/incident according to the priority assigned. In the case that a problem cannot be readily resolved. Coplogic will attempt to identify a work around. As soon as Coplogic corrects an Issue, Coplogic shall notify the City that the Issue has been corrected by sending an electronic mail. Coplogic Support and Maintenance Agreement SCHEDULE"B" Coplogic Desk Officer Online Reporting System version 5.7.2.9 Base Annual Support and Maintenance Fee: $3,850 (for year I) On -site Support: $1.500 per day (includes travel time and expenses) Coplogic Support and Maintenance Agreement 10 City of Fayetteville Staff Review Form City Council Agenda Items and Contracts, Leases or Agreements Contract Review City Council Meeting Date Agenda Items Only G. Tabor Patrol Submitted By Division Action Required: Approval of license and maintenance agreement with On Target Performance Recovery grant funded software in the total amount of $10,500.00. $ 10,500.00 $ 456,807.00 Cost of this request Category / Project Budget 1010-2920-5416.00 1010-2920-5801.00 $ 31,189.67 Account Number Funds Used to Date 09017-1 Project Number Budgeted Item OX Attorney 425,617.33 Remaining Balance Budget Adjustment Attached EJ Date /2- /- 0 9 Date Police Department JAG Recovery Solicitation - 2009 Program Category / Project Name Grant Program / Project Category Name General Fund Name Previous Ordinance or Resolution # 187-09 Original Contract Date: Original Contract Number: Finance and Internal Services Director Date Received in City y Clerk's Office Ch of aff Date Received in Mayor's Office j D� M or Date Revised January 15k" 5 • 9 THE CITY OF FAYETTEVILLE, ARKANSAS 9= POLICE DEPARTMENT 100-A West Rock Street To: Contract Review Committee From: Greg Tabor, Chief of Police Date: November 24, 2009 Re: Administrative Investigations Management (AIM) Software Recommendation: Staff seeks approval of order to purchase Administrative Investigations Management (AIM) software from On Target Performance Systems. Background and Discussion: In an effort to provide a more efficient service in support is its personnel, the Fayetteville Police Department is seeking approval to purchase the AIM software. The software will allow the department to electronically document, track and process investigations on internal complaints. The software also will allow the department to document, track and process Use of Force reports, police pursuit incidents; officer involved collisions and incorporates an employee early warning system. Budget Impact: The software license, annual maintenance fee and implementation package will cost $10,500.00. Funding for this purchase was obtained through a Justice Assistance Recovery Grant, which was formally accepted by City Council on August 18, 2009. Telecommunications Device for the Deaf TDD (479) 521-1316 113 West Mountain - Fayetteville, AR 72701 3653 Cagney Drive Suite 201 Tallahassee, FL 32309 Phone: (850) 894-6877 Fax: (850) 894-3766 www.otps.com AIM LICENSE & TECHNICAL SUPPORT AGREEMENT On Target Performance Systems, a Florida Corporation, hereinafter referred to as "OTPS" has developed and is the owner of certain computer software hereinafter referred to as "the software" and shall provide to City of Fayetteville, hereinafter referred to as the "City" a license to use and maintenance and technical support for the AIM software for the City's Police Department, in accordance with Licensor's contract with Licensee which this License & Technical Support Agreement is incorporated within, as follows: 1. OTPS hereby grants to City subject to the provisions of this Agreement a perpetual, irrevocable, non-exclusive, non -transferable license to use the following described software on the computers and/or workstations located within the offices of the Licensee for its intended purpose and application provided in this agreement, OTPS's contract with City for the system, and City required specifications for this software and system. 2. EQUIPMENT DESCRIPTION: A Windows compatible operating system and various compatible workstations and printers attached thereto and located at the Licensee's offices/premises. 3. SOFTWARE DESCRIPTION: Administrative Investigations Management TM are 32 bit Wide Area Network Windows based software programs designed to manage, document, and report on internal investigations and incidents as well as alert to employees exceeding client specified thresholds. The licensed software, including design, technology, source code, object code, and documentation shall remain proprietary to OTPS as intellectual property claimed in ownership by OTPS. 4. LICENSING AND TECHNICAL SUPPORT FEES: City agrees to pay OTPS $10,500.00 for user licenses of the software and associated services. Site license allows the City to utilize the software on all compatible computers, terminals, or workstations located on or in the Licensee's premises. City agrees to pay the OTPS an annual technical support fee of $1,500.00 payable on or before the anniversary date of completed AIM user training. In the event of an increase in the current technical support fee, OTPS agrees to notify City in writing at least 60 days prior to the beginning of the City's next fiscal year. Annual increases to this agreement are limited to a maximum of four percent per year. The agreement will be automatically renewed each subsequent fiscal year unless City notifies OTPS in writing at least 60 days prior to the beginning of the City's next fiscal year, or at the City's discretion for the public good. City agrees to pay OTPS for all operator training as well as for software modifications or programming modifications requested by Licensee ON T GET FORMANCE SYSTEMS 3653 Cagney Drive Suite 201 Tallahassee, FL 32309 Phone: (850) 894-6877 Fax: (850) 894-3766 www.otps.conn 5. Except for City's copying of the software into equipment for processing and making one archival backup copy for emergencies, City shall not copy, distribute, disclose, market, rent, lease or transfer the software and this license to use to any third party. OTPS expressly reserves and City expressly consents that the entire right and title to the software is and shall remain in OTPS and OTPS has the exclusive right to protect copyright or otherwise, to reproduce, publish, transfer, sell and distribute the software to any other customer. 6. OTPS believes the software being furnished hereunder is accurate and reliable and OTPS is responsible for correcting any program errors in the original software and shall ensure that the software will perform substantially in accordance with the published documentation for the software and the City's required specifications. Neither party shall be liable for any indirect, incidental, special, punitive or consequential damages, including, but not limited to lost data or lost profits, however arising, even if it has been advised of the possibility of such damages. Fees paid for technical support permit the City to designate a maximum of 3 employees to call OTPS technical support personnel. The technical support covers only software related problems as demonstrated by City. Technical support includes telephonic support by OTPS from 9AM to 5PM CST Monday to Friday with same day call back if possible, next day guaranteed. The City will not be charged any monies or fee for problems not resolved via telephonic support and requiring on -site visitation by OTPS personnel, unless agreed to by both parties. Any technical support provided, but determined to be unrelated to the software will be charged at the hourly rate of $75 per hour plus expenses if incurred. OTPS agrees to provide City: • All version updates at no charge • All support patches at no charge • Provide support to Licensee designated DBA in developing maintenance plans • Provide unlimited administrator assistance as required 8. City understands and specifically agrees that the software is intended for use only with the equipment described in paragraph I and further understands that the software is not necessarily compatible with any equipment other than described herein. OTPS makes no representation or warranty of any sort that the software will be compatible for use with any equipment other than that described herein. It is mutually understood and agreed that OTPS makes no representation of any kind whatsoever relative to the proper functioning of the equipment with which the software is to be used, and that OTPS has no responsibility or liability of any kind whatsoever for the proper operation of said equipment. N TARGET FORMANCE SYSTEMS 3653 Cagney Drive Suite 201 Tallahassee, FL 32309 Phone: (850) 894-6877 Fax: (850) 894-3766 w 'w.otps.com 9. OTPS warrants it has title to the software and the authority to grant this license. OTPS warrants that the software will perform substantially in accordance with the published documentation for the software and the City's required specifications for a period of twelve calendar months following installation and acceptance by City, and then continuing during any subsequent periods of time covered under the Licensor's Annual Technical Support to City. OTPS does not warrant that the software is error -free. OTPS claims all other warranties, express or implied, oral or written, including, but not limited to, the warranties merchantability and fitness for a particular purpose. 10. OTPS agrees to provide the City with a thirty (30) day refund period from the initial installation date within which the software may be returned if the City can demonstrate that the software is not suitable for the City's needs and OTPS is unable to make the software suitable to the City's needs within sixty (60) days from the date of return of the software. If the software is returned, OTPS reserves the right to collect from the City all costs incurred for any consulting, software customization, training, and traveling to and from the City's premises at the rate of $75/hour for programming; $1 00/hour consulting or training fee. 11. OTPS shall deposit one copy of the source code of the software pursuant to the Source Code Escrow Agreement attached to this contract. It is understood that the source is proprietary information and a trade secret of OTPS, and, as such, the title to and full intellectual property rights in the source code and software remains with OTPS. Upon and following an occurrence of a release event as described in the escrow agreement, OTPS grants to City, and City accepts, a limited license to use the source code solely for the purposes of supporting and maintaining the software for which the source pertains. 12. The counterpart of this contract held by OTPS shall be considered the original and shall be the binding agreement in case of a variance in any particular between it and any other signed copy. 13. The software program is guaranteed by OTPS to be Year 2000 (Y2K) compliant. All date field contained within the software program are 4 (four) characters and the software has been tested to ensure Y2K compliance. 14. Changes in scope or price: Changes, modifications, or amendments in scope, price or fees to this contract shall not be allowed without prior formal contract amendment approved by the Mayor and the City Council in advance of the change in scope, cost or fees. ET PERFORMANCE SYSTEMS 3653 Cagney Drive Suite 201 Tallahassee, FL 32309 Phone: (850) 894-6877 Fax: (850) 894-3766 viww.otps.com 15. Freedom of Information Act: City contracts and documents prepared while performing city contractual work are subject to the Arkansas Freedom of Information Act. If a Freedom of Information Act request is presented to the City of Fayetteville, the (contractor) will do everything possible to provide the documents in a prompt and timely manner as prescribed in the Arkansas Freedom of Information Act (A.C.A 25-19-101 et. Seq.) Only legally authorized photocopying cost pursuant to the FOIA may be assessed for this compliance." 16. Jurisdiction: Legal jurisdiction to resolve any disputes must be Arkansas with Arkansas law applying to the case. 17. EXCLUSIONS: None ON TARGET PERFORMANCE SYSTEMS On arget Performance Systems CITY OF AYETTEVILLE By: LIO ELD J AN, Mayor By: Sondra E. Smith, City ••• ,s ;FAYETTEVILLE; 1�,voro5 Date AIM SOURCE CODE ESCROW AGREEMENT This agreement is effective, by and between On Target Performance Systems (OTPS) and City of Fayetteville (City) and Donald P. DeCort, P.A. 115 South Fielding Ave, Souders Building Suite 3 Tampa, Florida 33606 Whereas, the OTPS is the owner of Administrative Investigations Management system software (Software) and Whereas, the City has the right to use the Software in its object code form pursuant to contract between OTPS and City; and Whereas, the OTPS and City desire to create a means by which the City shall have access to the Software source code as identified in the this agreement in the event that the City cancels its technical support agreement or the OTPS commits certain defaults as hereinafter set forth. All references to Software herein shall exclude any third party application software not covered by the contract and License and Technical Support Agreement between the parties. Now therefore, in consideration of the mutual promises contained herein, the parties agree as follows: I. Escrow Agent. Promptly after final acceptance of the system Software, as set forth in this agreement, the OTPS shall deposit at Bank of America one (I) copy of the software source code and related technical information and materials. 2. Revisions. Promptly after the OTPS makes substantial changes to Software licensed to City, OTPS shall deposit one (1) copy of the revised source code with the Escrow Agent. 3. Trust Relationship. The Escrow Agent shall hold title to all copies of the Software deposited with it in trust, solely for the purposes specified in this agreement. 4. Cancellation: The Escrow Agent is hereby directed by the OTPS to deliver to the OTPS, at no charge to the City, the Software source code deposited in the event that the City notifies the OTPS in writing that it elects to cancel or not renew the technical support agreement. 5. Defaults. The Escrow Agent is hereby directed by the OTPS to deliver to the City, at no charge to the City, the Software source code deposited in the event that the OTPS commits any of the following defaults: a. enters into any voluntary or involuntary receivership arrangement or other insolvency procedures; or b. permanently discontinues the business of licensing and maintaining the Application Software; or c. fails to cure a fault in the Software within (90) days after receiving written notice specifying the fault and the surrounding circumstances. 6. Ownership. It is understood that ownership of the Software source code at all times belongs solely to the OTPS and that any release to the City of the Software source code copy held in trust by the Escrow Agent is only made as an accommodation to the City and nothing hereby shall be deemed to vest any ownership hereof in the City. 7. Restrictions. During any period of time in which the Software source code is in the possession of City, it is agreed that it shall be used only by City at and only at those facilities where its use is permitted by the City's license agreement, shall be used only for support of the Software, and shall not be duplicated, sold or licensed to others or marketed or disclosed in any manner. 8. Duties of Escrow Agent. Escrow Agent shall hold the deposited copies of Software source code in a secure place and shall not disclose or release it to any third party or use it for any purpose, except as specifically permitted herein. Upon termination of this agreement, any source code held by Escrow Agent and not released to City shall be returned to OTPS. OTPS and City shall provide Escrow Agent with joint notice of any termination. 9. Indemnification. City, to the extent permitted by law, and OTPS do hereby agree to indemnify and hold harmless the Escrow Agent against any and all loss, damages, costs and expenses that may be incurred by Escrow Agent by reason of Escrow Agent's compliance in good faith with the terms of this escrow agreement. 10. Payment. OTPS agrees to pay Escrow Agent a one time fee of $150.00 for Escrow Agent's services hereunder. 11. Modifications. This escrow agreement shall not be revoked, rescinded or modified as to any of its terms and conditions except by consent in writing by the parties hereto. Na Target Perfo y ms Name: ��� Cuer Date: Zle V>/d� Escrow Agent City of Fayettevil Name: py LIONS ORDA ayor Date: /3/5/09 g0 9 I t AIM -Administrative Investigations Management Internal Affairs/Incident Management/Early Intervention Software On Target Performance Systems 3653 Cagney Drive, Suite 201 Tallahassee, FL 32309 Phone: (850) 894-6877 Fax: (850) 894-3766 E-mail: info@otps.com Software Cost Analysis Prepared for: Rob Turberville Fayetteville Police Department 100 A W. Rock St Fayetteville, AR 72702 Prepared By: Curt Owens Prepared On: November 24, 2009 Phone: (479)587-3500 Fax: e-mail: rurberville@ci.fayetteville.ar.us e-mail: owens@otps.com Software Modules Number of Users Cost Administrative Investigations Management (AIM) Software 2-15 User $6,000.00 License. Includes Internal Affairs module, Incident Tracking (Use Local Area Network of Force, Vehicle Pursuit, etc.) and Employee Early Intervention Client/Server modules. MS SQL Version Annual Technical Support: includes upgrades/updates for AIM Term Cost software as well as technical support and maintenance for AIM software. AIM Annual Technical Support 1 year $1,500.00 AIM Training Options Number of Days Cost per day Cost Administrative Training 2 days $1,000.00 $2,000.00 AIM Setup/Configuration I day $1,000.00 $1,000.00 Total Cost Note: FEIN # 59-3462228 FL purchasing vendor# F59346228-001 FL SNAPS I1 Contract # 9912017-1 Created on 6/20/2008 9:09:00 AM by Curt Owens $10,500.00