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CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER-OFFICE MEMORANDUM
Honorable Mayor Stoddard and Membe1rs f the Commission
Hector Mirabile, Ph. D. City Manage'! '
Orlando Martinez de Castro, Chief of P liciJl(l, 9'
August 4, 20 II Agenda Item No. -----ll-
Software Maintenance Agreement
South Miami
Florida
2:001
The South Miami Police Department's Public Safety Communications
System is outdated and needs to be upgraded to be comprised of the
following Baseline Components Systems: Computer Aided Dispatch
System (CAD), Records Management System (RMS) and Field Base
Reporting System (FBR) that must be maintained, improved and supported
by SunGard Public Sector Inc, the parent company of Open Software
Solutions, Inc. (OSSI)
The City of South Miami is requesting to execute a Software Maintenance
Agreement with SunGard Public Sector Inc.
The term of the Software Maintenance Agreement is 5 years with a total
of $175,000. The amounts noted shall be payable as follows:
• Year I
• Year2
• Year 3
• Year4
• Year 5
$0.00
$ 25,000.00
$ 35,000.00
$ 45,000.00
$ 70,000.00
Account Number: The annual payment for this purchase was included in 2011-2012 budget
001-1910-521-3450 Contractual Services.
Backup
Documentation: • Software Maintenance Agreement
• Proposed Resolution
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RESOLUTION NO.: ________ _
A Resolution authorizing the City Manager to enter into an
agreement with SunGard Public Sector Inc., a sole source vendor for
Software Maintenance for a five year period, with the first annual
maintenance fee payment to be included in the purchase of the
Software License and years two (2) through five (5) to be paid annually
from account number 001-1910-521-3450 (Contractual Services) in
pre-negotiated escalating terms; providing for an effective date
12 WHEREAS, the new SunGard Public Sector Police Department Communications
13 software will increase efficiency related to critical dispatching of calls for service, field reporting
14 and records management of data; and
15
16 WHEREAS, the SunGard Public Sector Inc. Software Maintenance Agreement is
17 necessary for the improvements and support of the new SunGard Public Sector Police
18 Communications software; and
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20 WHEREAS, improvement fees for years two (2) through five (5) of the maintenance agreement
21 will be as follows for each subsequent year: $25,000.00, $35,000.00, $45,000.00 and $70,000.00
22
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24 NOW, THEREFORE, BE IT ORDAINED BY THE MAYOR AND CITY
25 COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA THAT:
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Section I. The City Manager is authorized to enter into the attached Maintenance
Agreement for the total sum of $175,000.00 with SunGard Public Sector Inc. for a
five-year Software Maintenance Agreement to be paid from Account No. 001-1910-
521-3450 (Contractual Services).
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Section 2. That this resolution shall take effect immediately upon approval.
34
35 PASSED AND ADOPTED this, ___ day _______ 2011
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38 ATTEST: APPROVED:
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41 City Clerk Mayor
42
43 Read and approved as to Form, Language, COMMISSION VOTE:
44 Execution and Legality: Mayor Stoddard:
45 Vice-Mayor Newman:
46 Commissioner Palmer:
47 City Attorney Commissioner Beasley:
48 Commissioner Harris:
SOFTWARE MAINTENANCE AGREEMENT
BETWEEN
SunGard Public Sector Inc.
a Florida corporation
with headquarters at:
1000 Business Center Drive
Lake Mary, FL 32746
("SunGard Public Sector")
AND
City of South Miami
6130 Sunset Drive
South Miami, FL 33143
(for purposes of this Agreement, "Customer")
By the signatures of their duly authorized representatives below, SunGard Public Sector and Customer,
intending to be legally bound, agree to all of the provisions of this Agreement and all Exhibits,
Supplements, Schedules, Appendices, and/or Addenda to this Agreement.
City of South Miami, FL
BY: ----------------------
PRINT NAME: ___________ _
PRINT TITLE: _____________ _
DATE SIGNED: ___________ __
SunGard Public Sector Inc.
BY: -----------------
PRINT NAME
AND TITLE:
DATE SIGNED: ______________ _
READ AND APPROVED AS TO FORM, LANGUAGE, LEGALITY AND EXECUTION THEREOF:
CITY ATTORNEY DATE
Page 1 016
SPS Maintenance 7/1/2010
T HIS AGREEMENT is entered into between SunGard Public Sector and Customer on the Execution
Date.
SunGard Public Sector and Customer have entered into a Software License and Services Agreement
dated as of the Execution Date (the "License Agreement") for the Software. Customer desires that
SunGard Public Sector provide Maintenance and Enhancements for and new releases of the Baseline
Software identified in Exhibit 1 on the terms and conditions contained in this Agreement, and for the
Custom Modifications identified in Exhibit 1 on the terms and conditions of this Agreement. Accordingly,
the parties agree as follows:
1. Incorporation By Reference. Sections 1
(Definitions), 8 (Confidential Information) and
11 through 15, inclusive (Notices, Force
Majeure, Assignment, No Waiver and Choice
of Law; Severability, respectively) of the
License Agreement are incorporated into this
Agreement by this reference as fully as if
written out below. If any provision
incorporated by reference from the License
Agreement conflicts with any provision of this
Agreement, the provision of this Agreement
will control.
2. Additional Definitions.
"Commencement Date" means the
date specified in Exhibit 1 as the
"Commencement Date."
"Contract Year" means, with respect to
each Baseline Component System and
Custom Modification, each one (1) year period
beginning on the Commencement Date or the
anniversary thereof, and ending one (1) year
thereafter.
"Custom Modification" means a change
that SunGard Public Sector has made at
Customer's request to any Component
System in accordance with a SunGard Public
Sector-generated specification, but without
any other changes whatsoever by any person
or entity. Each Custom Modification for which
SunGard Public Sector will provide Customer
with Improvements is identified in Exhibit 1.
"Defect" has the meaning ascribed to
that term in the License Agreement, and
further, with regard to each Custom
Modification, means a material deviation
between the Custom Modification and the
SunGard Public Sector-generated
specification and documentation for such
Custom Modification, and for which Defect
Customer has given SunGard Public Sector
SPS Maintenance 7f1/2010
enough information to enable SunGard Public Sector
to replicate the deviation on a computer configuration
that is both comparable to the Equipment and that is
under SunGard Public Sector's control.
"Enhancements" means general release (as
opposed to custom) changes to a Baseline
Component System or Custom Modification which
increase the functionality of the Baseline Component
System or Custom Modification in question.
"Improvements" means, collectively,
Maintenance, Enhancements and New Releases
provided under this Agreement.
"Maintenance" means using reasonable efforts
to provide Customer with avoidance procedures for or
corrections of Defects. The hours during which
Maintenance will be provided for each Component
System, the targeted response times for certain
defined categories of Maintenance calls for each
Component System and Custom Modification, and
other details and procedures (collectively, the
"Maintenance Standards") relating to the provision of
Maintenance for each Component System and Custom
Modification are described in attached Exhibit 2.
"New Releases" means new editions of a
Baseline Component System or Custom Modification,
as applicable.
"Notification" means a communication to
SunGard Public Sector's help desk by means of: (i)
SunGard Public Sector's web helpline; (ii) the
placement of a telephone call; or (iii) the sending of an
e-mail, in each case, in accordance with SunGard
Public Sector's then-current policies and procedures
for submitting such communications.
3. Services.
(a) Types of Services. During the term of this
Agreement, SunGard Public Sector will provide
Customer with Maintenance for, Enhancements of,
and New Releases of each Baseline Component
Page 2 of 6
System and each Custom Modification
identified in Exhibit 1.
(b) Limitations. All Improvements will be
part of the applicable Baseline Component
System/Custom Modification, and will be
subject to all of the terms and conditions of
the License Agreement and this Agreement.
SunGard Public Sector's obligation to provide
Customer with Improvements for Baseline
Component Systems owned by parties other
than SunGard Public Sector is limited to
providing Customer with the Improvements
that the applicable third party owner provides
to SunGard Public Sector for that Baseline
Component System. Customer must provide
SunGard Public Sector with such facilities,
equipment and support as are reasonably
necessary for SunGard Public Sector to
perform its obligations under this Agreement,
including remote access to the Equipment.
4. Payment and Taxes.
(a) Maintenance Fees. For the
Improvements, Customer will pay SunGard
Public Sector the amount provided for in
Exhibit 1 as the "Payment Amount" for years
two -five (2-5). For each Contract Year
subsequent the fifth Contract Year, SunGard
Public Sector reserves the right to increase
the Improvements fees. Fees for
Improvements for a Baseline Component
System/Custom Modification are due on the
first day of the first month of the Contract Year
for that Baseline Component System/Custom
Modification.
(b) Additional Costs. Customer will also
reimburse SunGard Public Sector for actual
travel and living expenses that SunGard
Public Sector incurs in providing Customer
with Improvements under this Agreement, with
reimbursement to be on an as-incurred basis.
Such travel and living expenses will be
governed by SunGard Public Sector's
Corporate Travel and Expense
Reimbursement Policy, will be invoiced on a
monthly basis in arrears and due within thirty
(30) days from the date of invoice. Customer
will also reimburse SunGard Public Sector for
all charges incurred in connection with
accessing Equipment.
(c) Taxes. Customer is responsible for
paying all taxes (except for taxes based on
SunGard Public Sector's net income or capital
stock) relating to this Agreement, the
$P$ Maintenance 7/1/2010
Improvements, any services provided or payments
made under this Agreement. Applicable tax amounts
(if any) are NOT included in the fees set forth in this
Agreement. If Customer is exempt from the payment
of any such taxes, Customer must provide SunGard
PubliC Sector with a valid tax exemption certificate;
otherwise, absent proof of Customer's direct payment
of such tax amounts to the applicable taxing authority,
SunGard Public Sector will invoice Customer for and
Customer will pay to SunGard Public Sector all such
tax amounts.
(d) Late Charges. Customer will pay each
SunGard Public Sector invoice by no later than thirty
(30) days after receipt. Late payments are subject to a
late charge equal to the lesser of: (i) the prime lending
rate established from time to time by Citizens Bank,
Philadelphia, Pennsylvania plus three percent (3%); or
(ii) the highest rate permitted by applicable law.
5. Term. This Agreement will remain in full force
and effect throughout the initial Contract Year. After
the initial Contract Year, this Agreement will renew for
an additional Contract Year unless, at least six (6)
months prior to the expiration of the initial Contract
Year, Customer notifies SunGard Public Sector in
writing of Customer's intent not to renew the
Agreement for the second Contract Year. After the
second Contract Year, this Agreement will
automatically be extended for consecutive Contract
Years on a year-to-year basis unless either party
notifies the other in writing of its intent not to extend
this Agreement for any particular Baseline Component
System/Custom Modification at least six (6) months
prior to the expiration of the then-current Contract
Year.
6. Disclaimer of Warranties. Customer agrees and
understands that SUNGARD PUBLIC SECTOR
MAKES NO WARRANTIES WHATSOEVER,
EXPRESSED OR IMPLIED, WITH REGARD TO ANY
IMPROVEMENTS AND/OR ANY OTHER MATTER
RELATING TO THIS AGREEMENT, AND THAT
SUNGARD PUBLIC SECTOR EXPLICITLY
DISCLAIMS ALL WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE. FURTHER, SUNGARD
PUBLIC SECTOR EXPRESSLY DOES NOT
WARRANT THAT A COMPONENT SYSTEM, ANY
CUSTOM MODIFICATION OR ANY
IMPROVEMENTS WILL BE USABLE BY
CUSTOMER IF THE COMPONENT SYSTEM OR
CUSTOM MODIFICATION HAS BEEN MODIFIED
BY ANYONE OTHER THAN SUNGARD PUBLIC
SECTOR, OR WILL BE ERROR FREE, WILL
OPERATE WITHOUT INTERRUPTION OR WILL BE
COMPATIBLE WITH ANY HARDWARE OR
Page 3 of6
SOFTWARE OTHER THAN THE
EQUIPMENT.
7. Termination. A party has the right to
terminate this Agreement if the other party
breaches a material provision of this
Agreement. Either party has the right to
terminate this Agreement at any time while an
event or condition giving rise to the right of
termination exists. To terminate this
Agreement, the party seeking termination
must give the other party notice that describes
the event or condition of termination in
reasonable detail. From the date of its receipt
of that notice, the other party will have thirty
(30) days to cure the breach to the reasonable
satisfaction of the party desiring termination.
If the event or condition giving rise to the right
of termination is not cured within that period,
then the party seeking to terminate this
Agreement can effect such termination by
providing the other party with a termination
notice that specifies the effective date of such
termination. Termination of this Agreement
will be without prejudice to the terminating
party's other rights and remedies pursuant to
this Agreement.
8. LIMITATIONS OF LIABILITY.
(a) LIMITED LIABILITY OF SUNGARD
PUBLIC SECTOR. SUNGARD PUBLIC
SECTOR'S LIABILITY IN CONNECTION
WITH THE IMPROVEMENTS OR ANY
OTHER MATTER RELATING TO THIS
AGREEMENT WILL NOT EXCEED THE
FEES THAT CUSTOMER ACTUALLY PAID
TO SUNGARD PUBLIC SECTOR FOR THE
SP$ Maintenance 7/1/2010
IMPROVEMENTS FOR THE YEAR THAT SUCH
LIABILITY ARISES.
(b)
FORTH HEREIN FAILS OF ITS ESSENTIAL
PURPOSE OR OTHERWISE, IN NO EVENT WILL
SUNGARD PUBLIC SECTOR BE LIABLE TO
CUSTOMER FOR ANY SPECIAL, INCIDENTAL, OR
CONSEQUENTIAL DAMAGES, WHETHER BASED
ON BREACH OF CONTRACT, TORT (INCLUDING
NEGLIGENCE), PRODUCT LIABILITY, OR
OTHERWISE, AND WHETHER OR NOT SUNGARD
PUBLIC SECTOR HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGE.
(e) BASIS OF THE BARGAIN. CUSTOMER
ACKNOWLEDGES THAT SUNGARD PUBLIC
SECTOR HAS SET ITS FEES AND ENTERED INTO
THIS AGREEMENT IN RELIANCE UPON THE
LIMITATIONS OF LIABILITY AND THE
DISCLAIMERS OF WARRANTIES AND DAMAGES
SET FORTH IN THIS AGREEMENT, AND THAT THE
SAME FORM AN ESSENTIAL BASIS OF THE
BARGAIN BETWEEN THE PARTIES.
9. Entire Agreement. This Agreement contains the
entire understanding of the parties with respect to its
subject matter, and supersedes and extinguishes all
prior oral and written communications between the
parties about its subject matter. Any purchase order
or similar document which may be issued by
Customer in connection with this Agreement does not
modify this Agreement. No modification of this
Agreement will be effective unless it is in writing, is
signed by each party, and expressly provides that it
amends this Agreement.
Page4of6
EXHIBIT 1
Customer: City of South Miami, FL
Commencement Date: Execution Date (or anniversary thereof)
CONTRACT YEAR: The initial Contract Year begins on the Commencement Date and ends one year thereafter.
Improvements for the initial Contract Year are provided at no charge. Each subsequent Contract Year begins on the
anniversary of the Commencement Date.
IQty Part.
CAI).T2
RMS-CA
H-S
BASE ~' SYSlEM 11ER-2
FIRS I GADML~~~
IADDIll( iAl:Ciii5MAPDISPLAY LICENSE
E911 IN ,RFACE MODULE
'LAN Cli LICENSE f( , SWITCH
,CAD RESOURCE I
~ ~o.o.c'"-<v
,BASIC ,-:
) BASE SERVER LICENSE
,CRIME I
iRMS MAP DISPLAY AND' I
:-20
'AND I : MODULE-'
~
iE~ER "vro,,~"" UP TO 50
MFR~
'CLIENT-I~
I n~
I I
IDttE FOI FIELD """V" HN<3 UPTO 50
IX24
7X24
7X24
7X24
5X"
5X11
'x"
5X11
5X11
5X11
'X'4
7X.
5X
5X
5X
(1
Improvements fees are due thirty (30) days prior to the commencement of the Contract Year for which such fees are
being remitted. Improvement fees for Contract Years 2-5 are as noted above. Improvement fees for any Contract
Year subsequent to the fifth full Contract Year will be at then prevailing rates and are subject to change and will be
specified by SunGard Public Sector in an annual invoice. Annual increases for Improvement fees subsequent to the
fifth full contract year shall not exceed five percent (5%).
APPLICABLE TAXES ARE NOT INCLUDED IN THIS EXHIBIT 1, AND, IF APPLICABLE, WILL BE ADDED TO
THE AMOUNTIN THE PAYMENT INVOICE(S) BEING SENT SEPARATELY TO THE CUSTOMER.
Page 5 of6
SPS Maintenance 7/1/2010
EXHIBIT 2
Maintenance Standards
I. Hours During Which SunGard Public Sector's Telephone Support Will be Available to Customer in
Connection with the Provision of Maintenance: As indicated in the "Support Type" column in Exhibit 1.
"7x24" means Seven (7) days per week, 24 hours per day. "5x11" means Monday through Friday, 7:00 A.M.
to 6:00 P.M. Continental US Local Time excluding holidays.
II. Targeted Response Times. With respect to SunGard Public Sector's Maintenance obligations, SunGard
Public Sector will use diligent, commercially reasonable efforts to respond to Notifications from Customer
relating to the Baseline Component Systems/Custom Modifications identified in Exhibit 1 of this Agreement in
accordance with the following guidelines with the time period to be measured beginning with the first
applicable SunGard Public Sector "Telephone Support" hour (that is, based upon whether SunGard Public
Sector provides 7x24 or 5x11 Support for the Baseline Component System/Custom Modification in question)
occurring after SunGard Public Sector's receipt of the Notification:
2-High
emergency situation in which the is not
performing a process which has caused a complete work stoppage
and no workaround eXists, revenue is impacted, or data is
corrupted.
A support issue i
completion of a critical process where an "Acceptable" workaround
is available. An issue that is non-critical and no workaround is
available will be considered Medium priority.
i Low not affect
processing. This may include cosmetic issues, general questions,
and how to use certain features of the system.
24 hours
Notes: (1) For purposes of these targets, a "response" will mean as an initial contact from an SunGard
Public Sector representative to Customer to begin evaluation of the problem reported under one of the
categories of calls identified above; (2) As a prerequisite to SunGard Public Sector's obligation to respond to
Customer, Customer must follow SunGard Public Sector's then-current processes (such as the dialing of a
particular phone number, the categorization of a particular problem, etc.) when submitting its Notification.
Page 6 of6
SPS Maintenance 7/1/2010
MIAMI DAILY BUSINESS REVIEW
Published Daily except Saturday, Sunday and
Legal Holidays
Miami, Miami-Dade County. Florida
STATE OF FLORIDA
COUNTY OF MIAMI-DADE:
Before the undersigned authority personally appeared
MARIA MESA, who on oath says that he or she is the
LEGAL CLERK, Legal Notices of the Miami Daily Business
Review f/kla Miami Review, a daily (except Saturday, Sunday
and Legal Holidays) newspaper, published at Miami in Miami-Dade
County, Florida; that the attached copy of advertisement,
being a Legal Advertisement of Notice in the matter of
CITY OF SOUTH MIAMI
PUBLIC HEARING -AUGUST 16, 2011
in the XXXX Court,
was published in said newspaper in the issues of
08/05/2011
Affiant further says that the said Miami Daily Business
Review is a newspaper published at Miami in said Miami-Dade
County, Florida and that the said newspaper has
heretofore been continuously published in said Miami-Dade County,
Florida, each day (except Saturday, Sunday and Legal Holidays)
and has been entered as second class mail matter at the post
office in Miami in said Miami~Dade County, Florida, for a
period of one year next preceding the first publication of the
attached copy of advertisement; and affiant further says that he or
she has neither paid nor promised any person, firm or corporation
any discount. rebate. commission or refund for the purpose
of secur!n . icalion in the said
n er.
n subscribed before me this
05 day of AUGUST ,A.D. 2011
~£~ ....
(SEAL)
MARIA MESA personally known to me
THE MIAMI HERALD I MiamiHerald.com
TOWN OF CUTLER BAY
NOTICE OF PUBLIC HEARING
The Town of Cutler Bay shall conduct a council meeting on Wednesday, August 17, 2011 at 7:00 p.m.
at the Town of Cutler Bay Town Center, Town CouneU Chambers. 10720 Caribbean Boulevard, Cutler Bay,
Florida 33189. During tills meeting, the council wll! hold a public hearing to consider the followIng on
second reading:
AN ORDINANCE OF THE MAYORANDTOWN COUNCIL OFTHE
TOWN OF CUTLER BAY, FLORIDA, AMENDING ORDlNAI."'{CE
11)..13 RELATL.'I,{G TO BURGLAR ALARM. REGISTRATION;
PROVIDING FOR A WA.RJ.~ING PERIOD, AND PROVIDING FOR
AN EFFECTIVE DATE.
All persons are invited to appear at this meeting, or to be represented by an agent, orto express their views
in writing addressed to the town council c/o of the town clerk, 10720 Caribbean Boulevard. Suite 105,
Cutler Bay, FL 33189. The documents pertaInIng to thIs public hearing may be Inspected atthe office oftne
town clerk during regular working hours. Inquiries may be dIrected to the town clerk at (305) 234·4262.
The abQve items may be continued at this meeting and, under such circumstances, additlonallegaf notice
would not be provided. Any person may contact the town clerk for information as to the status of this Item
as a result ofttre meeting.
Pursuant to Section 286.01 OS, Florida Statutes, if any person decides to appeal any decision by the town
council with regard to this or any matter, he/she wm need 10 ensure that a verbatim record of the proceedings
Is made, whIch recortl Includes the testimony and evidence upon whIch the appeal1s to be based. ThIs
notice does not constitute consent by the town for the introduction or admission of otherwise inadmissible
evidence, nor does it authorizes challenges or appeals not otherwise allowed by law. In accortlance with
theAmerlcans with DisabilitiesAct of 1990, persons needing special accommodation (or hearing impaired)
to particIpate In thIs proceeding or to review any documents relative thereto should contact the town clerk
for assistance at (305) 234·4262 no later than four (4) days prior to the proceedings.
CITY OF SOUTH MIAMI
COURTESY NOTICE
Esther B. Coulson, CMC
Town Clerk
NOTICE IS HEREBY given that the City Commission of"the City of SOIl!lI Miami, Florida Will conduct Public Hearings
at Its regular CIty CommissIon meetIng s<:heduled forJuesday. Aug!!st 16, 2911. beglnnlng at 7:30 p.m., In the City
CommIssion Chambers, 6130 Sunset Drive, to consider the folfowlng Itemls):
An Ordinance amendIng Chapter 13, Ucense. creating ArtIcle II, Section 13·31 titled ~Use of City's Name" and
restricting the expressed or Implied use of the City of South Miami or lis name by anyone for any purpose.
A Resolution authOrizing the City Manager to execute a five-year Software Maintenance Agreement willl paren)
; corporation SunGard PubUcSector Inc. for replacement of outdated software for Computer AIded Dispatch (CAD)
servIces, Records Management System {RMS), Field Base Reporting System (FBRS) and annual maintenance
and support uslng the Software Ucense and ServIces Agreement prOVided by Optln Software Solutions, Inc,
(OSS~ for the South Miami Pollee Department's Public Safety Communications System.
An Ordinance amending Chapter 158 errtllled "Parks and Recreation" for the regulation of Special Events
inclUdIng the establishment of requirements for public hearings, providing a process for permitting, the payment
of fees for permits and associated costs, requiring compliance with City laws, and prOViding for penalties.
For further Information, please contact the City Clerk's Office at (305) 663-6340.
All interested parties arelnvlted to attend and will be heard.
Marla M. Menendez, CMC
City Clerk
Purouant to Florida Statutes 286.0105, the City hereby advises Ihe public that if a person decides to appeal any declslon
made by this Board, Agency or Commission with respect to any matter considered at Its meeting or hearing, he orshe wll!
may need to ensure that a verbatim record
appeal Is to be
SE SUNDAY. AUGUST7, 2011 I 31SE