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HomeMy WebLinkAbout25C - AGMT PROVIDE ANNUAL SOFTWARE MAINTREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 5, 2011 TITLE: AGREEMENT TO PROVIDE ANNUAL SOFTWARE MAINTENANCE AND SUPPORT FOR GEOSPATIAL TECHNOLOG S, INC. ? ?(?? vCITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED (] As Recommended Q As Amended ? Ordinance on 1?t Reading ? Ordinance on 2"d Reading Q Implementing Resolution Q Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached amendment to the agreement with GeoSpatial Technologies, Inc., for the software application maintenance and customer support in an amount not to exceed $20,898.00, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION On December 16, 2008, Council approved the agreement with Geospatial Technologies, to provide software maintenance and support for the Automatic Vehicle Locator System (AVL). This system enables the Santa Ana Police Department the ability to track police vehicles using mapping software throughout the City of Santa Ana. The Santa Ana Police Department wishes to amend said Agreement to provide for an additional year of basic software service and maintenance. The Automatic Vehicle Locator System is proprietary and owned by GeoSpatial Technologies, Inc. and can only be serviced by this company. The recommended action will allow for continuous service to the Santa Ana Police Department. FISCAL IMPACT Funds are available in the Police Department's Computer Services fund (account no. 01 1 1 4425- 62300). ?? Paul M. Walters Interim City Manager Police Department APPROVED AS TO FUNDS AND ACCOUNTS. ? c?? car ? ?? , ?,??? Francisco Gutierrez Executive Director Finance & Mgmt. Services Agency . 25C-1 25C-2 THIRD AMENDMENT TO AGREEMENT THIS THIRD AMENDMENT TO AGREEMENT is entered into on December, 15 201 1, by and between GEOSPATIAL TECHNOLOGIES, INC., (hereinafter "Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City"). RECITALS: A. City and Consultant entered into Agreement #A-2008-332, dated December 16, 2008, (hereinafter "said Agreement") by which City purchased from Consultant hardware and software to provide automatic vehicle locator (AVL) services and mobile mapping services for the Santa Ana Police Department. B. City and Consultant entered into a First Amendment to Consultant Agreement No. A-2010-014, dated Febn?ary 1, 201 O, amending the Scope and Compensation, to purchase additional hardware to equip additional vehicles with the AVL system. C. City and Consultant entered into a Second Amendment to Consultant Agreement No. A-2010-241, dated December 16, 2010, amending the Scope, Compensation, Term to extend the system testing and maintenance services for an additional one- year period through December 15, 2011 and increase compensation to pay for services provided during the extended term. D. In accordance with the terms and conditions of said Agreement, the Parties desire to amend the scope, amend the compensation, and extend the term of said Agreement for an additional one-year period. NOW, THEREFORE, in consideration of the mutual and respective promises, and subject to' all the terms and conditions of said Agreement, except as herein modified, the parties agree as follows: 1. Section 1, SCOPE OF SERVICES, shall be amended to system testing and maintenance services as set forth in Exhibit A to this Third Amendment to Agreement. 2. Section 2, COMPENSATION, shall be amended to increase compensation to an amount not to exceed $20,898.00 to pay for the services set forth in Exhibit A to this Third Amendment to Agreement during the extended term. 3. Section 3, TERM, shall be amended to extend the term of said Agreement for an additional one-year period through December 15, 2012. 25C-3 4. Except as hereinabove modified, all temvs and conditions of said Agreement shall remain in full force and effect. ATTEST: MARIA D. HUIZAR Clerk of the Council F (SANTA ANA 1/?--- PAUL M. WALTERS Interim City Manager APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY 13y- TE A L. JUDD Assistant City Attorney GEOSPATIAL TECHNOLOGIES, INC. ame /?ah? C OK (Title) G/?:?t TecLirvlo% ?' ?{/ <<e?^' 25C-4 t GST GeoSpatial "Technologies, Inc. Quote for Santa Ana Police Department 330 S. Harbor Blvd. Suite 430 Santa Ana, CA 92704 Phone: (714) 434-9936 Fax: (7'14) 434-9937 9/16/211 GST Public Safety System GST Part Number Descri Oon i]TY nit Pdce Amount AMF eovarln 12/'I G/2011 - 12M 5/2012 reamant A 2008332 dated 12/18!2008 Service SV-SW- AMF Software Annual Maintenance Fea for City of Santa Ana Polioe Department on the following Software Licenses ? $ 20 898.00 $ 20,898.00 7. GST Tracker Server Software License 2. GST Viewer Software Site License 3. GST Ma er MDC Sokware Site License 4. GST InterOp Bridge Software Licence 5. GST Wireless Host Sarver Software Lloanse (up to 200 vehicles) Annual Maintenance Fee Total $ 20,898.00 Grand Tote! (AMF arrd Sarv/ca $ 20,898.00 Notes: ? AMF paid dfent is entltled to technical support through email and telephone (M-F, 9:OOAM-5:30PM, PST), bug fixes end free software upgrades through the year, and discounts Tor GST's trelning programs end customization. 2 Pries stated atwve is good for one hundred and twenty (120) days from the date of this quotation. 3 Payment Tenna: AMF payment is due prior to the commencement date of each 12-month period. 25C-5 25C-6 i l Exhibit A 25C-7 IAA?PED A-2009-1 18 ?^ UM11LiPISURAAII; E)tP? 3 ctguc of came- 7 ne?c: ?? ? IO g CONSULTANT AGREENil?"N??T,o ?/? THIS AGRBBMH.NT, made and ontored into this --??- day of 2009 by and behveen GeoSpafial Technologies, Ina (CST), a corporation, (hereinafter ` onsultanC7, and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constiiutionand laws of the State of California (hereinafter "City"). RECITALS A. The City dcsiros to retain a consullant having special skill and latowledge in the field of providing the City with computer software, professional services, training. and technica4 support of crime mapping, analysis, and reporting solutions for law enforcemennt agencios. B. Consultant shall submit an invoice for such services. C. Consultant represents that Consultant is able and willing to provide such services to the City. <? D. Tn undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected fiom a professional consulting firm In the field. NOW THLr12EFOItE, in consideration of tho mutual and respective promises, and subject to the terms and conditions hereinafter set forth, tho parties agree as follows: 1. SCOPE OI+' SERVICES Consultant shall perform those services as sct forth in Attachment 1 to this Agreement. 2. CO1tUtENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in ]3xhibit G to Attachment 1. The total sum to be expended. under this Agreement shall not exceed 571,593.75 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work perfoaned, subject to City accounting procedures. Payment Hoed not be mado for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and torminate upon the expenditure of funds, unless ternunatcd earlier in accordance with Section 12, below. The term 25C-8 of this Agreement maybe extended upon a writing executed by the Chief of Police of the S ants - Ana Police:.-Department. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire teen of this Agreement,. be construed to be an independent-contractor and. not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer-employee relationship, a joint venture relationship, or to' allow the ;City" to eaeeroise discretion or control over the professional manner in which Consultant performs the services whioh are the subject matter of this. Agreement; however, the services.to be provided by Consultant shall be provided m a manger consistent with a1L applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employee's social security taxes, unemployment insurance and similar taxes relating to ompIoyees sad shall. be zesponsible for all applicable withholdmg taxes. 5. INSUliANCE Prior; bo uadertsldng performance ofworlr under this Agreement, Consultant: shall mauetain and shall require its subcontractors, if any, to obtain and mafatain insurance as - tlescre'bed bolow: a. Cosnmercisl'-General Liability Ina?aance. Consultant shall:maintain commercial general liability insurance nnn+_in9v the City, its officers, employees, agents, volnnteees and representatives- as additional insureds) and shall include; but sot be limited to:pratection against . olaims arIaing S?om bodily and-gersonal3njury, including death resulting thereti+om and damage- to'property; resulting. fivm any act ar occnnreace arising out of Consultant's operations in the perfannaaco of this Agreeme;et,_iacluding, without limitation, acts involving vehicles. The sanounts`ofinsurance shall be not less than the #ollowing: singlo limit. covorage:'eppiying to bodily and-personal injury. including death resulting thoreii;am, and property damage, is ihs total amount of$1,000,000 per ocouaence. Consultant shell supply City with a fielly executed additional insured eadorsemeat in substantially theform attached hereto as Attachment 2 upon execotion oftlus Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, -with a combined,?ingle limit`of not less than $1,000,000 per occurrence. Such insurance shall iacluds coverage for owned, hired and nos=owned automobiles. T c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code; Consultant, if Consultant has any employees, is required to be insured against liability for wotiret•s compensation or to undertake self-insurance. Prior to commencing the ,.perfornance:ofthe prork undep-this. Agreement, Consultant agrees to obtain sad.maintain any ?, 'employer's liability insurance with limas not less than $1,000,000 per accident. ,. 25C-9 d. The following requirements apply to the insurance to be provided by Consultant pnrsuaat to ibis section: (i) Coasultant.ahall maintain all insurance required above in full force and effect for the satire period covered by this Agreement. (ii} Certificates of insurance shall be furnished to the City upon .execution of this Agreea?cnt and shall be approved is form by the City Attorney. ? ? (iii) Certiftoates and policies shall state that the policies. shall trot be canceled or reduced in coverage or changed in any other material aspect without f thirty (30)-days prior written notice to the City. e. If Consultant falls or refuses to produce or maintain the insurance required by this section or fails or refuses to famish the City with required proof that insurance has been procured and is in force;-and paid for, the City-shall have the right, at the City's election, to forthwith teaninate this Agreement. Such termination shall not affect ConsultanNs right to be paid for ite { tinge and;naterials expended prior to notification of fennination. Consultant waives the right to ? receive compensation: and agrees to indemnify the City for any work gertxumed prior to approval ? of insurance by the City. ?._ i `?? 6 -INDEMNIFICATION " Consultant agrees to and shall indemnify and 1wId harmless the City, its oi?cers, agents, employees, consultants, special-counsel, and representatives fro?na IIability; (1) .for personal m?ury, damages, just compensation, restitution, judicial or equitable relief easing out of claims for personal injury, including health, and claims for property damage, which may arise fiom the director indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons noting on their behalf which relates to.the services descn'bed in section 1 of this Agreement; and:(2) 8+om any claim that personal injury, damages, just con m? ? on?r ?e on. judicial or equitable zellef is due by reason of the terms of or effects errant. This:indem»iiy. and hold.Barmless agreement applies to `all claims i fcrdamages, just compensation, restitution, jadicial or equitable relief suffered, as alleged to have been aut3'ered, by reason of the events refeaed to in this-Section orby reason of the terms of,: or;effects, arising £rom this Agreement. The Consultant further agrees to indemnify; hold hsanieas, and'pay all costs forthede?fense of'the City, including fees and costs for spooial counsel to be selected by the G`ity,:regarding any action by a third party challenging the validity of this Agreement, or asserting that personal- injury, damages, just compensation, restitution, ?# judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects g,-te:.,o from this Agreement. City may make-all reasonable decisions with respect to its representation in any legal. proceeding. 7. CONI+'IDENTIALIiZ'Y If Consultant receives warm the City information which due to the nature of such z infoanation is reasonabl underBtood to be confdential and/or thatitshall not use or di aloes each information except is the perfaraiaa?ce? of this Agreemarrt, end fl;rfher agrees to axerciae the same degree of care it Hats to protect Sts own information of _ j 25C-10 v lilca importance, but in no :event less than reasonable care. "Confidential Information" shall include all npnpublic.anformation. Confidential information inchules not-only written inforrmtion, but also iafiormation taaasfarred orally. visually, electronically, orby other means. .Confidential infcanation disclosed to-cIflrer party by.any subsidiary and/or agent ofthe other party is covered by this Agreement. T7te foregoing obligations ofnon-use and nondisclosure shall not apply to any information that (e) has'bean disclosed tar pnblieiy available souccea (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightfLl possession oftha Consultant without an obligation of con$dentiality; (d) is required to be disciosed by operation of law; or (e) is independently developed by rho Consultant without reference to infoanation disclosed by the City. S_ COI?IIrLICT OF INTEREST CLAUSE Conaultaatt covenants that it presently hes no interests and shall not have interests, direct ,or indirect, which would confliot in any warmer with performance of services speaiffed under this Agreement. 9. NOTICE Anynotice, tender, .demand, delivery, or other communication pursuant to this Agreement shall be in writiatig:and shall ba deemed to ba properly given if delivered in parson or mailedby first class or certified mail, postage paepaid, or watt by telefacsimile or other telegraphic communication in the manner provided in this Section,.to the following persons: ' To City: Clark of the City Council City of Santa Ana 20 Civic Canter Plaza (M-30) - p.O. Hox 1988 Santa Ana, C.4 92702-1988 Fax 714-647-6956 ' With courtesy copies to: CltiafofPolice City of Santa Ana Police Department 60 Civic Center Plaza Santa Ana, California 92702 and City Attorney City of Santa Ana 20 Civic Center.Plaza (M 29) . P_Q.Box 198$: Barite Ana, California 92702 Fax 714-647-651$ 4 25C-11 To Consultant: C3eoSpatial Technologies, Inc. 3130 S. Hacbor Blvd., #430 -Santa Ana; CA 927tH Phone: _(714) 434-9436 Fax: (714) 434-9937 Attn: Hong Chou, Chief Technology Officer A party may change its address by giving notice in writing to the otiaor party. Thereafter, any communication shall be addressed and transmittedto the new address. ]f sei?Yhy ma{I, oorumuncatfon shall be effective.or deemed to have been given three (3) :days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed -es set forth above. If sent by telafacsimile, communication shall be effective or deomed:to bavb been,given twenty-four (?A) hours after"the time set forth oa the transmission report issued by Ehe transmitting facsimile machine, addressed sa set forth above, For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. o. ?tCiivsrvlT? AND,AIYIIilVDME1?lT This: Agreement represents the complete sad. exclusive statement between-the City sad Consultant, and supersedes any„and.all other agreements, oral ar written,.between the parties. In the event of a conflict between the: terms of this Agreement and any .attachments hereto, the terms ofthis Agreement-shall prevail. This Agcesmeat maynot be modified except by written instrument signed by the City and by ati authorized representative of Consultant. The parties agree that' any temia or conditions of any purchase order or other instrument that are: inconsistent with, or in addition to, the terms and conditions hereof, shall not bind :or obligate Consultant or the City. 73ach party to this Agmeeine?nt acknowledges that no representations. inducements, - promises or agreements, orally or otherwise, have been made by ?Y Pant, ar anyone acting. on behalf of any party, which is not embodied herein. li. ASSICI1?IlViE7!IT Inasmuch as this.. Agreement. is intended to secure the. specialized services ,of Consultant,. Consuitantmayaot assign, transfer, delegate, or subcontragt:any interestiim?e3n without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without -the City's prior written consent shall be considered null and void. Nothing in this Agreement shall 6e construed to limit the City's ability to have any of`the services which are: the sabjectto -this Agreement: performed by City personnel or by other. consultants retained. by City. 12. TERNIII?IATIOTi This Agreement may be terminated by the City upon thirty (30) days written notice of termination.. 7a such event, Consultant shall be entitled to receive and the City. shall pay Consultant compensation for ell services performed by Consultant prior to receipt ofsnrh notice: of termination, sabject,to tt?e following comditions^ y`: 25C-12 a. As a condition of euah payment, the l3xeoutive Directormay require Consultant to deliver to the City all worlr product completed as of such date, and in such case:snch work product: shaII ba ' the property of the City unless prohr bited bylaw, and Consultantconsents to the City's use thereof for suchpurposes as the City deems appropaate. b. Payment need not be made for work which fails to meet the standard a?f perfomzsnce specified in the Recitals of this Agreetnerrt. 13. DISCRIMIhTATION Consultant-shall not discriminate because ofrsce, color, creed, religion, sex, marital ' status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited " " by applicable law, in the recruitment, selection, training. utilization, promotion, termination or other eamployment related activities. Consultant affirms that it is sn equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. J'[1RIS.DICTION -VENUE TIus.Agreement has bean executed and delivered in the State of California and the -: ?< validity,_'interp;station, perfonneaoe, and enforcement of any of the clauses of this Agreement shaII'be determined and goye?med by the laws of the State of California. Both parties further agree that Orange County, Cafitbrnia, ahaII be the venue for any action or proceeding that tray be brought or arisarout of, is connection. with or by reason ofthis Agreement. 15. PROFESSIOl?iAL LICENSES Consultant shall, throughout the tarn ofthis_Agreeanent, maintain s1i necessary Icenses, ,permits, approvals, waivers, sad exemprions necessary for the provision oftlYe aetvices hereunder and required by the laws and regulations of the United States, the State of Califomia, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City ,immediately and in writing of its inability to obtain or maintain.such.permits,:lic?nses, approvals, waivers, and exemptions. Said inability shall ba cause far termination of this Agreement. 16. IYIISCELLANEOIIS PROVISIONS a. -Hach undersigned repraseaus and wan?ants that its signatui+eheraiabalowhes the powor, authority and right to bind their respective parties to each of the teitms of tIvs Agreement, and shall inde?nifiY: ?Y ?Y, inciudirrg reasonable costs and atta?mey's fees, for anyinjvriea or damages to Qty ia:tha.event:thatsuch authority or power is not, in fact, held by the signatory or is withdrawn. b.. All Attachments: mferenced herein and attached hereto steal l be incorporated as if folly set forth in the body of this Agreement. 6 25C-13 i II?T W1TNS.SS WFIBREOF, the patties hereto. have executed this Agreement the date and year feat abovo wrlttea. ATTEST: C1TY OB SANTA ANA PATRICTA B, Ta-R a7 y • Clerk oftha Coonoil DAV1D Iii. RRAM CltyManager APPROVED AS TO FORM: t_.._. JOSEPH c?utxu City Att •; sy: R" 0.- ge D CIt Attorney i RECOMMENDED. FOR APPROVAL.: SA?NT?A ANA ,POLICE DEPARTMENT / ? / GEOSPATIAL TECLLYOLOGIESL, INC. ??s? L?J 25C-14 PAUL bL WALTSRS ChiafofPolice HOI?IOOU Chief ethnology OfFtcer 9.?' -- ? ??-33?,s- Employar ID # or Iridivldual. S5'# :, ;. ?; is ?: ;? ?: ?, I °--- ? . ATTACHMENT 1 i r SCOPE OF SI3RVICES C ® 8 25C-15 r PURCHASE CONTRACT FOR A CRIME MAPPING. ANALYSIS, AND REPORTING SYSTEM THIS CONTRACT Is made and entered into this day of .2009. by and between the -CITY OF SANTA ANA, CALIFORNIA, hereinafter referred to as "CITY"• GeoSpatial'Technologies, Inc. (G3ST), located at 3130 S. Harbor Blvd. Suite 430, .Santa- . 92704, hereinafter refen?ed to as "CONTRACTOR". ?.eZ`? PURPOSE ? V??S?? CONTRACTOR Is in the business of provid(ng computer software, professional services, training, _ and. technical support of creme mapping, analysts. and reporting solutions for law-enforcement agencies_ CITY hereby purchases from CONTRACTOR its latest crime mapping, analysis, and reporting system according to the term and conditions specified in this contract. TERM AND CONDITIONS i 1. PURCHASE ITEMS The following items are included in this PURCHASE CONTRACT:' (1) GST CrimeMap'Sul#e Software L[censes A site Iicerise'of C3ST CrimeMap'Suite software products, includng,GST CrimeMap, .CST CrimeMap Lice,-and GSTCrimeMap Mobile forClTY Pclice'Department'1Mth this site license. CiTY Police Department may install any number of each of the listed software. products within the Police Department without limitation.-EXHIBITS A. B, and C show the functional specifications of GST CrimeMap, GST CrimeMap Lite. and_GST CrimeMap Mobile, respectively. (2) GST CrimeMap Remote Implementation CITY shall provide all the computer hardware needed -for Installation of the purchased GST software. CITY shall provide CONTRACTOR with remote access to the computers. The implementation includes setting up GST CrimeMap Database on a server computer,;instailation of ane copy.of +GST CrimeMap 6.0 and one copy of GST Cr1meW?ap l_Ite on workstations, Installation`of one.?copy of GST CrimeMap Mobile on a Mobile Data Computer, and connection between GST CrimeMap SQL Server Database to CITY`Police Department's CAD/RMS Database. (3) GST CrimeMap On?ite Training CONTRACTOR shall provide.on-site?sofiware training of GST CrimeMap at. CITY :Police Department fortwo days. {4) GST CrimeMap Software. Annual Maintenance This purchase7ncludes GST CrimeMap Software Annual Maintenance for one year. The maintenanoe•includastechnlcal supportthrough a-mail and telephone between 9 em and B pm, 11Aorsday throt;gh Friday exceptholidays, ail bug fixes and software upgrades during she year, !SO% discounts of GST training programs held- =at CONTRACTOR'S- facility, and 30% ,discounts of GST software customization services. Details of GST Software Annual Maln#enance Program are described in 'EXHI131T D. Software Annual Maintenance Agreement". In addition to the standarcl software maintenance, CONTRACTOR shall also customize GST CrimeMap program to generate weekly. reports and monthly reports requested by the Police 3 , 25C-16 Department. The weakly reports and monthly reports are listed in "EXi-11BIT E, SAPD Customized. CrimeMap. Reports". °EXFI181T F End User License I?greetnenY shows CONTRACT's standard software license agreement . 2. PRICING Price for the purchase Items. listed in this contract shall be in accordance with °EX#-IIBIT G: Quote for Santa Ana Police Department" prpvlded by, CONTRACTOR dated June 4,2009,..and in accoriianca with'the required specifications set forth in Item (1). CITY shall pay no-tither compensation to CONTRACTOR unless an Amendment has been agreed upon in writing and signed by both parties. -; 3. )iAI1LEST'ONES AND'PAYMENT SCHEDULE CITY-shall pay CONTRACTTR for the specified percentage of total purchase price at each milestone according to the project milestones specified below. (1) Del[very of GST ErimeMap Software Products-(50%0) ??• Within 15 days from contract signing or by June 30th, 2009, CONTRACTOR shad delivaca sat of CDlDVD's of each of GST CrimeMap, GST CrimeMap Lice, and GST CrimeMap Mobile oftware products to CITY Poifoe Department. CITY hall pay CONTRACTOR 50% of the total purchase -price within 30 days from receipt of the CDlDVD's. (2) Remote Implementation of GST CrimeMap Software (26%) Within 15 days from delivery of GST CrimeMap Software, antl provided titat CITY Police Department has identified the servercomp???r, two workstation computers, and a Mobile Data "Computer, and provided CONTRACTOR with remote access to the identifies computer hardware, CONTRACTOR shall implement GST CrimeMap SQL Server Database and install one copy of GST CrimeMap, one copy of GST CrimeMap' Lice, and one. copy of GST CrimeMap Mobile 'on the designated computers? CITY shall pay CONTRACTOR 30% of the total purchase price within 30 days from the date the purchased software is implemented. (3) On-site Training of GST CrimeMap Software (? 5%) Within 30 days lrom the implementation of GST CrimeMap _Software, and. pnwided that'CITY Police Department's schedule allows, CONTRACTOR-shall provide two days: on-site software training of'GS'1' CrimeMap, GST CrimeMap Lite, and GST CrimeMap Mobile at CITY Police Department. C1TYShal1 pay CONTRACTOR 16% of the total purchase price within 30 days from the date the two-day training is completed. (4)>GST'Software Annual: Maintenance (1 O%) Upon completion ofiwo-day GST CrimeMap software training, CONTRACTOR shatl 25C-17 provide the annual software maintenance services. W[thin.3 months from-the start - of software annual maintenance, CONTRACTOR shall complete tfie customization of CrimeMap weekly reports and monthly reports. CfTY shall pay CONTRACTOR 5Q/o of-the totaRpurchase pride withln.30 days'from the date GSl' has completed the customized weekly and' monthly reports. 4. ? INDEPENDENT CONTRACTOR CONTRACTOR-shall be consktered an independent contractor and neither CONTRACTOR, its employees, noranyone working underCONTRACTOR shall be considered amagent oran employee of CITY. Neither .CONTRACTOR, its employees, nor anyone working -under CONTRACTOR shall qualify for workers' compensation. or other fringe benefits of any kind through CITY. ' 6. WARRANTY C.ONI'RACTOR expressly warrants.that the goods/services covered by this contrada[e 1) free ofi liens and ericumbrances, 2) merchantable and good foc the ordinary purposes for which they are used, and 3) fit for the particular purpose for which. they are Intended. 6. COPYRIGHT INFRINGEMENT CONTRACTOR shall. at its cost, defend or, at its sole option. settle. any claim.or suitbrought against CITY on the ssue that any software program provided try CONTRACTOR through this contract lnfrir?ges a United States copyright,: provided that-CITY (a) notifies..CONTRACTOR promptly in wri#Ing of any such'clalm or suit; (b) gives CONTRACTOR full 'information and asslstanoein settling and/or defending the suit. a'nd (c) glues CONTRACTOR full authority and control of the defense and/orsettlement of any such action. CONTRACTOR shall notbe liable for any costs or expenses incurred (a) by CITY without CONTRAGTOR`s prior written authorization; (ta) for any claim based on tha use or combination of the software with any other software:not provided 6y.CONTRACTOR; (c) for any claim based on C1TY's modification of transaction entered-into by CITY relating bo theeso afiwarebWle?tversion of the software; or (e)`any out CONTRACTOR's priorwritten consent. if a software ,program .becomes subject to a claim of .infringement .for which .. CONTRACTOR may become liable, CONTRACTOR may at its option (a) obtain the right to continue using the software program; (b) eplace or modify the software program to make ]t non infringing ' o :long as the replacement or modification meets substantially similar spacificattons; or.(c) terminate the licenses and refund the license-fees paid. EXCEfTT FOR THESE REiVIEDiES, CONTRACTOR SHALL HAVE NO LIABILITY TO CITY FOR COPYRIGHT INFRINGEMENT, AND SHALL IN NO INSTANCE HAVE ANY LIABILITY TO CITY FOR DIRECT, iNDIRECT,OR CONSEQUENTIAL DAMAGES FROM INFRINGEMENT. ?: 7. INSURANCE CONTRACTOR shall,.proce?re and maintain at CONTRACTOR'S sxpanse'for tha duration of this CONTRACT the following insurance. against claims foririJUries to persons or damages to property which may arise from or-in connection with the performance of-the service by the CONTRACTOR.: its agents, employees orsubcontractors: 25C-18 ` - {'I) Comprehensive General Liability insurance with limits of-not less than thefollowing: General aggregate: Each Occurrence $2,000.000 $1,000,000 Auto Itability $1,000,000 (2) Workers' Compensation Each Accident ? $1,000,000 ? Disease -policy limit .$1;000,000 Disease -.each employee $1,000,000 8. COMPLIANCE WITH LAWS ,::,. t; CONTRACTOR represents and warrants that services to be provided under this CONTRACT shall fully comply, at CONTRACTOR'S expense, with all standards, laws, statutes, restrictions. ordinances, requirements, .and regulations (collectively `laws, including, but nobilmited to those Issued by CITY in its governmental capacity and ell other taws applicable to the services are provided to and accepted by CITY. ;: .?. 9. CONFIDENTIALITY CONTRACTOR agrees to maintain the conftdentiality of all CITY grid CITY-related records and information pursuant to .alt statutory laws relating to privacy and conftdantiallty that F _ .curt@ntty.exist•or exist at any time'.durlrtg the term of this CONTRACT. All such records and information shall be considered. conftdential and kept confidential by CONTRACTOR and CONTRACTOR'S agents and-employees. 4 1D. INDEMNIFICATION CONTRACTOR agrees to indemnify, defend Arid hold harmless CiTY, Its officers, agents and employees against any and all liability, claims; actions, causes of action or demands, arising from or related to the services, products or.other pertormance provided by CONTRACTOR pursuant to this CONTRACT whether or not caused in part by a party indemnified hereunder, except for CITY's sole active negligence or willful misconduct. 11. CHAi?IGE OF OWNERSHIP CONTRACTOR agrees that ifthere Is a change or transfer in ownership of CONTRACTOR'S business prior to completion of this CONTRACT. the new owners shall be required under ??• terms of sale or other transferto'assume CONTRACTOR'S duties-and obligations contained in this CONTRACT and complete them to the satisfaction of CITY. 12. -FORGE MAJEURE CONTRACTOR shall not be, assessed with 1tquidated damages.or unsatisfactory performance penalties during any delaycbeyond the time named for the performance. of this CONTRACT 9 25C-19 caused by any'act of God, war, civil d(sorder, employment strJke or other reasonable control, provided CONTRACTOR gnres written notice of the cause ofthe delay to CITY within 36 hours of the start of the delay and CONTRACTOR avails himself of any available remedies. iN WITNESS WHEREOF the parties hereto have caused this CONTRACTto be executed the day:and year first above-written. CITY OF SANTA ANA ("CITY") GEOSPATIAL TECHNOLOGIES. INC. "CONTRACTOR'') By DAVID N..REAM. Clfy Mansger B H g C u, Chfef T@chnology Officer ' ATTEST: k i. i r P By PATRICIA E. HEALY Clerk of fhe Council APPROVED AS TO FORM: JOSEPH W: FLETCHER City: Attomey By: Laura Sheerly Assistant City Attorney 3130 S. Harbor Bivd.. #430 Santa-Ana: GA 92704 (Address) f714) 434-9936 (714) 434-9937 (Phone Number) (Facsimile Number) ,SRAP97-731.950 95-478331-5 License Number Tax ID 5 25C-20 EXHIBIT A GST CItI1VI?MAP 5.0 FiJ1?ICTIOI?iAL SPECIFICATIOI?IS sy ST Q Crimelviap 5 is user-friendly tool that utilizes database querying and analytical tools speciflc?lly for public. safety agcnaies_ The program enables the user to view location-specific crime .data though the ESRI ArcMap interface and perform varlous types of analyses and report creation. CrimeMap 5 has a customizable interface that allows for a full range of capabilities thai enables routine tasks to be performed more efferently. 1. Search a Connect to any MS SQL Server database and perform queries otI'aay table or view like incidents, MO, vehicles, suspects, Megans; Parolees b_ Easily build your own search forms for your requirements c. Support three different kinds of location based searches to the search forms 1 • Radius search based on en address • Radius search based on a point selected on the map • Radius search around landmarks/POIs stored is a database d. Support multiple date search modules to query date gelds like D073, reporting date, incident dato, etc. • Search by date range • Search by time range • Search by day ofthe week e. Support muhiple aridbaaed search modules (e.g. Ccime Types, City, Reporting IIistricts, Zones, 12ace, ate.) COPJTItI?I OIO.TYOXQI T?C?M-IIlI?. ING ', •® 25C-21 Copyright 2009 GcoSpatlal Technologies, Inc_ 3130 S. Harbor Blvd. Suite 430 Santa Ana. CA 92708 Tel: (714).434-9936 Fes: (714) 434-9937 wwrv,gcospatialtech.com June 1, 2009 _ ? _ t f. Build your own queries using the easy,to use query builder ' g. !SQL eathusiests can type: their own SQL queries h_ Save unIinnited number ofsearohes far fuhae use • i, Map display of search results in ESRI ArcMsp j. Easlly. assign symbols based on Crime Types or UCR/Crime Codes i k. Create reports on the click of a button L Perform analysis on the searched results 2. Analysis a. Perform hotspot analysis based on a polygon layer. or a regular Cartesian grid } b. Perform duplicate analysis ? c. Create an outer boundary ofall selected cases d. Perform threshold analysis with any two .time periods and normalizo the results by • area/number of days e_: Rna s time serios for as animated view is ES1tI AreMap f. Create a series plot to connect incidents in a sequence by arrows 3. Reports , 4 a. Greate ditt'erent types ofreports: • Tabular • Detailed (Sweep report, Megans/Parolees report, etc.) Sua?maryReport • Bar Qraph • Pie Chart (2D and 3D) b. Export the. reports to a PDF file, MS Word, MS Excel • c. Export the graphs/charts to images to embed them in your presentation end . - eeports. ,? d_ Save mtiltiple templates for each report for future use 4. Importing, L+d3t[nig, avid Geocoding a Import data from text files, MS Excel files; MS Access databases, MS SQL Servers end DBF files. b: Edit. the imported data c. Oeocode individual reeords or batch geocode using the ArcMap based geocoder oa the click of a button d. Ivlaaually geocode knotva addresses which won't geocode otherwise e. ..Maintain a krokup table for lmowa locations or landmarks with their co-ordinates end use this to geocode the incidents 4 5. iVliscellaneous a. Supports ESItI Arct3IS 9.2 and above b: Users.famlliar with ESIiI ArcGIS caause BSItI ArcMap for map construction _ 4aYi`aiBf C?oSDodel Skcisa/ad??. rrta- y 25C-22 EXHIBIT B F . GST C12IMEMAP LITE FUNCTIONAL SPECITICATIONS Copyright 2009 GeoSpatlal Technologies, Inc. 3130 S. Harbos• Blvd. Suite 430 Santa Ana, CA 92708 Tel: (714) 434-9936 Fax: (714) 434-9937 w?v?v,geospatla l teclt.com June 1, 2009 KEY SYSTEM FEATIIRLS • Using Microsoft SQL Server database for sparing and storage, enhancing database performance, and enabling advanced users to fully utilize the database • Automatically importing incident and subject data t1uough a direct link to CAD/RMS database • Using GST Mapper as mapping engine to eluninate the need for maintaining another third-Party GIS program • Generating incident maps with multiple data layers • Identifying and geocoduig incident locations `*? • Compatible with commonly used GIS map data including BSRI shapeSle • Supporting highest level of intcropcrability within and between agencies GENERAL, FUNCTIONS c•ojrtyi? crosvnnd 7fse.wbs?.i Jnc .? 25C-23 • Imporcing_incident (CAD/RMS) data into SQL Server • Hditing'incident records, geocode locations, and customize symbols • Selecting incidents by date, time,-beat, district, incident category • Selecting incidents from any set ofpoint-of-interest locations each as schools, banks, ? shopping centers, restaurants, parks, etc_ t • Exporting maps of selected incidents to shapefile for other mapping applications • ;Identifying incidents witliia a specified distance. from an address or cross streets • Qenerating reports, maps, and abarts of selected records • Exporting data ofs?lected incidents to T3CT, IvIDS, XLS, or DHF formate - - • Bditing attributes ofinnident records • Editing spatial elements ofany ntap layer including point, line, and polygon features ? • Select incidents based on any combination of criteria, i.a. year,. date, time, beat, reporting distant, czime category, incident type, address or cross streets, Point-of- Intereat (7'OI) or landmarks, query statements, and spatial selection. The aeleation ? criteria can be saved to a Sle for future use. ' • Qenarating +arious types ofreports and incident maps. Editing layout window for ' desirable map presentations. - • Keeping decades of historical data in the database end easily changing the starting date for queries. - • Qaeryiag CAD and RivIS databases individually or combined as one table E i; ?vlHeB+OscSDatld Tieliuo%ala, rm. 2 ,_ 25C-24 EXIIIBIT C GST CItI1VI1;IYIAP MOBILE FUNCTIONAL SPECIFICATIONS Copyright 2009 GeoSpatial Technologies, Inc. 3130 S. Harbor Blvd. Suite 430 Santa Ana, CA 92704 Tel: ('714) 434-9936 FaY: (714) 434-9937 1y?v?v.aeosn atlaltech.com June 1, 2009 i • GST CrimeMap Mobile, an add-on module of C3ST Mapper® MDC, is designed for public safety wnd law enforcement agencies to support mission-critical operations is a mobile environment. Provided that broadband wireless communication is available and GST CrimeMap? database server is accessible this extension provides mobile crime- niapping Rinctlons on"the MDC. incident Selection: The-user may select any type of incident from the crime database, and CrimeMap Mobile will show the selected incidents oa the map along with their key attribute information. Daylfime Range: The user may search for incidents that occurred on the cuaent day, .yesterday, last week, last month, or in any time date range. The selected incidents will be retrieved from the database and displayed on the map. mpy?(pA1 4roS}aNa/TrehR?6dls+. /na l 25C-25 Search from Vehicle: Tlar user may search crime incidetrts based oa the current location of the veFiicle if a C3PS device is installed. For instance, the user may search robberies that have occuued within 1 m1e from the vehicle's cuaent location. Search from trecldarrt: The-user may search crime incidents based on the location ofthe r",rrnnr incident that the unit is responding to, provideti'tbat the CAD iriterfiace on the- ' • MDC is available. • Search from Address: The user amy enter an address or? cross streets to search for incidents within a specified distance from the entered location, e_g., all the robberies that . occursed within 1 mile from a given address. . _ -. Searchrom Known Locations: The user may select:any entry from a:list oi'lcaowa locations to show all the incidents that occurred within the specified distance from that location. ? Search Range:. The user may search incidents within 500 R, 1,000 $ 2;000, 4,000 R, or from apull-down list of dift'erent distances. IncidenRs that occuQed within the selected ?? distance $om the specified location will be identified'and displayed. Search Limitation: The user may set a limkatioa on search distance and t}te-maximum n?ber of records to be r*+?*+?*?+Kted from the server. T7iis is to prevent the unintended ' attempt to retrieve a huge amount of data from the server, which will slow dower the wireless oommunication. `?l Cop>r/g1?e C?wSpolfel Tie6noloQles, Jim -i 2 ?ST : 25C-26 EXIEIISIT D cc J? GeoSpaf/a/ Technolog/es, /nc. Software Annual'Maintenance Agreement GeoSpatial Tea)utologies, Inc. (hereinafter referred to as GST) shall. provide aiaintP?A*+?-e and support services under this SoR?vare Annual Maintenance Agreement (heretnaRer referred to as Agreement) for. af- Santa Ana Paltee Department (hereinafter referred to as tltstomor) during the period apgroacimataly _ 2009 through _ 20__, with options to extend For addition 4 years, upon p of the ensue! mafntenaace fee for the products listed In the purchase Contract. L PRODUCTS COVERED GST matateaance and suppprt services ara,provIded only for the sofhvare products `listed?nthe Purchase Contract or Purchase Order with the eatira amount of Software Annual Maintenance Fee paid In !till on or bei'ore the pommeocement of each 12-mpnth period; II. MAINTENANCE AND,SUPPORT GST s1?ll provide mance-and support services to the End User. Maintenance and sappart services shall include, but not limited to: (a) Telephone and E-mail Support: GST will provide telephone and a-mail assistaace? You must provide t3ST with remote access throagh the Interact to the wmputers installed with -GST software By caLing the /;}ST technical supportnumber; you wi11 resoh a +ratpwt g?tppprt analyst.of whom you maq ask questions or soak advice rotating to the use of GST sofhvaio. The analyst will. assist you is - utilizing your GST'so?ltlvare, and in identifying end providing a. work around, if poss1b10. for-any soRvare problems found with GST apA?vero. l3ST support .aervtces do not include herdivarq ttenvorir, operating systems, or third party aoihvato. Support will be provided ?veeltdays from 9:00 a:m. to 6:00 p.m. Pacitie Standard Time, excluding weekends-and holidays. _ . (b) Response Times: ][a rite event that the End User experiences a erlticst syatea±+ faaa? ?ghich.ahall be deeanod to have occurred if the system is down or inoperable, meaning that the 13nd User cannot use the System and/or the System is off line, for longer than 'h hoot, COST she]( reapoad and look into oorrectiag. the problem itnmediatoly npoa receipt of a call for service sad following :the receipt of notification sad rdevaat doeaane»tatipn of rho problem. Por all other nos-critical tm'lurns. C}ST shall respond and attempt to correct tlu: picblem within four (4) boons upon receiptof a call'-for service and ?: following the recetpt:of aoti5cation and relevant documentation or theproblea>_ If problem9 cannot _ be resolved ?vlthin four (4). hours, >tho problem will be automatically escalated to AppHcatEpn Teohaical ]:.cad or the VP of product'lvlanagemeat for resolution. Aftec. consultation between the 1/P *?. ofProduct'Mansgcaleat end support staff, CTST wdl provide a plan of action for resolution to the End User: (c) Bug-.flees and Upgrades: dST will grvvide bog-tikes and upgrades to the GST software ?vhenthey are avat7able at no additional charge daring the term of the nantenance program Customer name 25C-27 • ?sT (d) Caaeetlve Ma;?'-..s.,?e: GST ?vIll provide corrections to the supported soR?yare using Internet connections,. provided you: have a lilgh-speed Internet connection oa your system alio?ving GST remote access.: during standard support hours. (e) GST Traioingc Tha Bad Vser mtder software annual maiatananca program receives 5t1%o discounts for , all treiltingprogrant4-held aC GST's facDity. (? So?vara Customization oral F-nhaaoement: The Bnd User undue the aoR?vara .annual maiateaaaca program receives a 20% discount far any software customization service. Frtd User requested enttancaT?-^-ta or taodificatioas of GST sofl?varo ax+e not" inofadod in tl?e support plan pried. aST agt+ees to review requests from the Bad User and to provide a quote for the requested etthaacetttent based on time sad. cost anticipated. (g) Excluded Service: Tha.maintenance and support described herein doe not include the cauection of " soRware f?ilm?es due to causes beyond the conb+ol of GST and occurring without the fault ar ttegligetica of QST-such as, Uut not limited to act9 of 4od, catastrophe, {aul>;, or ?t:geace of lira End Ustc, operator eQOr, mampulatiors of thn object or source coda (unions approved; by DST in writLag prior to such maaipuiation). use or taisuse of the system or any part thereat: Any arch axchaded service, whether oasita or afP-silo, will 6e provided et the request of the I3nd -User. oat call rates and terms th in act (h) Support of Old SoR?vais: Liners ar+a required to fastaL all updated so8wara aad:any bug:fi?ces ? a . timely manner, including opetatiag system software. If you: tail to 'laeep Your system current, -GIST may tto longer support your system. GST wilt support old releases of a product for twto years attar now releases become avatlalifa. For subsequent. years otter neav releases becomes::avalls6le, if requested by Ettd ,iTsa, (35T tray contimte to support. such old releases for :aa annual, increase. in supportfee of40%. -? (? ?psed S!tPpcrt= If the Eud User inteacls to reae?v maintenance after the ps,evious -aaintenance program iron expired for over hvo (2) months, a suppletttental fee of 50°ib of the annual maintonattoe shall be due GST for"the first year of ttiaintenance follo?ving your aced for maintenance-again, is addition oo the maintenance fen already dun herein (lc) Oa-site appport: On-sate support 3s not covered by the standard software maintecenca support: Per End User's request, GST avill p?;ovida oa-alts support if GST detP?:?es that such support is repaired to resolve the'reported prolalem." ]n thin ease, GST will dispatch one or mare members of its support stab' to your site who will attempt to recreate and. resolve the problem(s) reported. During this lima it is wtPeeted that metnbes of your staff will bn available to answer questioce and provide ittfa?rmation re8e?>og your system, if required. Oa-site snpport wIII ba charged sit G3T net c9!• rates and terms tben'in e[te plas.travel and per diem for GST stallsont oft-s1te. s °' III. SYlSTE7Vi MODIFICATION (e) GST-generated modificaHo <- Changes or.reptocentcnt of the computer equipment, !operating system and ila related so4tavare, 'or other third party softivara may require aST sof?yere-support and/or Caatomer Wawa 25C-28 ?G ST sofi?yato modification to allow t3ST products to work with the nets egaiptnent, operating system, and/o; third party-sothvare. These snpport and/or modification services will be pnivided by GST at i the Bad User's request. at our then quoted prices. - (b) 13nd User-generated modifies na: aST wIIl not be responsible. for any damage to your QST r aeSivare or data caused by upgrades to the. opecating system or replac?P?t ad'.hardwar+e;:without GST s prior soncucreace-that said upgrade would tLnction.properly. Services required ea e result of modifications to QST•s systems itYade by the End UsQ ;are not coa.4idered normal ' --- rnaitttenaaoe and Are iiotara4ided as cart of Q3T•s Ce.fhvw,.. s?.ra...?-:.-....o vmgmm- . (c) Rxt®al'Svste_.±± Mod'fi??tions• In the event any external system 3s modiTied boyond that aatlcipated , by the term of the underlying Sad User License .Agreement, the End User. shall notify GST of Ruch - cbengas immediately upon receipt ofnotiScatIon 6om the respective entity/entitles and request t>iat QST prepare a prvposal:to ansleda s Hato sad cost estimate, for.the work to 6e ped'otmed which constitutes a chengo fivut fhe origineIIy agreed upon configutatian end work description as presented ,? in the underlying Bnd User license Agreement. GST shall.. whin. thirty Cjln days after recedving said notice, flu?niah a written proposal to the Bnd User provided thts regn?ed modifieaHons ar+e comtaecoislly, teohnisally-and practically-feasibly Vp"on receipt ofCiS'I's proposal,'the End User shall determine whether it desires'tba work to be porSorined, and Tf so shall.: issue a Notfae to:Pn4ceed within"ten (i0) days, at ?vhieh tir?:(}ST ?vIIl.perform the accessary modifications fnr'the addi£ional mutually agreed upon compensation: 1V. END USER RLSPONSIBILITIZ3 (a) SoRave_.+? proble_?s and Rrn?ng? The Had User occaato? when QST agrees to limit use of GST mai?enar?ce service to systean so$avare fails to operate !n accordance with the product specifieatfons as deSned la the original putdmsa contrast. To fiicil[tate the problem solving-process, the Sad User agrees. to assist GST is thou-efforts to duplicate the softwarept+oblem by providing a writtenpmlilem report. AddiQonally, t3ST:a?ay ask:that yw famish a IisHog ofsoft?vare.problems tether:tbaacalling on each individual item oya a sboiY period of time so that onraupport team'can better assist you. (b) The End Uaer is respoaslble for ensudag that all.-amounts payable uncle; the software a^"'•'1 meinteaaase pitogrem are recefved by C33T on oar before the comment of the maintaaanca program. 'She End User's fhilure to remit payment to GST for such tzmittteaance services pr+ovlded or to 6e provided shall entitle GST to deny fiariher trmintenaace services to the Bnd ., User. (s) 31lldat?? Tho Bnd t.Taer and all users cf GST software eta responstlale for installing all update'-to ' sottwares hardware, and fixes In a timely manner. Failure to !Deep your system updated can, st (3ST•s sole discretion, result in theinimediate:dlscontian8tion of mairitenenco support,. C? Svc s,t.:.??tration: The Sitd User is rosponaible fcr id®tifying a, System Administrator, m well a"s:a bask up System +°?tfminlsttator, ivho tvLl tLnetioa ea CiST•s prizrmry and.aecondary coataotfor any mainteusnce services to be proVlded under the sofi?vare maintenance laograrn. Such System Admintstnstor, or, In the absence of the Systems Administrator, ibr back up, shall be C36T's sole contact for technical assistance, The System Administrator andbacimp System Administrator-must Customer name 3 fi 25C-29 ?sT i be trained in tho administration of computer hacdtivare, operating system, nehvoddng, and database. -GST support staff' will assist you In identifying system problems as a t1»totioa of maintenance support. However, 3f a problem is identified as a system administraliorn responsibility, further asslsmnce prom GST support staff Is bDled at our then crrrrant hourly rates and terms. v. WARRAlVTIEs (s) :Limited Warranty for Se_?cas Any services being provided to the End User in accordance with tl?e softsva??ymaintana_??a program era otFered on s best-ef!'orts .basis only,. QST may. not be aBla to " resolve service request'-made. Although CJST wilt attempt to provide some guidance and direction, GST Ts sot responsible for resdvirrg issues related tb uet?varlrs, operat7rtg systems, back- end databases cr hardware. It is the End User's respoasibr7ity to keep adequate data backups. GST svilJ aotbe responsible for any tort data. ALL OTH>VR WARRANTTEg L7t [putrr:? IIYIPLU? OR STATUTORY, INCLIIDING ANY -.. WARRANTY OF MERr`trw*rrwu?Ty OR RiTNE83 FOR PARTICULAR PURPOSE, ARE HEREBY EXCLUD]3D. VI. LIMITATION OR LIABILITY The End User's -sole and ®cclusiva remedies for'any.damage ar loss in any ?vay connected with any software or servicr? a+.,.:at,-.r by QST,. after acceptenca of the GST software system, whether by QST's breach of warranty, negligence, ar any other breach of any other duty,. shall be, at QST option, replacameat of. the sofhvara or ro-parformenco of servioe or return or credit of en appx+oprtate porttori;of any payments nmde; or to ba .made, to GST with .respect to -such soR?vare or services. Under no ?n'+!nlst-++^-Q. shall- CiST be liable to you m any other person far a s eats lucid rry p 1, aural, indireot:.or con?equsntlal damages of suy cbaiader, inelt:diag, without limltatlon, damages for loss arf good will, ?k BtoPPa80. oomputar faihae az malfunction, or any and all other commercial damages or losses, .even - if GST has been ;advised of ffia possibility of such potential loss or damage. VII.CHOICE OF LAW Interpretation ofthis Agrearnent shall be governed by the Jaws of the State of California. VIII. STATUTE OF LIMiTATIOIYS .{ ' No-acfioa or claim relating to ai; ariswg out of the software annual maintanaaca program may. be iffitituted more than one (1) year after the event giving rise to such action or claiYn. i i C?utomer name i 4 i 25C-30 C EaCI?IBIT' E SAPD CUSTOMIZED CR17V7EMAP REPORTS GST Scrfot?lteaaest • W??Y Activity ?P? - Query ofprevious week Monday to Sunday -for the following: o Map Portion • Calls For Service -Graduated Color Map ¦ Observed Activity -Graduated-Color Map ¦ Homicide - Dot/Point Map ¦ Robberies - Dot/Point Map Assault with a Deadly Weapon - Dot/Point Map • Shooting into an 0ocupied Dwelling - Dot/Polnt Map • Rafe - Dot/Point-Map ¦ Comazercial/Residantial Burglary - Dot/Pofat Map ¦ Vehicle:Burglary-Dot/Point?Map ¦ Stolen Vehicles - Dot?Point Map • Trall"ic Collisions - Dot/POini'Map Alarm Activations - Dot/Point Map ` Doayestic Violence - Dot/Point Map ¦ Disturbances - Dot/Point Map _ o Chart Portion (Sample Attached) • All the above categories with the fallowing breakdowns • Total Number of (Category). for this week (Conant Year) • Total Number of (Category) for this week (Previous Year) • Percent Change +/-verse this week last year • Percent Chango -}/- verse last week • Percent Change +/- eery-c last 28 days • Category broken down by Day of Week by District - Displaying Percentage. of Category corresponding to each. District and Totals for each'Day cad for each.Distcict • Category broken down by Watch 1 or Watch 3 bry District and Totals for each District and Watch • Pie Chart Displaying Watch breakdown -Watch 1 verse Watch 3 Bar Charts Displaying: o CategoryByDay of Week o 'Category By District o Category Trend (A11 52 Weeks Displayed) • Monthly Activity Report -Query of Monthly Activity for the following: o Map Portion F4'. ?'` `a 25C-31 Calls For Service - draduated Cobr Map. ' ¦ Observed Activity-Graduated Color Map ¦ Homicide - DoNPoint Map n < ¦ Robberies - Dot/Point Map ¦ Assault with a Deadly Weapon - Dot/Point Map _ Shooting into an Occupied DweIIing - Dot/Point Map Rape - Dot/Point Map ¦ Commercial/Reaidential Burglary - Dot!Point Map ¦ Vehicle Burglary- Dot/PointMap • Stoiea Vehicles - DotA?oint Map ¦ Tistl"ic Collisions - Dof/Point MaP Alarm Activations - draduatcd Color Map ' ? Domestic Violence -Graduated Color Map ¦ Disturbances - Graduated Color Map o Chart Portion (Sample Attached) " All the above categories with the following breakdowns • Total Number of (Category) for this Month "(Cnrrecrt Year) • Total Humber of (Category) for this Mnaeh (Previous Year) • Percent Change:-N- tierce this month last yreer • Category Year to Date (Current Year) • Category Year to Date (Previous Year) • P ercent Change +/_ verse yam. to Date • Category broken -down by Day of Week by District - Displaying Percentage of Category corresponding to each District and Totals'for each Day and for each District • Category broken down: by Watch 1 or Watch 3 by District and Totals for each Iistrict and Watch • Pie Chart Displaying. watch breakdown -Watch 1 verse Watch 3 • Bar Charts Displaying. o Category By Day of Week o Category By District ' o Category Trend (All 12 Months Displayed) • Parolees with Photo Citywide o Parolees at 7rarge with photo by District o Parolees to be Released with Photo by District • Probationers with Photo By District o Probationers subject to Search and Set?+•*p with Photo o Probation Violators with photo • Recent Bookings with photo o Adults o Juveniles • Onestsnding IFeloay Warrants with photo Citywide. o long: Members with Photo with Felony Warrants • Registered Sex 08'enders Citywide with Photo ri1 ?. ?J 25C-32 • Sex Offenders with Photo In violation ofrequired registration • Repeat Gaits for Service - 30. day period -with Graduated Symbol 1VIap -and report which includes total quantity per address and Bar Chart • Threshold Analysis ofthe Activity Report Categories • Field Interview Report ' ,'_,? ?, 'aY, 25C-33 ?GST GeoSpallal 7'ochnotog/es• Inc. R?RTRIT F GEOSPATIAL TE?HNOLgGIES, INC. END USER LICENSE: AGREEMENT (EULA) IIVIFORTANT: DO NOT' INSTALL TIC ENCLOSED 30FT'WARE UNTIL -YOU SAVE READ AND AGREED TO THIS I.ICEN$E AGREEMENT. his b a 1leease agr?teot (Agtemnenp betw.eot )oft (Llceases). cad t3ooSpatial Tahndogia. ino. (OS7?. By imts?iog tl>a software aPp. youam em??ttag b the terms of this I!e®e. IFyou do sot epee b the leans of this noa•ermtwlva Lieame Agreement, DO NIOT71k3rAt_r- T'HE SO1rlVVYARL FOr a fVri rofbod, realm tlm SoRwam end aD aoeampmying materials wllhiA aeVea (7) days b toy loeationwlmrs yon obtained prem. 1383BRVATfOPt AND OWNER8A7P AND GRANT OF iC®VSB. QSr mmios eJcdmlve pde etW oavnership of the 3ofhvate appifeattoa lioeaaed fader this Agreerrtenr and, hereby, gFOab io I3eensee a Flt?l. dent®-e?eclosive, noo-ttanafereble lioeote tight to toe the 3o@waro appiieepoa baAd as the tmas aad ooaditioas of tlus A?eaneot ualon diafri• Lieattsee agtem to use reasonabb elfott topmteet the 3oRwem epptleatbrt from anyvpeut}rorisedvke, mA+!od bt+, or pabltoatioa. All rights not apeetRtally ?ntea in this Agrosnrent ere reserved to DST. irfy P AMrTr'R•+ Bleenaee ?7+sme the number of eopiae of the SoRwaro application for which license fees have been paid on each Software applieslioo. 778Ii81'Q'81'PEt27?tt1R ED. Lieeireee sltatl ttot:aell, t?euq lease soblleeme; lend, ttssigo, ttmo-shere,:or trmtsle , in whole or is part, or piovIde uettcattaed thhd - psrLm access toprtor or prtsottt veraloas ofetre Sofiwero oppJicatfoo, ony.ripda}e;.? IJet:rrnoh tigltb under this Agteemeot. • Lieemee;lam not iewatsw eagraeer, datompilq os dtsasaetable the SoRwxrs appli?speeq or make arty atlampt b tmlodc?.ar b)4?ab the aoRwete loaYmdo and /or hasdv+ate hey useq, as oppU®ble, sublet to heal law. • );3oeosee b1rsU >m! make addipoaal coptm oftlm Software appl[capon bbyoad that de;eiibod la We l)sas Fetmdlted seetioa above: • ISoansee a1raLL trotaemove or obsgae aay (337' eepyrigbt or trademark aattoea ??? TI]e Agtament abs1L eutomepeal>,y teamlapb wlthmtt aotiee If r j•?-•••-- £a3ia b oompT,y, wipr anyptov3aioa of this ?•,+?+.?.• Lieeatsee ahaU time m(mta b t'aSr the Software appliotim, apdates, cad aay whole corpatpal copies. coda. toodlficationa, and mergedporl3am fn ®Y? T'he h?bY.sgRe that all provlslonswbidr o3xtare to protect the rights ofCiSr shell remain in foreaastronld bceadr oeetu •.p....--.,...?.?..?.orape¦oaw.maetytyV)mysRUmaseda[eofteeeipLO37`kentlreLsblliryandLiem?seebmmUoiw. ttnrmdy es Ua the Softtvate?applieoflari or tdafcd raateitafs ahdl be, of QSISt option, ether (e) ncputtoftlts patdlieenae fJta or (b). - .. replaee:trtaot df Qie Software ttppllealion. The'Spftwate appltcatien te-ptwiided•as is". CiS'I'doasrwt warrmit, gvamntae ortaakaany: ?? tti?rees?. tfapoas,;egata7Fagtirs rue, or fltn eomlts ofmR of the Software, date, of telafod materiaik In terms ofeorteetrres„-soetaaoy, mliehnity a otlietwtsa l?ttter GSl'tror anyone else wttoltes been invialved in the eieapoty laodrretioa, or delivery oFthe Software npp? ton shat 6e liabi¢ Itor anY dltect. icdiaecS eoosegaenfiai, or inddeatal demagps (indnding damages for iosa of ten p?rcllR Lttemtpltoa. leers oFbualneas information, and file ltke) aridng outof toe mo, rrdstuo, or InebilQyto traa a G37' pzodaet event[ C33r has been aitvI+xd ofthe poasibllity ofweh dnnt?ges t3eeauw spore states do twl allow the eareluden or limitation ofliablitty for e ot• hrdden4d deamgm, tha above limitation ttmy trot apply to pmehasas to weh slates. A>?ment fs bytho laws of We tutted States ofAmedea sad the State otC?lifom3a without tefermeeAO o®fliet of taws pdaelptes rNDHMN[RI A7'ION 13ooosee will, eF ib aole.omt arod eupettge, irtdernnlty. and hold QST end ib o9ioere dinxtor=, empi0yeas, raaoiloes, pgRnta, art end B?fina Lamtlesafrom cod agalastarry and all dolma, loaaoa, damages, j' v?.•, Qoab and e?vssm (itmlVd{ng attorneys. Bma) adshtg ? ? sat ofor related to f3c®see's viniaelao o[tlte cams of this.A?reeatant or the vlolatievt of the terms of lhls Agreement by agypeaon vfio .. furs amass Do the sottwaa application through l:teestsero. - - 7Se'?p4,ilm agree that bfs-tbaatltutes rite sole sad enlbe a8?ars. egrtreeoert of the ptutlds es re the metteraet tottit-he:efn rend sppetsades soy. emderatandlpior,'aad anaagemeab 6etweea the parties mlaHug: hereto and L eH4ctive, valid.aad bitd"mgvpon pre t 25C-34 3130 S. Harbor Bhid. 8ufte 430 G ? ? Santa.4na, CA 92704 - Phone: (7'14)+734-8936 Fax: (714) 434-8937 GeoSpatial Technologies, inc. EXHIBIT G Quote for .Santa Ana Police Department g?q?l GtSi P to t3a sty sy m slangs dng Pert ? QTY un ce Amount - DST Cr4naMeP Pro 6.0, GST CrlmeMap Ute, and GST .?aBle SlN-?tM-ELMS CltmaMap Md?IIa IlydhnRed Stta I..ICerae (NGIa 9) ? S C? CI.I, M ! aw s? t33T CrtrneMap Remote tmptamentatton (Hide 4) Weivad Wrl I X1/SVR-!/VST-t4flAV Settle Arta t? O S 4 !500.00 S -?+ 'SeMee 8V YA-TR:9TN CiST tAtrrtei\tap On-ells T¦ah+Hm friar dav) ¦ , a c.uw_w ¦ 3 d nnn , 1 _ _ 1 ?$mvT^I ? t ------1 - - - s - ev_?n.. Nderr - .. ? The uetl7mFted dta Ifoerme eHovra Ore a8.anaY lb Irtalell aced use the Haled t33T sanvvara prodtrda tvlttrout QmlleHon Tire unHmlted alts Qeeilae sari ony M used by Pa?+urel wlllltrl Sartle Ana POHee Qapartrt¦am. 2 SolbArare Iloenaes are •ubJed to appgmWe salsa tax uNese a apeditc eucemptlon elatue Is N place. 3 Arxnatl OAaditlartenos Fea (AMf7 for l3ST eoflwa¦e Is 2096 of iheortgtrrol Heense tae. AMF paid d[aM le anttlled to tarJV?leal support through entail and teteptwne (M-F, 9:OOANl@OOPM, PS'n, ooRwoare upgrads?g through ills Yea .end discounts for C38T lretning Programs end watornlzaUOn ssrvloes. _ 4 SA?a PtuU provide OST Wtth remote access t0 ImptemaN 09T GTImeMep database end SOfltMBre. s PHees slated above are good for rYrrety (ems dsye from the data of this quolauon. - PaS%mers Temps 8dasene: Cleanse teas moat t¦e patd m full prior b trnphxnentafbon. _ SarvlDeC Dire upon recelpl of trnroloa xfian servlee has Seen delNerod. AMR Payment mual be made In hm prior to oommerteemer¦t of esdt '12artonth plod. Trainhrg:-Payment must be made in 1Yr11 prior to eltartdlrtg OST training pro9rama ,R 'R. { 25C-35 ' 1 .ATTACHMENT 2 - ADDITIONAL INSLmtzn ENDOR??'r' FOR COMMERCIAL GENffiL??_? L En ITY POL ICY Insurance Company This endonaement modifies such insurance as.is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic :Center Plaza, Santa Ana, California 92701; its - officers, employees, agents, volunteers and representatives are named as additional insureds ("additional insureds'? with regal to liability and defense ofsnits arising from the operations -and uses;pe?tfonned.byor anbehalfofthe-named insured: 'T 2. With respect to claims arising out ofthe operations and vase perfoaned by or on ? behalf of the named insured, sgah insorenoe as is afForded by this policy is pruaaryaad is not additional to or contrilinting with any other insurance carved liy or fns the benefit of the additional insureds. 3. This insurance-applies separately#o each insured against whom claim is made or suit is brought. except with respect to the company's limits of liability. The inalusioa of any person or organization as an insured shall not affect any right which such; person or organization:. would have ss a glaimant:if not so inciuded. 4. With respect to the additional insureds, this insurance shall not be cancelied,.or materially reduced in. coverage or limits except alts; thirty (30) days written notice has been given to the Csty of Seats Aua, ZO Civic Center Plaza, Santa ,Ana, Cal;forma 92701. (Complotioa of the following,'including co?ntereignatnre, is required to malts this endorsement effective.). Bfl'ectiva this endorsement form as a part of Policy # Issued to Named Insured Countersigned by Authorized Representative ,:1 ??:' -:. 25C-36