Res No 044-12-13601RESOLUTION NO.
44 -12 -13601
A Resolution authorizing the City Manager to execute a
multi -year contract with Public Safety Corporation (PSC) for
the non - exclusive license to use CryWolf a software
application designed to assist in false alarms with no capital
investment required.
WHEREAS, the City of South Miami Police Department is in the process of
implementing a new Computer Aided Dispatch (CAD) system, making the existing false
alarm program incompatible; and,
WHEREAS, the Public Safety Corporation (PSC) CryWolf software is
currently listed as SunGard Public Sector's only preferred solution provider that
supplies this type of service; and,
WHEREAS, the City desires to contract with Public Safety Corporation (PSC)
for the non - exclusive license to use CryWolf, an integrated suite of software
applications operating in a Windows -based environment, designed to assist false alarm
reduction managers and planners in government agencies and industry in accessing
information relevant to false alarms; and,
WHEREAS, the new CryWolf application is needed to help in alarm
management, reduce false alarms, increase fee and fine collection; and,
WHEREAS, CryWolf is used to track alarms, build alarm histories, generate
letters, and reconcile invoices and payments. In addition, CryWolfs comprehensive
functionality and its ability to seamlessly interface with the City's Computer Aided
Dispatch (CAD) and financial systems, make CryWolf a complete solution for false
alarm management; and,
WHEREAS, Public Safety Corporation (PSC) shall use the reported collection
information to submit monthly invoices to the City for the following percentages of
total monthly collections reported:
Collection Month Percentage Billed
Months I through 24 1 18%
Months 25 through License Agreement Termination 9%
WHEREAS, if the City were to purchase a new false alarm software system,
the capital investment for installation and conversion is estimated to cost $30,000 and
an annual maintenance fee of approximately $3,600.
NOW THEREFORE BE
IT
RESOLVED BY
THE MAYOR AND CITY
COMMISSION OF THE CITY
OF
SOUTH MIAMI,
FLORIDA THAT,
Pg. 2 of Res. No. 44 -12 -13601
Section 1. The City Manager is authorized to contract with Public Safety
Corporation (PSC) for the non - exclusive license to use CryWolf a software application
designed to assist in false alarms using account 001 -1410 -513 -3450, Finance Other
Contractual Services, with a current balance of $4,325.70.
Section 2. This resolution shall take effect immediately upon adoption.
PASSED AND ADOPTED this 21 stday of February , 2012
ATTEST:
_C
TY CLERK
COMMISSION VOTE:
READ AND3 VED AS TO
7
LANG GALITY A
EX UTJ N TEREOF /
CITY ATTORNEY
COMMISSION VOTE. 5 -0
Mayor Stoddard: Yea
Vice Mayor Liebman: Yea
Commissioner Newman: Yea
Commissioner Harris: Yea
Commissioner Welsh: Yea
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER- OFFICE MEMORANDUM
TO: The Honorable Mayor & Members of the CI Commission
FROM: Hector Mirabile, PhD, City Manager
DATE: January 31, 2012 Agenda Item No.:____
SUBJECT* A Resolution authorizing the City Manager to contract with Public Safety
Corporation (PSC) for the non - exclusive license to use CryWolf a
software application designed to assist in false alarms with no capital
investment required.
BACKGROUNDTO The City of South Miami Police Department is in the process of
Implementing a new Computer Aided Dispatch (CAD) system, making
the existing false alarm program incompatible. The Public Safety
Corporation (PSC) CryWolf software is currently listed as SunGard
Public Sector's only preferred solution provider that supplies this type of
service.
The City desires to contract with Public Safety Corporation (PSC) for the
non_ exclusive license to use CryWolf, an integrated suite of software
applications operating in a Windows -based environment, designed to
assist false alarm reduction managers and planners in government
agencies and industry in accessing information relevant to false alarms.
The new CryWolf application is needed, to help in alarm management,
reduce false alarms, increase fee and fine collection.
Furthermore, CryWolf is used to track alarms, build alarm histories,
generate letters, and reconcile invoices and payments. In
addition, CryWolfs comprehensive functionality and its ability to
seamlessly interface with the City's Computer Aided Dispatch (CAD) and
financial systems, make CryWolf a complete solution for false alarm
management.
Public Safety Corporation (PSC) shall use the reported collection
Information to submit monthly invoices to the City for the following
percentages of total monthly collections reported:
Collection Month Perceniaage Billed
Months 1 through 24 18%
Months 25 through License Agreement Termination 9%
If the City were to purchase a new false alarm software system, the
capital investment for installation and conversion is estimated to cost
$34,000 and an annual maintenance fee of approximately $3,600.
ATTACHMENTS* Resolution for approval
Public Safety Corporation (PSC) software license and maintenance
agreement.
Sunguard Public Sector's preferred solution provider letter.
Public Safety Corporation
103 Paul Mellon Court
Waldorf, Maryland 20602
Toll Free: 1- 877 - 729 -9653
www.crywolf.us
ANNUAL END USER SOFTWARE LICENSE AND MAINTENANCE AGREEMENT
This Agreement between Public Safety Corporation (PSC), located at 103 Paul Mellon
Court, Waldorf, Maryland 20602; and, the City of South Miami Finance Department
(End User) with its principal place of business at 6130 Sunset Drive, South Miami,
Florida, 33143.
WHEREAS, PSC has created and markets a patented (U.S. Patent No.
6,856,246), software proprietary product called CryWolf', (also referred to as the
"Software "), an integrated suite of software applications operating in a Windows -based
environment, designed to assist false alarm reduction managers and planners in
government agencies and industry in accessing information relevant to false alarms; and,
WHEREAS, the Software has been developed at PSC's private expense for the
commercial marketplace and is not in the public domain; and,
WHEREAS, the End User desires to obtain a non - transferable, non - exclusive
license to use CryWolf®.
NOW, THEREFORE, the parties agree as follows:
1. Scope of License. The End User is hereby licensed annually, for so long as the
End User continues this Annual End User Software License and Maintenance
Agreement (Agreement), to use the Software on the End User's single system,
network, or multiple independent systems, as stated in Schedule A — Provided
Software Licenses.
2, Support Services to End User. Training, installation and other support
services are to be provided, as outlined in Schedule B — CryWolf Investment
Proposal dated January 30, 2012 ( "Proposal ").
3. Payment. The End User shall pay PSC for license(s) and the Support Services
described and provided all as stated in the Proposal.
4. Technical Support. PSC shall provide End Users with technical support by
telephone, electronically, and by publication for no additional fee as part of this
Agreement (See Schedule A). PSC maintains a website to facilitate its technical
support.
5. Upgrades and Additional Services. The End User and PSC may upgrade, add
to or modify Software or related support services in conjunction with this
Agreement or at a later time by executing a mutually agreed contract supplement.
Last Revised: 05/1/07
South Miami FL CryWolf EndUser License 013012.doc
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
The license for the use of any upgrades to the Software or its documentation
supplied through such agreements shall be covered by the terms of this
Agreement.
6, Changes. The End User may request, by written notice to PSC, an alteration in
the scope or duration of the training, installation and /or support services. All
changes shall be incorporated into this Agreement by the parties' execution of a
mutually agreed contract supplement. No change directive shall vary or otherwise
affect the terms, conditions and provisions of this Agreement except as
specifically set forth in the mutually agreed contract supplement.
T Annual Software License and Maintenance Renewal. Six months after live
software operation begins; the End User shall have the option to continue the
Agreement with PSC exclusively. The annual fee for continuing this software
license and maintenance shall be as stated in the Proposal and shall be paid
directly to PSC. This annual fee shall remain as stated unless custom software
modifications are made at the End User's request, or additional software licenses
are added by executing a mutually agreed contract supplement.
8. Not for Commercial Use or Resale. Use of the Software is limited to use by the
End User. The End User may not use this Software for commercial purposes. The
End User may not resell, or otherwise transfer for value, the Software.
94 Removal, Transfer, or Modification of Software. The End User shall keep all
copies of the Software at the actual site(s) of installation and in no other place
(except that one back -up copy may be kept at the End User's usual location for
keeping computer data back -ups). The End User shall not remove the Software
outside the United States. The End User shall not modify nor authorize
modification of the Software in any manner without express written permission of
PSC.
10. Reproduction and Copyright. The Software is protected under the Copyright
and Patent laws of the United States, and as extended by treaty, Canada. To the
extent permitted by law, the End User may not copy, or allow anyone else to copy
or otherwise reproduce, any part of the Software without prior written consent of
PSC, except to store and /or install a copy of the Software on a storage device,
such as a network server, used only to run the Software on other computers over
an internal network. The Software must be copied as a whole and each copy must
include this Agreement. To the extent permitted by law, all other copying is
prohibited.
11. Limitations on Reverse Engineering, Decompilation and Disassembly. The
End User may not reverse engineer, decompile, or disassemble the Software.
12. Separation of Components. The Software is licensed as a single product. Its
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
ki
component parts may not be separated.
13. Notices of Intellectual Property Rights. The End User shall assure that PSC' s
notices of intellectual property (e.g., patent, trademark, and copyright notices), if
any, shall remain visible on the Software when displayed electronically or when
output created by it is printed out.
14. Warranty and Disclaimer. The Software will perform substantially in
accordance with its accompanying administrative and user manuals, and any
additional End User specifications included in this Agreement. For a period of
one year from the date of this Agreement, PSC agrees to correct or replace, at its
own expense, any software that does not conform to this documentation and
specifications. As to the Software and its documentation, ALL WARRANTIES
OF MERCHANTABILITY OR FITNESS OF USE FOR A PARTICULAR
PURPOSE, EXPRESS OR IMPLIED, EXCEPT FOR THOSE CONTAINED IN
THIS AGREEMENT, ARE DISCLAIMED AND WAIVED BY PSC.
The Software is licensed "as is" and PSC does not guarantee that the Software
will meet'all requirements" of the End User's business or all requirements of the
Software with which it interacts. PSC shall not be responsible for any damages,
consequential or otherwise, that the End User or its employees or agents in the use
of the Software may suffer. (Such damages shall include but not be limited to lost
profits, lost sales, all actions lying in tort, prima facie tort, or any other cause of
action arising out of the use or performance of the Software.)
15, Termination. The software license shall terminate immediately if the End
User does not comply with any term of this Agreement, including but not limited
to, nonpayment of license and maintenance fees, nonpayment of other contracted
for services, removal of the Software to other locations, unauthorized copying of
the Software, or modifying the Software in any manner. The End User may
terminate this license at any time by so indicating in writing to PSC.
16. Return/Destruction of Software. Upon termination, this license shall cease;
all copies of the Software and documentation shall be returned to PSC or
destroyed, at PSC's option. Any use of the Software after termination is not
authorized by PSC and shall be considered by PSC to be infringement of its
intellectual property rights.
17. Protection of PSC Trade Secrets and Intellectual Property. Except as
directed by PSC and permitted under this Agreement, the End User shall not at
any time during or after the term of this Agreement allow the copying of the
Software or its documentation by any person, or permit any other person to
authorize copying or make copies of the Software, its documentation, or any part
of it. The End User shall not decompile, reverse engineer, or disassemble the
Software. Only the End User' s employees or agents understanding the basic
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
El
terms of this license and who are aware of PSC's ownership of the Software shall
have access to any facility for copying the Software or decompiling,
disassembling, or modifying it. PSC hereby grants the right to the End User to
copy the licensed Software as necessary to its hard disks or other such storage
medium to efficiently operate the Software on the End User's single -user system,
multiple -user system, or network, as authorized by this Agreement.
18, Audits. PSC may make reasonable examinations of the End User's computer
installations to ascertain that the End User is complying with the limitations upon
copying stated in this Agreement. If such an examination shows any non -
compliance, PSC may terminate this Agreement, and the End User shall pay all
expenses of such examination.
190 Injunctive Relief. The misuse, copying, or disclosure of the Software will give
rise to irreparable injury to PSC, and leave PSC inadequately compensated in
damages. Accordingly, PSC may seek and obtain injunctive relief against the End
User's breach or threatened breach, in addition to any other legal remedies, such
as suit for copyright infringement, which may be available. The End User further
acknowledges and agrees that these covenants are necessary for the protection of
PSC's legitimate business interests and are reasonable in scope and content.
20. Related Software. This Agreement may be executed concurrently along with
an agreement with other software companies that cover certain application
software that works with the Software. The End User acknowledges that the other
software companies and PSC are each responsible for different functions and that
there are no representations or agreements regarding the Software other than those
contained in this Agreement.
21. Governing Law. The laws of the State of Florida shall govern this Agreement.
22, Assignments, Transfers. This Agreement, the rights, duties, and obligations in
this license, or the Software and its documentation may not be assigned or
transferred by the End User,
23, Notices. Notices to parties shall be at the addresses stated above.
24. Consent to Jurisdiction, Venue, and Service. All legal proceedings relating to
the subject matter of this Agreement shall be maintained in courts sitting within
Miami -Dade County, State of Florida. The End User consents and agrees that
jurisdiction and venue for such proceedings shall lie exclusively with such courts.
Service of process in any such proceeding may be made by certified mail, return
receipt requested, addressed to the party where it is to receive notice.
25. Severability. If any provision of this Agreement is held invalid or otherwise
unenforceable, the enforceability of the remaining provisions shall not be
impaired
Public Safety Corporation
Annual End User Software License and Maintenance Agreement Page
5
26, No Waiver. The failure by any party to exercise any right stated in this
Agreement shall not be deemed a waiver of the right.
27. Complete Agreement. ` This Agreement sets forth the entire understanding of the
parties as to the Agreement's subject matter and may not be modified except by
further written agreement.
WHEREAS, the parties have executed this Agreement on the dates indicated
below.
Date: 2J� y Ztl 1,
Public Safety Corporation
By:
Chief Executive Officer
City of South Miami, Florida
Finance Department
By: c
���'CTn2 lLJ12AJ31GC- i ��+ �%-
[Name and Title]
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
3
SCHEDULE A — PROVIDED SOFTWARE LICENSES
Wool
One (1) Full CryWolf License — Each License provides full time use on one Personal
Computer Workstation, including telephone and webcast support (M -F, 9am — 5pm, EST,
excluding Federal holidays) and standard software updates.
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
7
SCHEDULE B — CRYWOLF® INVESTMENT PROPOSAL
South Miami, Florida
CryWole False Alarm System
Quote
(As of January 30, 2012)
Firm until 3/16/12
Complete proposal includes Attachments A, B, and C
INVESTMENT PROPOSAL
CRYWOLF®
FALSE ALARM REDUCTION PROGRAM SOFTWARE
Services and Software
7va� (� C.,z'�%� F aiM R � Aa� z i x { '}".(i $N
Project Kickoff, Software and CAD Configuration
PSC Offices
Training, System Testing and Go -Live Assistance
South Miami
Total Services & Ex erises
Software License 2
Web Registration and Citizen Access (ASPX Pa es)3
PSC Offices
1 The Software implementation services are designed to result in South Miami
being able to place the latest released version of the CryWolf® Software (as of the
date the Software is first installed) in live production to support enforcement of
the current South Miami Alarm Ordinance,
2 One (1) Full CryWolf® Software License for installation on one South Miami
workstation. The Software excludes MS SQL Server database software license(s)
and SunGard CAD Interface software, as required by South Miami.
Investment Terms (Revenue Sharing) "No Upfront City Investment Required
Beginning with the month collections are first received on invoices generated by the
CryWolf® System, the City of South Miami ( "City ") would follow the following
payment procedures for each month ( "Collection Month "):
1. Within ten (10) days following the end of each month, the City of South Miami
shall report to PSC via email the amount of its alarm- related collections for the most
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
E'3
recent completed month using the CryWolf® System Tally Report format. These
collections shall include, but may not be limited to, all monies received by the City
for Alarm Permit and Renewal fees, False Alarm Charges, Late fees and related
penalties.
2. PSC shall use the reported collection information to submit monthly invoices to
the City of South Miami for the following percentages of total monthly collections
reported.
Collection Month Percentage Billed
Months 1 through 24
INE
Months 25 through License Agreement Termination 9%
All invoices will
be due
and
payable within 30 days (net 30 terms). Late payments are
subject to
a 2 % monthly
fee.
The above bills exclude any applicable taxes.
NOTES.
The above investment excludes any applicable taxes.
The investment does not include Microsoft SQL Server database license(s) which
shall be provided by the City of South Miami.
These prices exclude Computer Hardware and Operating System Software which
shall be provided by South Miami.
These prices do not include the SunGard developed "CryWolf Interface" to be used
by South Miami for extracting false alarm incident information from the SunGard
CAD /911 system. The City will need to obtain this interface from SunGard. PSC
will provide the software between CryWolf and the alarm files created by the
SunGard "CryWolf Interface ". If the City desires to begin using CryWolf before the
SunGard CAD system is implemented, the City can extract false alarm incident files
from the current CAD system in an electronic format agreed upon by PSC.
These prices exclude Computer Hardware and Operating System Software which
shall be provided by South Miami. See Schedule D for Recommended Minimum
specifications.
The Alternative Revenue Share Percentages are firm for the life of the Agreement
based on several conditions.
• The South Miami Alarm Ordinance fee /charge schedules remain in
substantially the same form as enacted as of the date of this Agreement,
Public Safety Corporation
Annual End User Software License and Maintenance Agreement Page
9
• South Miami adopts a fair, but firm approach to appeals resulting in alarm
fines generally being upheld on appeal;
• South Miami actively supports enforcement of the Alarm Ordinance, including
support of the proactive collection of all fine amounts owed.
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
IN
ATTACHMENT A — PROVIDED SERVICES
Installation and Training Services
Installation Preparation (off -site, includes interface to alarm data file (in ASCII
text format) extracted by South Miami from the OSSI CAD system using the
SunGard "CryWolf Interface" or a CAD data extraction software routine provided
by South Miami.
Software Installation Assistance including consulting on web page
implementation
On -site (at South Miami offices) Training (Administrative Training and Operator
Training — See Schedule E - Training Specifications)
On -site Go Live Assistance resulting in an operational system
Off -site post - installation support for so long as this CryWolf License Agreement
is continued by South Miami)
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
IN
ATTACHMENT B - RECOMMENDED MINIMUM HARDWARE
SPECIFICATIONS
Server
RAM Memory:
Speed:
Hard Drive:
CD/DVD
2.OGB
2.OGHz
120GB (40 GB Free)
Local Area Network connection to designated workstations
Win2000 /Win2003/Win2008 Operating System
SQL Server 7, 2000, 2005 or 2008 Database Software
Workstations
RAM Memory:
Speed
Hard Drive:
CD/DVD
2.OGB
2.OGHz
20GB (500MB Free)
15" Monitor (1024 x 768 resolution)
Windows 2000, XP, Vista or Windows 7 Operating System
Em
At least one workstation should have access to Microsoft Word software to facilitate
letter preparation and software support.
Public Safety Corporation
Annual End User Software License and Maintenance Agreement
12
ATTACHMENT C — STANDARD TRAINING SESSIONS
Administrator Training Session
This training can take place in a classroom setting or in an office area that would be
comfortable for 3 - 4 persons. The Administrator(s) is in charge of setting all of the
defaults in the program, providing access rights for users of CryWolf®, making sure that
the information set up in maintenance interprets the jurisdictions ordinance, allows for
the creation of unlimited letters to be used within the program and other program
maintenance functions. The Administrator(s) of the program should also plan on
attending the Operator Training so that all aspects will become familiar. This would also
allow an Administrator to train additional trainers, if needed (Train the Trainer).
Administrator Training takes one to two days, depending on complications with the
ordinance and /or conversion of data.
User /Operator (Alarm ManaLyement System Operators) Training
The User /Operator Training can take place in a classroom setting or at the actual
workstations of the users. Four (4) to five (5) users and/or administrators is a
comfortable number for this training. All aspects of the program are covered, such as
entering registrations for alarm companies and registrants with alarm systems, processing
alarms, using the payment module, learning about adjudications and appeals, the creation
of many built -in reports, methods of making corrections, and other operating functions.
SUNGARD" PUBLIC SECTOR
www.sungardps.com • 407.309- 3235.800.727 -8088 toll -free
January 31, 2012
Alfredo Riverol, CPA Cr.FA
Chief Financial Officer
Finance Department
City of South Miami
6130 Sunset Drive
South Miami, FL 33143
Dear Riverol:
SunGard Public Sector is currently enhancing our Strategic Alliance program to better serve
our customers and the solution providers we work with. This letter describes the
responsibilities of a Preferred Solution Provider that offers a solution that interfaces with
SunGard Public Sector software.
Over the past 25 years SunGard Public Sector Solution Provider members-have enjoyed
success in collaborating with SunGard Public Sector and the communities we serve.
We understand you are considering purchasing a solution from AOT Public Safety Corporation
. CryWoIf False Alarm tracking. They are currently listed as SunGard Public Sector's only
Preferred Solution Provider that supplies this type of service. Some of the Preferred
Solution Provider requirements are listed below.
To be a Preferred SunGard Public Sector Solution Provider, ,a vendor must.
• Have a current Preferred Solution Provider agreement with SunGard Public Sector
• Have a local government and municipal focus
• Be sponsored by at least one current SunGard Public Sector customer
• Have implementation and 151 and 2nd level support services
• . Offer software products that extend or enhance SunGard Public Sector products and are a
natural fit for integration with our products
a Complete integration according to SunGard Public Sector best practices
Provide at least 1 day of training per year for SunGard Public Sector Sales and Support
Provide SunGard Public Sector support and sales with complete product documentation
for each approved software release
SunGard Public Sector strives to build relationships that provide our customers with the best
possible solutions, We are committed to customer success, and we constantly look for new
ways to help government work better.
Sincerely,
David Haas
Strategic Alliance Manager
SunGard Public Sector Inc.
d'avid.haas @sungardps.com
800.727.8088 x3195
SunGard Public Sector Inc. a 1000 Business Center Drive • Lake Mary, FL 32746 • www.sungardps.com
ti
W CN$� �T�Y Ory00d ON�
cc
o6ma =w Emwo4%'p6d N °�
UJ
? cQNaNY 'ovm m mymro�a�_cooe o p�'.ffiy�
�4 a�,9 �' `o c_ o .'%.- p_�(gcc $��L"` -° a,c�•m z :S w'
'S2 1; g
r�Mn yNO N,•.•. -c6 Z �- Q :2 'Dp C Am W Nlnm9 C E �O
y„ m v ro aR.. O ¢ ui°i= °.ZA 19 p9'E
,�a °
x m.. o f a°cou m I-
�T� Q y�Zm 6m,� aw ro�44 CVn52,g C R
pp
c§ mm._n xZ C "ro">•cc �• -n,i'i ¢ m
W N C
Hiz
,NO J ql m U Xp N O vrG O�w qt m
t¢-O �JQ
NV