Res No 113-20-15553RESOLUTION NO. 113-20-15553
A Resolution authorizing the City Manager to enter into a contract with Redflex
Traffic Systems, Inc. for continued red light camera enforcement with right to
terminate without cause upon 30 days' notice.
WHEREAS, the City of South Miami currently has a contract with Redflex Traffic
Systems, Inc. (Redflex) for the taking of photographs and videos of vehicles that violate the
City's red light traffic control devices in several locations within the City and which is set to
expire September 1, 2020; and
WHEREAS, the City wishes to contract with Redflex for an additional five (5) years
under substantially the same contract conditions and provisions of service and payment as is
currently in place; and
WHEREAS, a contract with Redflex is necessary at this time to have continuous service
for the City's Red Light Camera Program since the current equipment is owned by Redflex and it
is the sole source for the operation of that equipment. A contract with Redflex will allow the
City to continue its Red Light Camera Program without an interruption in service.
NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
COMMISSIONERS OF THE CITY OF SOUTH MIAMI, FLORIDA:
Section 1. The foregoing recitals are hereby ratified and confirmed as being true and they
are incorporated into this resolution by reference as if set forth in full herein.
Section 2. The City Manager is authorized to negotiate and enter into a five (5) year
contract with Redflex Traffic Systems, Inc. that is substantially the same as to the current
contract, other than as to the term of service, and that provides for 30 days' notice for
termination without cause. A copy of the proposed contract is attached.
Section 3. Corrections. Conforming language or technical scrivener-type corrections
may be made by the City Attorney for any conforming amendments to be incorporated into the
final resolution for signature.
Section 4. Severability. If any section clause, sentence, or phrase of this resolution is for
any reason held invalid or unconstitutional by a court of competent jurisdiction, the holding will
not affect the validity of the remaining portions of this resolution.
Section 5. Effective Date. This resolution will become effective immediately upon
adoption.
PASSED AND ADOPTED this ~ day of September, 2020.
Page 1 of2
Res No. 113-20-15553
ATTEST: APPROVED:
~/i.i?d;d~
/MAYOY /
READ AND APPROVED AS TO FORM,
LANGUAGE, LEGALITY AND
EXECUTIO:~O
C
COMMISSION VOTE:
Mayor Philips:
Vice Mayor Welsh:
Commissioner Harris:
Commissioner Liebman:
Commissioner Gil:
Page 2 of2
5-0
Yea
Yea
Yea
Yea
Yea
EXCLUSIVE AGREEMENT BETWEEN
THE CITY OF SOUTH MIAMI, FLORIDA
AND REDFLEX TRAFFIC SYSTEMS, INC. FOR
TRAFFIC CAMERA SAFETY IMPROVEMENT PROGRAM
THIS AGREEMENT made and entered into this 1.:1 day of ;S&l~ v P. '1 ' 202~, by and between the
City of South Miami, a Florida municipal Corporation (hereinafter referred to as "City") and
REDFLEX TRAFFIC SYSTEMS, INC., (hereinafter referred to as "Contractor").
WITNESSETH:
WHEREAS, the City needs a TRAFFIC CAMERA SAFETY IMPROVEMENT PROGRAM;
and
WHEREAS, the City's current contract with Contractor expires on September 1,2020, and
WHEREAS, the Contractor agrees to the same conditions and provision set forth in the April 4,
2014 Agreement, a copy of which is attached and made a part hereof by reference, other than the term of
that Agreement and the City's right to terminate the agreement with 30 days notice; and
WHEREAS, the City needs a contractor who can provide cameras, equipment and other services to
aid the City's police department's enforcement of the City's TRAFFIC CAMERA SAFETY
IMPROVEMENT PROGRAM; and
WHEREAS, Contractor installed equipment owned by Contractor at several intersection in the
City and Contractor is the sole source for the operation of that equipment; and
WHEREAS, the City and Contractor mutually desire to continue with the current services
provided by Redflex for an additional five years but with the right of the City to terminate the agreement
with 30 days advanced notice; and
NOW, THEREFORE, the City and the Contractor, each through their authorized
representative/official, agree as follows:
I. The recitals set forth above are true and are hereby adopted by reference as if set forth in full
herein.
2. The City and Contractor will continue to do business for a term not to exceed five (5) years,
under the same provisions and conditions as set forth in the April 4, 2014 agreement between the City
and Contractor other than as to paragraph 6, titled termination and the term (expiration period) of that
Agreement and pursuant to the attached Business Rules.
3. The City may terminate this contract at any time, during the term of this contract with 30 day
advance written notice, at any time, (Notice of Termination), and in all cases, such termination will
become effective 30 days from the date that the Notice of Termination is received. However,
notwithstanding the fact that a termination notice is sent, the City must pay the agreed upon rates for
services rendered from the date the Notice of Termination is received until the effective date of the
termination (Termination Notice Period) and Contractor agrees to continue to perform services through the
Termination Notice Period. In addition, City may terminate this Agreement immediately if Contractor
violate the Business Rules dated September 1, 2020, a copy of which is attached hereto and made a part
hereof.
Page 1 of2
Page 1 of 60
SECOND PAGE OF A TWO PAGE EXCLUSIVE AGREEMENT
BETWEEN THE CITY OF SOUTH MIAMI, FLORIDA AND REDFLEX
TRAFFIC SYSTEMS, INC. FOR TRAFFIC CAMERA SAFETY
IMWROVEMENTPROGRAM
IN WITNESS WHEREOF and as the duly aulhorized act of the parties, the undersi g ned
representatives of the parties hereto have caused this instrwnen t to be signed in their respective names by
their proper officials on or before the date first above written.
RED FLEX TRAFFIC SYSTEMS, INC:
By: .r /.~ 72vU --'
Title: I V -v M ,'lItV
') II f' Vi I ell(; d iJ I. <-,./c, h ;' VI:;
ATTEST: ,
By N ~g ~$C
City Clerk
Read and Approved as to Form,
Language, Legality and Execution
Thereof.
B ~:~~ __ ~ __ ~~
Thomas F. Pepe
City Attorney
CITY OF SOUTH MIAMI
BY :~aX~'
Page 2 of2
Shari Karnali
City Manager
Page 2 of 60
EXHmITA
REDFLEX,
JRAFFle SYSTEMS
South Miami,FL
South Miami Traffic Safety Program Agreement
Project Code 3363
EXCLUSIVE AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI, FLORIDA
AND REDFLEX TRAFFIC SYSTEMS, INC. FOR
TRAFFIC CAMERA SAFETY IMPROVEMENT PROGRAM
rl'
This CONTRACT made and entered into this ~ day of A/IZ IL ,2014 by and
between the City of South Miami, Florida, a municipal corporation, with offices located
at 6130 Sunset Drive South Miami, Florida 33143 hereinafter designated as the "City",
and Redflex Traffic Systems, Inc., a Delaware Corporation, with offices located at 23751
23 rd Ave. Phoenix, AZ 85085, hereinafter designated as the "Contractor" or "Redflex ."
WITNESSETH:
That the parties to this contract each in consideration of the undertakings, promises and
agreements on the part of the other herein contained, do hereby undertake, promise and
agree as follows:
The Contractor, and his or its successors, assigns, executors or administrators, in
consideration of the sums of money as herein after set forth to be paid by the City and to
the Contractor, shall and will at their own cost and expense perform all labor, furnish all
materials, tools and equipment for all individual projects assigned as a result of this
contract.
For each individual project in accordance with such proposal and technical supplemental
specifications and such other special provisions and drawings, if any, which will be
submitted by the City, together with any advertisement, instructions to bidders, general
conditions, proposal and bond, which may be hereto attached, and any drawings if any,
which may be herein referred to, are hereby made a part of this contract, and all of said
work to be performed and completed by the contractor and its successors and assigns
shall be fully completed in a good and workmanlike manner to the satisfaction of the
City.
If the Contractor should fail to comply with any of the terms, conditions, provisions or
stipulations as contained herein within the time specified for completion of the work to be
performed by the Contractor, then the City, may at its option, avail itself of any or all
remedies provided on its behalf and shall have the right to proceed to complete such work
as Contractor is obligated to perform in accordance with the provisions as contained
herein.
In addition to the foregoing provisions, the Contractor agrees to conform to the following
requirements:
In connection with the performance of work under this contract, the Contractor agrees not
to discriminate against any employee or applicant for employment because of race, sex,
religion, color, or national origin. The aforesaid provision shall include, but not be
limited to, the following: employment, upgrading, demotion, or transfer; recruitment or
recruitment advertising; lay-off or termination; rates of payor other forms of
compensation; and selection for training, including apprenticeship. The Contractor
agrees to post hereafter in conspicuous places, available for employees or applicants for
1
employment, notices to be provided by the contracting officer setting forth the provisions
of the non-discrimination clause.
The Contractor further agrees to insert the foregoing provisions In all contracts
hereunder, including contracts or agreements with labor unions and/or worker's
representatives, except sub-contractors for standard commercial supplies or raw
materials.
RECITALS
WHEREAS, Redflex has exclusive knowledge, possession and ownership of certain
equipment, licenses, applications, and citation processes related to the Traffic Camera
Safety Improvement Program (hereinafter "the Program"); and
WHEREAS, the City desires to engage the services of Redflex to provide certain
equipment, processes and back office services so that Authorized Employees of the City
are able to identify and enforce traffic violations; and
WHEREAS, it is a mutual objective of both Redflex and the City to reduce the incidence
of vehicle collisions at the traffic intersections and along roads and streets that will be
monitored pursuant to the terms of this Agreement.
NOW THEREFORE, in consideration of the mutual covenants contained herein, and for
other valuable consideration received, the receipt and sufficiency of which are hereby
acknowledged, the parties agree as follows:
AGREEMENT
1. DEFINITIONS. In this Agreement, the words and phrases below shall have the
following meanings:
1.1. "Authorized Employee" means a Traffic Infraction Enforcement Officer or
other individual authorized by the City, whose duties and qualifications are set
forth in Chapter 2010-80, Laws of Florida, as amended or recodified from time to
time,
1.2. "Authorized Violation" means each Violation in the Violation Data for
which authorization to issue a citation in the fonn of an Electronic Signature is
given by the Authorized Employee through the Redflex System.
1.3. "Confidential or Private Information" means, with respect to any Person,
any information, matter or thing of a secret, confidential, exempt, or private
nature, whether or not so labeled, which is connected with such Person's
business or methods of operation or concerning any of such Person's suppliers,
licensors, licensees, customers or others with whom such Person has a business
relationship, and which has current or potential value to such Person or the
unauthorized disclosure of which could be detrimental to such Person, including
but not limited to:
1.3.1. Matters of a business nature, including but not limited to information
relating to development plans, costs, finances, marketing plans, data,
2
· procedures, business opportunities, marketing methods, plans and strategies,
the costs of construction, installation, materials or components, the prices
such Person obtains or has obtained from its clients or customers, or at
which such Person sells or has sold its services; and
1.3.2. Matters of a technical nature, including but not limited to product
information, trade secrets, know-how, formulae, innovations, inventions,
devices, discoveries, techniques, formats, processes, methods, specifications,
designs, patterns, schematics, data, access or security codes, compilations of
information, test results and research and development projects. For
purposes of this Agreement, the term ''trade secrets" shall mean the broadest
and most inclusive interpretation of trade secrets.
1.3.3. Notwithstanding the foregoing, Confidential Information will not include
information that: (i) was generally available to the public or otherwise part
of the public domain at the time of its disclosure, (ii) became generally
available to the public or otherwise part of the public domain after its
disclosure and other than through any act or omission by any party hereto in
breach of this Agreement, (iii) was subsequently lawfully disclosed to the
disclosing party by a person other than a party hereto, (iv) was required by a
court of competent jurisdiction to be described, or (v) was required by
applicable state law to be public information.
1.4. "Designated Intersection Approaches" means the Intersection Approaches
as Redflex and the City shall mutually agree from time to time. See Exhibit A for
the number of approaches.
1.5. "Electronic Signature" means the method through which the Authorized
Employee indicates his or her approval of the issuance of a Citation in respect of
a Potential Violation using the Redflex System.
1.6. "Enforcement Documentation" means the necessary and appropriate
documentation related to the issuance and collection of Notices of Violation and
Uniform Traffic Citations for the enforcement of identified Infractions. This shall
include warning letters, Notices of Violation, instructions for Notices of
Violation, form affidavits, instructions for form affidavits, reminder letters, a
numbering sequence for notices of violation, chain of custody reports, Uniform
Traffic Citations, criteria regarding operational policies for processing Notices of
Violation and UnifOlID Traffic Citations, and tec1mical Supp011ing
documentation, to include video and still images, for hearings in accordance with
applicable state laws and regulations, and technical support documentation.
Video and still images of violations shall additionally be available to City in a
common format agreeable to the Miami Dade Clerk of Courts.
1.7. "Equipment" means any and all approach cameras, sensors, equipment,
components, products, software and other tangible and intangible property
relating to the Program.
1.8. "Fine" means a monetary sum assessed for Citation, but excluding
suspended fines.
1.9 : "Governmental Authority" means any domestic or foreign government,
governmental authority, court, tribunal, agency or other regulatory,
administrative or judicial agency, commission or organization, and any
subdivision, branch or department of any of the foregoing.
3
1.10. "Infraction ' means any violation ofsecs. 316.074(1) or 316.075(1)(c)1, or
other applicable provisions of the Florida Statutes that may be enforced pursuant
to sec 316.0083, Florida Statutes, as may be amended or re-codified and as
established by defined business rules. However, the failure to come to a complete
stop while turning right on red shall not be enforced pursuant to this program.
"Infraction Criteria" means the standards and criteria by which Potential
Infractions will be evaluated by Authorized Employees of the City, which
standards and criteria shall include, but are not limited to, the duration of time
that a traffic light must remain red prior to a Violation being deemed to have
occurred, and the location(s) in an intersection which a motor vehicle must pass
during a red light signal prior to being deemed to have committed a Violation, all
of which shall be in compliance with all applicable laws, rules and regulations of
Florida State Statutes and other Governmental Authorities. Should the State of
Florida change criteria which require additional modification to the Program or
its detection equipment, any cost incurred is the responsibility of Red flex.
1.11. "Infraction Data" means the images and other Infraction data gathered by
the Redflex System at the Designated Intersection Approaches.
1.12. "Installation Date of the Program" means the date on which Redflex
completes the construction and installation of at least one (1) Intersection
Approach in accordance with the terms of this Agreement so that such
Intersection Approach is operational for the purposes of functioning with the
Program.
1.13. "Intellectual Property" means, with respect to any Person, any and all
now known or hereafter known tangible and intangible (a) rights associated with
works of authorship throughout the world, including but not limited to
copyrights, moral rights and mask-works, (b) trademark and trade name rights
and similar rights, ( c) trade secrets rights, (d) patents, designs, algorithms and
other industrial property rights, (e) all other intellectual and industrial property
rights (of every kind and nature throughout the universe and however
designated), whether arising by operation of law, contract, license, or otherwise,
and (f) all registrations, initial applications, renewals, extensions, continuations,
divisions or reissues hereof now or hereafter in force (including any rights in any
of the foregoing), of such Person.
1.14. "Intersection Approach" means a conduit of travel with up to six (6)
contiguous lanes from the curb (e.g., northbound, southbound, eastbound or
westbound) on which at least one (1) system has been installed by Redflex for
the purposes of facilitating the Program by the City.
1.15. "Notice of Violation" mea..'1S the written notice of an infraction, which is
delivered by first class mail by Vendor to Owner of a motor vehicle involved in
an Infraction based upon the appropriate Enforcement Documentation pursuant
to the requirements of Chapter 2010-80, Law of Florida, as may be amended or
recodified.
1.16. "Operational Period" means the period during the Term, cOIl11llencing on
the Installation Date, during which the Program is functional in order to permit
·the issuance of Notices of Violation and Uniform Traffic Citations for authorized
Infractions using the Redflex System.
1.17. "Person" means a natural individual, company, Governmental Authority,
partnership, firm, corporation, legal entity or other business association.
4
· .
1.18. "Project Manager" means the project manager appointed by the City in
accordance with this Agreement, which may be an Authorized Employee and
shall be responsible for overseeing the installation of the Intersection Approaches
and the implementation of the Program, and which manager shall have the power
and authority to make management decisions relating to the City's obligations
pursuant to this Agreement, including but not limited to change order
authorizations, subject to any limitations set forth in the City's charter or other
organizational documents of the City or by the City Councilor other governing
body of the City.
1.19. "Potential Violation" means, with respect to any motor vehicle passing
through a Designated Intersection Approach, the data collected by the Redflex
System with respect to such motor vehicle, which data shall be processed by the
Redflex System for the purposes of allowing the Authorized Employee to review
such data and determine whether a red light traffic violation has occurred.
1.20. "Proprietary Property" means, with respect to any Person, any written or
tangible property owned or used by such Person in connection with such
Person's business, whether or not such property is copyrightable or also qualifies
as Confidential Information, including without limitation products, samples,
equipment, files, lists, books, notebooks, records, documents, memoranda,
reports, patterns, schematics, compilations, designs, drawings, data, test results,
contracts, agreements, literature, correspondence, spread sheets, computer
programs and software, computer print outs, other written and graphic records
and the like, whether originals, copies, duplicates or summaries thereof, affecting
or relating to the business of such Person, financial statements, budgets,
projections and invoices.
1.21. "Records Retention" means the period of time that Redflex will retain
confidential information to include photographic evidence and data associated
with the Program at all times in accordance with Florida Code Section 119.0701.
1.22. "Redflex Marks" means all trademarks registered in the name of Redflex
or any of its affiliates, such other trademarks as are used by Redflex or any of its
affiliates on or in relation to the Program at any time during the Term this
Agreement, service marks, trade names, logos, brands and other marks owned by
Redflex, and all modifications or adaptations of any of the foregoing.
1.23. "Redflex Project Manager" means the project manager appointed by
Redflex in accordance with this Agreement, who shall be responsible for
overseeing the construction and installation of the Designated Intersection
Approaches and the implementation the Program, and who shall have the power
and authority to make management decisions relating to Redflex's obligations
pursuant to this Agreement, including but not limited to change-order
authorizations.
1.24. "Redflex System" means, collectively, the Salus® andlor SMARTcam®
System, the SMARTscene® System, and all ofthe other equipment, applications,
cameras, sensors, components, motor vehicles and other tangible and intangible
property relating thereto, to enable Redflex to enforce a minimum of one lane of
travel at a designated location. The SMARTops® System, the Program, and all
of the other equipment, applications, back office processes, servers, off-site
backup systems, software and other tangible and intangible property relating
thereto.
5
1.25. "REDFLEXred® System" means the proprietary digital redlight photo
enforcement system of Redflex relating to the Program.
1.26. "Salus® System" means the proprietary software that controls the systems
of Redflex relating to the Program.
1.27. "SMARTcam® System" means the proprietary software system that
controls the systems of Redflex relating to the Program.
1.28. "SMARTops® System" means the proprietary back-office processes of
Redflex relating to the Program.
1.29. "SMAR Tscene® System" means the proprietary digital video camera unit,
hardware and software required for providing supplemental violation data
relating to the Program.
1.30. "Traffic Camera Safety Improvement Program" or "the Program" are
interchangeable and synonymous and mean the process by which the monitoring,
identification and enforcement of Violations is facilitated by the use of certain
equipment, applications and back office processes of Redflex, including but not
limited to cameras, flashes, central processing units, signal controller interfaces
and sensor arrays which, collectively, are capable of measuring Violations and
recording such Violation data in the form of photographic images of motor
vehicles.
1.j 1. "Traffic Signal ControHer Boxes" means the signal controHer interface
and vehicle detection owned and operated by the City. This includes, but not
limited to, the City's traffic controller, City's vehicle detection equipment, City'S
communication equipment, City's controller cabinet, etc.
1.32. ''Uniform Traffic Citation" means a uniform traffic citation as described in
Section 316.650 of the Florida Statutes;
1.33. "Video Survey Analysis (VSA)" means a video evaluation, statistical
modeling, and assessment of infraction rates at suspected problematic
intersections and approaches to determine the need for a Redflex System. Video
Survey Analysis shall provide for each designated intersection approach, at a
minimum of three 8-hour periods on different days, including peak conditions of
monitoring in order to provide a data baseline of violation frequency.
1.34. "Warning Period" means a period after the Installation Date of the first
intersection approach, wherein only warning notices shall be issued, commencing
within 3 days after the system has been installed. After the commencement date,
the Warning Period shall continue for a minimum ofthirty (30) calendar days, as
required by Florida Statutes, prior to the issuance of a Notice of Violation.
2. TERJtIL The term of this Agreement shall be for a period of three years, consisting of
a six-month Pilot Program, as defined below, and a remaining term of two and one
half years (the "Start Date"). The term of this Agreement shall be automatically
extended for one additional 2-year term unless the City exercises its right not to
renew this Agreement for a renewal term by providing advanced written notice to
Redflex not less than forty-five (45) calendar days prior to the last day of the initial
term.
PILOT PROGRAM The City and Contractor shall initially engage in a six (6) month
pilot and testing program to evaluate the benefits of the Traffic Camera Safety
Improvement Program. The pilot program shall include installation and enforcement
6
at up to five(5) designated intersections. The City will work with Contractor to
identify the designated intersections based on public-safety needs and the physical
characteristics of the intersection. To minimize intrusiveness, the City will allow
Contractor, to the extent possible, to utilize existing infrastructure including street
light poles, mast-arms, and depending on the location, power; if capacity is available.
PILOT SUCCESS. This agreement includes a Cost Neutrality guarantee, thereby
eliminating all upfront costs and all fiscal risk associated with the Contractor's fees. This
Cost Neutrality guarantee is inclusive under the Pilot Program.
The goal of the Pilot Program is to quantify the effectiveness of red light enforcement
cameras on red light running rates at dangerous intersections as identified by Police and
Traffic Engineering.
Analyses will compare the rate of red light running before the installation of red light
enforcement cameras and the rate of red light running at the same designated
intersections and at the same approaches after the implementation of red light
enforcement cameras.
The VSA (video survey analysis) process will provide the baseline or "before" study
period data to provide average rates of red-light violations. After the 6-month
operational pilot program, an "after" study will be implemented. The "after" study will
use data from the last four weeks of the 6-month pilot program. Each week, during the
final four weeks of the pilot program, data will be collected relating to the frequency of
red light violations occurring during the day(s) ofweekftime period(s) that substantially
mirror the three distinct eight (8) hour collection periods of the VSA. At the conclusion
of the four weeks, the data from each corresponding collection period will be added and
then averaged to determine the mean number of violations occurring during the "after"
period.
Using regression analysis (or a similar statistical analysis), the success of the Pilot
program will examine the relationship of camera enforcement on red light running
frequency. If the mean number of violations occurring during the "after" study is reduced
by at least fifteen (15) percent when compared to the corresponding VSA mean
(calculated by IHiding and averaging the number of violations occurring during three,
eight (8) hour periods), the pilot will be considered "successful" under the terms of this
agreement.
Should the Pilot Program achieve success as identified above, the two and one-half year
remaining term of the initial contract shall automatically continue; and the program will
remain in operation under the terms of this Agreement. If the Pilot Program is
unsuccessful, the City shall have the right to terminate this program upon 30 days written
notice to the Contractor without penalty and the City shall not be obligated to pay any
remaining amortized costs as contemplated in 6.4 below. .
At any time during the Pilot, based on positive trending regarding the reduction of red-
light running rates, at the City's request and based on mutual agreement, the City can
7
request to move beyond the Pilot and implement to a wide-scale system installation. If
the City exercises this right prior to the end of the 6-month Pilot period, the remaining
mon ths of the Pilot perio d will be added to the 2Yz ~ears of the system -wi de
implementation and shall end no la ter than the end of the 36 t . month anniversa ry of the
commencement of the Pilot Term.
Upon notice to Contractor, the City reserves the right to renegotiate the terms and
conditions of this agreement should the disbursement offines andlor fees collected during
the administration of a red light camera program be amended by any legislative or
judicial change in applicable law. If the amount of fines to be disbursed to the City is
reduced because of a change in applicable law then the City shall have the right at any
time thereafter to terminate this program upon 30 days written notice to the Contractor
without penalty and the City shall not be obligated to pay any remaining amortized costs
as contemplated in 6.4 below. City
3. SE RVICES. Redflex shall provide the Program to the City, in each case in
accordance with the terms and provisions set forth in this Agreement.
3.1. INSTALLAT IO N . With respect to the construction and installation of (1) the
Designated Intersection Approaches and the installation of the Redflex System at
such Designated Intersection Approaches, the City and Redfiex shall have the
respective rights and obligations set forth on Exhibit B attached hereto.
3.2. MAINTENANCE. With respect to the maintenance of the Redflex System at the
Designated Intersection Approaches the City and Redflex shall have the
respective rights and obligations set forth on Exhibit C attached hereto.
3.3. VIO LATION PRO CESSING. During the Operational Period, Violations shall
be processed as follows:
3.3.1. All Violations Data shall be stored on the Redflex System;
3.3.2. The Redflex System shall process Violations Data gathered from the
Designated Intersection Approaches into a format capable of review by the
Authorized Employee via the Redflex System;
3.3.3. The Redflex System will be accessible by Authorized Staff through a
secure and encrypted connection by use of a confidential user account on a
computer equipped with a high-speed Internet connection and an approved
web browser.
3.3.4. Redflex shall provide the Authorized Employee with access to the Redflex
System for the purposes of reviewing the pre-processed Violations Data
within four (4) days of the gathering of the Violation Data from the
applicable Designated L'1tersection Approaches.
3.3.5. The City shall cause the Authorized Employee to review the Violations
Data and to determine whether a citation shall be issued with respect to each
Potential Violation captured within such Violation Data, and transmit each
such determination in the form of an Electronic Signature to Redflex using
the software or other applications or procedures provided by Redflex on the
Redflex System for such purpose, and REDFLEX HEREBY
ACKNOWLEDGES AND AGREES THAT THE DECISION TO ISSUE A
CITATION SHALL BE THE SOLE, UNILATERAL AND EXCLUSIVE
DECISION OF THE AUTHORIZED EMPLOYEE AND SHALL BE
MADE IN SUCH AUTHORIZED EMPLOYEE'S SOLE DISCRETION (A
8
"CITATION DECISIO~'), AND IN NO EVENT SHALL REDFLEX
HAVE THE ABILITY OR AUTHORIZATION TO MAKE A CITATION
DECISION.
3.3.6. With respect to each Authorized Violation, Redflex 'shall print and mail a
Notice of Violation and/or Uniform Traffic Citation within five (5) days
after Redflex's receipt of such authorization; provided, however, during the
Warning Period, warning violation notices shall be issued in respect of all
Authorized Violations;
3.3.7. Redflex shall continually maintain an ability to transmit authorized
Uniform Traffic Citations electronically, at the time of issuance by an
Authorized Employee, to the Miami Dade Clerk of Courts. This transmittal
will be in a format authorized by the Miami Dade Clerk of Courts.
3.3.8. Redflex shall maintain an ability to continually transmit, electronically, all
data regarding issued Notice of Violations and issued Uniform Traffic
Citations to the City's Report Beam server or other designated database.
3.3.9. Redflex shall continually ensure compliance with conditions or restrictions
of applicable Florida State Statutes during the terms of this agreement at no
cost to the City.
3.3.10. Redflex shall provide a toll-free telephone number for the purposes of
answering citizen inquiries. Redflex shall permit the Authorized Employee
to generate reports using the Redflex Standard Report System.
3.3.11. Monthly, Redflex shall provide, without cost to the City, reports regarding
the processing and issuance of Citations, the maintenance and downtime
records of the Designated Intersection Approaches and the functionality of
the Redflex System with respect thereto to the City in such format as
mutually agreed upon.
3.3.12. During the six (6) month testing and evaluation period and/or upon
Redflex's receipt of a written request from the City at least fourteen (14)
calendar days in advance of court proceeding, Redflex shall provide expert
witnesses for use by the City in prosecuting Violations; provided, however,
the City shall use reasonable best efforts to seek judicial notice in lieu of
requiring Redflex to provide such expert witnesses; After the initial 6 month
period, expert testimony may be provided on a cost reimbursement basis for
time and travel, not to exceed $500 per request. All witness testimony
provided within a single day or a hearing date that is continued over more
than one sequential days shall be considered a single request.
3.3.13. During the three (3) month period following the Installation Date, Redflex
shall provide such training to City personnel as shall be reasonably
necessary in order to allow such personnel to act as expert witnesses on
behalf of the City with respect to the Program.
3.4. Records Retention: Redflex shall retain confidential or exempt information to
include photographic evidence and data associated with the Program for a period
defmed by the guidelines of the State of Florida, Miami-Dade County, or the City
of South Miami.
3.5. PROSECUTION AND COLLECTION; COMPENSATION. The City shall use
its best efforts to diligently prosecute authorized violations, through either Notice
of Violation or Uniform Traffic Citation, which are deemed prosecutable by the
reviewing City employee.
9
3.6. TAXES. Where required by state statute, ordinance or regulation, Redflex shall
pay for and maintain in current status all taxes that are necessary for contract
performance. No charge by the City shall be made for federal excise taxes and
City agrees to furnish Redflex with an exemption certificate where appropriate
for any applicable sales and/or use taxes.
3.7. OTHER RIGHTS AND OBLIGATIONS. During the Term, in addition to all of
the other rights and obligations set forth in this Agreement, Redflex and the City
shall have the respective rights and obligations set fOlih on Exhibit E attached
hereto.
3.8. CHANGE ORDERS. The City may from time to time request changes to the
work required to be performed or the addition of products or services to those
required pursuant to the terms of this Agreement by providing written notice
thereof to Redflex, setting forth in reasonable detail the proposed changes (a
"Change Order Notice"). Upon Redflex's receipt of a Change Order Notice,
Redflex shall deliver a written statement describing the cost, if any (the "Change
Order Pl"Oposal"). The Change Order Proposal shall include (i) a detailed
breakdown of the charge and schedule effects, (ii) a description of any reSUlting
changes to the specifications and obligations of the parties, (iii) a schedule for the
delivery and other performance obligations, and (iv) any other information
relating to the proposed changes reasonably requested by the City. Following the
City's receipt of the Change Order Proposal, the parties shall negotiate in good
faith and agree to a plan and schedule for implementation of the proposed
changes, the time, manner and amount of payment or price increases or
decreases, as the case may be, and any other matters relating to the proposed
changes; provided, however, in the event that any proposed change involves only
the addition of equipment or services to the existing Designated Intersection
Approaches, or the addition of Intersection Approaches to be covered by the
terms of this Agreement, to the maximum extent applicable, the pricing terms set
forth in Exhibit D shall govern. Any failure of the parties to reach agreement
with respect to any of the foregoing as a result of any proposed changes shall not
be deemed to be a breach of this Agreement, and any disagreement shall be
resolved in accordance with Section 10.
3.9. ROAD REPAIRS AND CONSTRUCTION PROJECTS. The term of an
installed camera shall be temporarily suspended as a result of any City-
authorized road repairs, street improvements or stop work order that interrupts,
impedes, obstructs or interferes with the successful performance of the installed
camera for a period of fourteen (14) or more calendar days. This section shall
not apply to those projects beyond the control of the City, such as projects
initiated by the Florida Department of Transportation or other controlling entity.
4. LICENSE; RESERVATION OF RIGHTS.
4.1. Li cense. Subject to the terms and conditions of this Agreement, Redflex hereby
grants the City, and the City hereby accepts from Redflex upon the terms and
conditions herein specified, a non-exclusive, non-transferable license during the
Term of this Agreement to: (a) solely within the City of South Miami, access and
use the Redfl.ex System for the sole purpose of reviewing Potential Violations
and authorizing the issuance of Citations pursuant to the terms of this Agreement,
and to print copies of any content posted on the Redflex System in connection
10
therewith, (b) disclose to the public (including outside of the City of South
Miami, that Redflex is providing services to the City in connection with Program
pursuant to the terms of this Agreement, and (c) use and display the Redflex
Marks on or in marketing, public awareness or education, or other publications or
materials relating to the Program, so long as any and all such publications or
materials are approved in advance by Redflex.
4.2. RESERVATION OF RIGHTS. The City hereby acknowledges and agrees that:
(a) Redflex is the sole and exclusive owner of the Redflex System, the Redflex
Marks, all Intellectual Property arising from or relating to the Redflex System,
and any and all related Equipment, (b) the City neither has nor makes any claim
to any right, title or interest in any of the foregoing, except as specifically granted
or authorized under this Agreement, and (c) by reason of the exercise of any such
rights or interests of City pursuant to this Agreement, the City shall gain no
additional right, title or interest therein. City retains the right to any Intellectual
Property, equipment, andlor concepts developed by its employees or
subcontractors.
4.3. RESTRICTED USE . The City hereby covenants and agrees that it shall not (a)
make any modifications to the Redflex System, including but not limited to any
Equipment, (b) alter, remove or tamper with any Redflex Marks, (c) use any of
the Redflex Marks in any way which might prejUdice their distinctiveness,
validity or the goodwill of Redflex therein, (d) use any trademarks or other marks
other than the Redflex Marks in connection with the City's use of the Redflex
System pursuant to the terms of this Agreement without first obtaining the prior
consent of Redflex, or (e) disassemble, de-compile or otherwise perform any type
of reverse engineering to the Redflex System, the Redflex System, including but
not limited to any Equipment, or to any, Intellectual Property or Proprietary
Property of Red flex, or cause any other Person to do any of the foregoing.
4.4. PROTECTION OF RIGHTS. Redflex shall have the right to take whatever
action it deems necessary or desirable to remedy or prevent the infringement of
any Intellectual Property of Redflex, including without limitation the filing of
applications to register as trademarks in any jurisdiction any of the Redflex
Marks, the filing of patent application for any of the Intellectual Property of
Redflex, and making any other applications or filings with appropriate
Governmental Authorities. The City shall not take any action to remedy or
prevent such infringing activities, and shall not in its own name make any
registrations or filings with respect to any of the Redflex Marks or the
Intellectual Property of Redflex without the prior written consent of Redflex.
4.5. INFRINGEMENT. The City shall use its reasonable best efforts to give Redflex
prompt notice of any activities or threatened activities of any Person of which it
becomes aware that infringes or violates the Redflex Marks or any of Redflex's
Intellectual Property or that constitute a misappropriation of trade secrets or act
of unfair competition that might dilute,. damage or destroy any of the Redflex
Marks or any other Intellectual Property of Redflex but shall have no liability for
any failure to provide such notice to Contractor. Redflex shall have the exclusive
right, but not the obligation, to take action to enforce such rights and to make
settlements with respect thereto. In the event that Redflex commences any
enforcement action under this Section 4.5, then the City shall render to Redflex
such reasonable cooperation and assistance as is reasonably requested by
11
Redflex, and Redflex shall be entitled to any damages or other monetary amount
that might be awarded after deduction of actual costs; provided, that Redflex
shall reimburse the City for any reasonable costs incurred in providing such
cooperation and assistance.
4.6. INFRINGING USE. The City shall give Redflex prompt written notice of any
action or claim action or claim, whether threatened or pending, against the City
alleging that the Redflex Marks, or any other Intellectual Property of Redflex,
infringes or violates any patent, trademark, copyright, trade secret or other
Intellectual Property of any other Person, and the City shall render to Redflex
such reasonable cooperation and assistance as is reasonably requested by Redflex
in the defense thereof; provided, that Redflex shall reimburse the City for any
reasonable costs incurred in providing such cooperation and assistance. If such a
claim is made and Redflex determines that an infringement may exist, Redflex
shall have the obligation, to either procure for the City the right to keep using the
allegedly infringing items, modify them to avoid the alleged infringement or
replace them with non-infringing items.
4.7. UNAUTHORIZED REFERENCES TO REDFLEX. City shall not utilize, make
use of andlor make any reference to Redflex, its name or likeness, its affiliated,
parent or subsidiary companies or corporations, its logos, insignias, trademarks,
trade names, brand, web sites, property, assets, products or services, induding,
but not limited to, the ''SMARTcam™ System", "Salus™ System",
''REDFLEXred™ System", ''REDFLEXspeed™ System", ''REDFLEXrail™
System", "REDFLEXstopTM System", ''REDFLEXslimline™ System",
"SMARTopSTM System", ''SMARTscene™ System"; "PLATESCANTM System"
and/or and any and all combinations, variants and derivatives thereof, in, on or
about, City marketing, publicity, media, public relations, advertising, education
or training materials, information, data, papers andlor documents, for any reason
or purpose, whatsoever, without the prior written approval of Redflex which may
be withheld, denied, delayed, rejected andlor refused, by Redflex in its sole,
absolute and unilateral discretion.
5. BEPRESENTATIONSAND WARRANTlES.
5.1. Redflex Representations and Warranties.
5.1.1. Authority. Redflex hereby warrants and represents that it has all right,
power and authority to execute and deliver this Agreement and perform its
obligations hereunder.
5.1.2. Professional Services. Redflex hereby warrants and represents that any
and all services provided by Redflex pursuant to this Agreement shall bc
performed in a professional and workmanlike manner and, with respect to
the installation of the Redflex System, subject to applicable law, in
compliance with all specifications provided to Redflex by the City.
5.2. City Representations and Warranties.
5.2.1. Authority. The City hereby warrants and represents that it has all right,
power and authority to execute and deliver this Agreement and perform its
obligations hereunder.
5.2.2. Professional Services. The City hereby warrants and represents that any
and all services provided by the City pursuant to this Agreement shall be
performed in a professional and workmanlike manner.
12
5.3. LIMITED WARRANTIES. EXCEPT AS OTHERWISE PROVIDED IN THIS
AGREEMENT, RED FLEX MAKES NO WARRANTIES OF ANY KIND,
EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A
PARTICULAR PURPOSE, WITH RESPECT TO THE REDFLEX SYSTEM OR
ANY RELATED EQUIPMENT OR WITH RESPECT TO THE RESULTS OF
THE CITY'S USE OF ANY OF THE FOREGOING. NOTWITHSTANDING
ANYTHING TO THE CONTRARY SET FORTH HEREIN, REDFLEX DOES
NOT WARRANT THAT ANY OF THE DESIGNATED INTERSECTION
APPROACHES OR THE REDFLEX SYSTEM WILL OPERATE IN THE WAY
THE CITY SELECTS FOR USE, OR THAT THE OPERATION OR USE
THEREOF WILL BE UNINTERRUPTED. THE CITY HEREBY
ACKNOWLEDGES THAT THE REDFLEX SYSTEM MAY MALFUNCTION
FROM TIME TO TIME, AND SUBJECT TO THE TERMS OF THIS
AGREEMENT, REDFLEX SHALL DILIGENTLY ENDEAVOR TO CORRECT
ANY SUCH MALFUNCTION IN A TIMELY MANNER.
6. TERMINATION.
6.1. TERMINATION: Either party shall have the right to terminate this Agreement
by 90 days written notice to the other with or without cause.
6.2. If Florida State Statutes are amended to prohibit or substantially change the
operation of the City's Program or that otherwise restrict the use of red light
camera evidence, or the Eleventh Judicial Circuit, one of the Florida District
Courts of Appeal, the Florida Supreme Court, one of the Florida federal district
courts, the Eleventh Circuit Court of Appeals, or the United States Supreme
Court rules the red-light camera statues unlawful or that the Citations from the
City's Program or a substantially similar program are inadmissible in evidence,
or cause a reduction in the revenue generated by the program, including but not
limited to a restriction on the currently available fines, fees or charges, sufficient
enough to prevent the program from being able to pay for the cost of the
program, the City may immediately terminate this agreement. For the purposes of
this agreement, termination of the agreement under these conditions shall be
considered as termination with cause; and the City shall incur no charge or
penalty, including but not limited to any charge for the remaining unamortized
costs in 6.4, for such termination.
6.3. Should either party commit a material breach of any of the provisions of this
agreement which is curable, a party shall have the right to remedy or cure the
cause for termination or breach within forty-five (45) calendar days (or within
such other time period as the City and Redflex shall mutually agree, which
agreement shall not be unreasonably withheld or delayed) after written notice
from the appropriate party setting forth in reasonable detail the events of the
cause for termination or breach. Termination of this Agreement shall not be
enforceable or effective unless the terminating party mails or electronically
transmits written notice of tem1ination to the non-tem1inating party not less than
forty-five (45) calendar days prior to the Agreement termination date and
provides to the non-terminating party the opportunity to remedy or cure the cause
of the termination or breach within the forty-five (45) calendar day time period
provided herein. Termination of the agreement under these conditions shall be
13
considered as termination with cause; and the City shall incur no cost or penalty
on account of such termination including but not limited any charge for the
remaining unamortized costs in 6.4, for such tennination. Notwithstanding
anything to the contrary herein, the City may inunediately tenninate this
agreement without cost or penalty upon the occurrence of any of the following:
6.3.1. If it is discovered at any time that the Contractor made material
misstatements to the City in order to induce the City to enter into this
contract or agree to any modification thereof.
6.3.2. The Contractor partially or wholly assigns this contract to another party
without the City's written consent.
6.3.3. The Contractor, any of its principals, or any of its employees with
substantial responsibility for providing services to the City is charged with
any criminal misconduct that relates to honesty, business ethics or fair
dealing or would bring the City into disrepute if the City continued to have a
business relationship with the Contractor
6.3.4. Contractor insolvency
6.3.5. Prolonged failure to provide services as required under the contract
extending for more than 7 calendar days unless the cause is solely within the
control of the City.
6.4. TERMINATION FOR COt "'v'ENIENCE: This Agreement is terminable at wii!,
and either party may cancel this Agreement, without calise, upon ninety (90) days
written notice. If the City tenninates without cause, City shall be obliged to
reimburse the Contractor for all documented unamortized costs for the non-
recoverable expense incurred with construction, installation and development,
not to exceed $27,000 per operational approach. Amortized costs will be
detennined on a 3year or 36 month schedule starting from the date the
operational approach is installed. For example, if the City tenninates the contract
for convenience 1 year after the installation of an operational approach, Redflex
would have the right to be reimbursed a total not to exceed $18,000, since 33%
(or 12 months of a 36 months schedule) has already been amortized and
depreciated. Additionally, Contractor will work with the City'S Department of
Public Works and when feasible, utilize the Department of Public Works as a
sub-contracting entity on a fee for service basis, in which the City will invoice
Contractor for any agreed upon construction services.
6.5. RIGHTS AND REMEDIES. In connection with any breach andlor tennination
of this Agreement, Redflex shall have and hereby reserves, in full, all rights and
remedies available in law and/or in equity. The rights to terminate this
Agreement given in this Section 6.1 shall be without prejudice to any other right
or remedy of either party in respect of the breach concerned (if any) or any other
breach of this Agreement.
6.6. PROCEDURES UPON TERMINATION. The tennination of this Agreement
without cause shall not relive either party of any liability that accrued prior to
such termination. Except as set forth in Section 6.3, upon the tennination of this
Agreement, all of the provisions ofthis Agreement shall terminate and:
6.6.1. Redflex shall (i) immediately cease to provide services, including but not
limited to work in connection with the construction or installation activities
and services in connection with the Program, (ii) promptly deliver to the
14
·.
City any and all Proprietary Property of the City provided to Redflex
pursuant to this Agreement, (iii) promptly deliver to the City a final report to
the City regarding the collection of data and the issuance of Citations in such
format and for such periods as the City may reasonably request, and which
final report Redflex shall update or supplement from time to time when and
if additional data or information becomes available, (iv) promptly deliver to
City a final invoice stating all fees and charges properly owed by City to
Redflex for work performed and Citations issued by Redflex prior to the
termination, and (v) provide such assistance as the City may reasonably
request from time to time in connection with prosecuting and enforcing
Citations issued prior to the termination of this Agreement. Immediately
upon termination Redflex is no longer bound to the Data Retention
Requirements for any data and if the City wishes to obtain the data it must
be conveyed at the time of termination. Redflex will transfer the data and
relevant information to the City by a mutually agreed upon method. Redflex
will provide no tools for accessing this data or other guarantees.
6.6.2. The City shall (i) immediately cease using the Program, accessing the
Redflex System and using any other Intellectual Property of Redflex, (ii)
promptly deliver to Redflex any and all Proprietary Property of Redflex
provided to the City pursuant to this Agreement, and (iii) promptly pay any
and all fees, charges and amounts properly owed by City to Redflex for work
performed and Citations issued by Redflex prior to the termination.
6.6.3. Unless the City and Redflex have agreed to enter into a new agreement
relating to the Program or have agreed to extend the Term of this
Agreement, Redflex shall remove any and all Equipment or other materials
of Redflex installed in connection with Redflex's performance of its
obligations under this Agreement, including but not limited to housings,
poles and camera systems, and Redflex shall restore the Designated
Intersection Approaches to substantially the same condition such Designated
Intersection Approaches were in immediately prior to this Agreement.
6.6.4. In addition to any and all other rights and remedies available and/or
reserved herein, the City shall pay to Redflex a pro rata share of all monies
or revenue generated, collected and/or received by City after the Agreement
termination date that are, in any way, a result of, associated with and/or
attributable to, in whole or in part, the products or services rendered to City
by Redflex. ,
6.7. SURVNAL. Notwithstanding the foregoing, the definitions and each of the
following shall survive the termination of this Agreement: (i) Sections 4.2
(Reservation of Rights), 5.1 (Redflex Representations and Warranties), 5.2 (City
Representations and Warranties), 5.3 (Limited Warranty), 7 (Confidentiality), 8
(Indemnification and Liability), 9 (Notices), 10 (Dispute Resolution), 11.1
(Assignment), 11.17 (Injunctive Relief; Specific Performance), 11.18
(Applicable Law)) and 11.19 (Jurisdiction and Venue), and (ii) those provisions,
and the rights and obligations therein, set forth in this Agreement which either by
their terms state, or evidence the intent of the parties, that the provisions survive
. the expiration or termination of the Agreement, or must survive to give effect to
the provisions of this Agreement.
15
7. CONFIDENTIALITY. RED FLEX ACKKNOWLEDGES THAT THE CITY WILL
OBTAIN AUTHORIZATION FROM THE FLORIDA DEPARTMENT OF LAW
ENFORCEMENT (FDLE) FOR RED FLEX TO USE THE CITY POLICE
DEPARTMENT'S ORIGINATING AGENCY IDENTIFIER (ORI) TO
FACILITATE ACCESS TO VEHICLE REGISTRATION INFORMATION
PROVIDED VIA FDLE'S INTERNATONAL JUSTICE AND PUBLIC SAFETY
NETWORK CONNECTION, THE FLORIDA CRIME INFORMATION CENTER
MESSAGE SWITCH, AND THE FLORIDA DEPARTMENT OF HIGHWAY
SAFETY AND MOTOR VEHICLES FOR USE IN ENFORCING THE CITY'S
RED LIGHT CAMERA PROGRAM. REDFLEX AGREES TO ABIDE BY THE
TERMS OF THE "RED LIGHT CAMERA OPERATIONS SUPPLEMENT
CRIMINAL JUSTICE USER AGREEMENT," WHICH IS MADE · A PART
HEREOF AS EXHIBIT "H." Neither party shall disclose to any third person, or use
for itself in any way for pecuniary gain, any Confidential Information learned from
the other party during the course of the negotiations for this Agreement or during the
Term of this Agreement. Upon tennination of this Agreement, each party shall return
to the other all tangible Confidential Information of such party. Each party shall
retain in confidence and not disclose to any third party any Confidential Information
without the other party's express written consent, except (a) to its employees who are
reasonably required to have the Confidentiai Information, (b) to its agents,
representatives, attorneys and other professional advisors that have a need to know
such Confidential Infonnatio~ provided that such parties undertake in writing (or are
otherwise bound by rules of professional conduct) to keep such information strictly
confidential, and ( c) pursuant to, and to the extent of, a request or order by any
Governmental Authority, including laws relating to public records. Notwithstanding
anything contained in this Agreement to the contrary and with regard to information
that is made confidential by law, no one who initially received such infonnation may
disclose such information, other as allowed by law. In addition, all information is
subject ot and controlled by the public records laws of the State of Florida.
8. INDEMNIFICA TlON AND LlABILTY.
8.1. Indemnificati0n by Redflex. Subject to Section 8.3, , and to the extent permitted to
do so under Florida Law, Redflex hereby agrees to defend and indemnify the City
and its affiliates, shareholders or other interest holders, managers, officers,
directors, employees, agents, representatives and successors, pennitted assignees
and each of their affiliates, and all persons acting by, through, under or in concert
with them, or any of them (individually a "City Party" and collectively, the "City
Parties") against, and to protect, save and keep harmless the City Parties from,
and to pay on behalf of or reimburse the City Parties as and when incurred for,
any and all liabilities, obligations, losses, damages, penalties, demands, claims,
actions, suits, judgments, settlements, costs, expenses and disbursements
(including reasonable attorneys', accountants' and expert witnesses' fees) of
whatever kind and nature (collectively, "Losses"), which may be imposed on or
incurred · by any City Party arising out of or related to (a) any material
misrepresentation, or breach of any covenant,'warranty or representation of
Redflex contained in this Agreement, or (b) the gross negligence, reckless acts or
willful misconduct of Redflex, its employees or agents which result in death or
bodily injury to any natural person (including third parties) or any damage to any
16
'.
real or tangible personal property (including the personal property of third
parties), except to the extent caused by the willful misconduct of any City Party.
8.2. Indemnification by City. Subject to Section 8.3, and to the extent permitted to do
so under Florida Law, and specifically Florida Statute section 768.28, the City
hereby agrees to defend and indemnify Redflex and its affiliates, shareholders or
other interest holders, managers, officers, directors, employees, agents,
representatives and successors, permitted assignees and all persons acting by,
through, under or in concert with them, or any of them (individually a "Redflex
Party" and collectively, the "Redflex Parties") against, and to protect, save and
keep harmless the Redflex Parties from, and to pay on behalf of or reimburse the
Redflex Parties as and when incurred for, any and all Losses which may be
imposed on or incurred by any Redflex Party arising out of or in any way related
to (a) any material misrepresentation, or breach of any covenant, warranty or
representation of the City contained in this Agreement, (b) the gross negligence,
reckless acts, or willful misconduct of the City, its employees, contractors or
agents which result in death or bodily injury to any natural person (including
third parties) or any damage to any real or tangible personal property (including
the personal property of third parties), except to the extent caused by the
negligence or willful misconduct of any Redflex Party. Nothing herein, however,
shall be construed to waive or modify the provisions of Section 768.28, Florida
Statutes or the doctrine of sovereign immunity.
8.3. Indemnification Procedures. In the event any claim, action or demand (a
"Claim") in respect of which any party hereto seeks indemnification from the
other, the party seeking indemnification (the "Indemnified Party") shall give the
party from whom indemnification is sought (the "Indemnifying Party") written
notice of such Claim promptly after the Indemnified Party first becomes aware
thereof; provided, however, that failure so to give such notice shall not preclude
indemnification with respect to such Claim except to the extent of any additional
or increased Losses or other actual prejudice directly caused by such failure. The
Indemnifying Party shall have the right to choose counsel to defend such Claim
(subject to the approval of such counsel by the Indemnified Party, which
approval shall not be unreasonably withheld, conditioned or delayed), and to
control, compromise and settle such Claim, and the Indemnified Party shall have
the right to participate in the defense at its sale expense; provided, however, the
Indemnified Party shall have the right to take over the control of the defense or
settlement of such Claim at any time if the Indemnified Party irrevocably waives
all rights to indemnification from and by the Indemnifying Party. The
Indemnifying Party and the Indemnified Party shall cooperate in the defense or
settlement of any Claim, and no party shall have the right enter into any
settlement agreement that materially affects the other party's material rights or
material interests without such party's prior written consent, which consent will
not be unreasonably withheld or delayed.
8.4. LIMITED LIABILITY. Notwithstanding anything contrary in this Agreement,
neither party shall be liable to the other, by reason of any representation or
express or implied warranty, condition or other term or any duty at common or
civil law, for any special, incidental, indirect, consequential or punitive damages
however caused and on any theory of liability arising out of or relating to this
Agreement, except and only to the extent expressly authorized pursuant to
17
prOVISIOn 11.20, entitled "PREVAILING PARTY" of this Agreement. In the
event of any breach of this Agreement, however, the non-breaching party is
entitled to recover expectation damages from the breaching party, which are
defined as the amounts that non-breaching party would have received under the
Agreement had the breaching party fully performed pursuant to the terms and
conditions of this Agreement.
9. NOTICES. Any notices to be given hereunder shall be in writing, and shall be
deemed to have been given (a) upon delivery, if delivered by hand, (b) three (3) days
after being mailed first class, certified mail, return receipt requested, postage and
registry fees prepaid, or (c) one Business Day after being delivered to a reputable
overnight courier service, excluding the u.s. Postal Service, prepaid, marked for next
day delivery, if the courier service obtains a signature acknowledging receipt, in each
case addressed or sent to such party as follows:
9.1. Notices to Redflex:
Redflex Traffic Systems, Inc.
23751 North 23 rd Avenue
Phoenix, AZ 85027
Attention: Program Management Office
Facsimile: (623) 207-2050
9.2. Notices to the City:
Chief of Police
City of South Miami Police Department
6130 Sunset Drive
South Miami, FL 33143
Attention: Rene' Landa, Chief of Police
Facsimile:
10. DISPUTE RESOLUTION. Upon the occurrence of any dispute or disagreement
between the parties hereto arising out of or in connection with any term or provision
of this Agreement, the subject matter hereof, or the interpretation or enforcement
hereof (the "Dispute"), the parties shall engage in informal, good faith discussions
and attempt to resolve the Dispute. In connection therewith, upon written notice of
either party, each of the parties will appoint a designated officer whose task it shall be
to meet for the purpose of attempting to resolve such Dispute. The designated
officers shall meet as often as the parties shall deem to be reasonably necessary. Such
officers will discuss the Dispute. If the parties are unable to resolve the Dispute in
accordance with this Section 1 0, and in the event that either of the parties concludes
in good faith that amicable resolution through continued negotiation with respect to
the Dispute is not reasonably likely, then the parties may mutually agree to submit to
binding or nonbinding arbitration or mediation.
11. MISCELLANEOUS.
18
11.1. Assignment. Neither party may assign all or any portion of this
Agreement without the prior written consent of the other, which consent shall not
be unreasonably withheld or delayed; provided, however, The City hereby
acknowledges and agrees that the execution (as outlined in Exhibit F), delivery
and performance of Redflex's rights pursuant to this Agreement shall require a
significant investment by Redflex, and that in order to finance such investment,
Redflex may be required to enter into certain agreements or arrangements
("Financing Transactions") with equipment lessors, banks, financial institutions
or other similar persons or entities (each, a "Financial Institution" and
collectively, "Financial Institutions"). The City hereby agrees that Redflex shall
have the right to assign, pledge, hypothecate or otherwise transfer ("Transfer") its
rights, or any of them, ooder this Agreement to any Financial Institution in
connection with any Financing Transaction between Redflex and any such
Financial Institution, subject to the City's prior written approval, which approval
shall not be unreasonably withheld or delayed. The City further acknowledges
and agrees that in the event that Redflex provides written notice to the City that it
intends to Transfer all or any of Redflex's rights pursuant to this Agreement, and
in the event that the City fails to provide such approval or fails to object to such
Transfer within forty-five (45) business days after its receipt of such notice from
Redflex, for the purposes of this Agreement, the City shall be deemed to have
consented to and approved such Transfer by Redflex. Notwithstanding the
above, this Agreement shall inure to the benefit of, and be binding upon, the
parties hereto, and their respective successors or assigns.
11.2. RELATIONSHIP BETWEEN REDFLEX AND THE CITY. Nothing in
this Agreement shall create, or be deemed to create, a partnership, joint venture
or the relationship of principal and agent or employer and employee between the
parties. The relationship between the parties shall be that of independent
contractors, and nothing contained in this Agreement shall create the relationship of
principal and agent or otherwise permit either party to incur any debts or liabilities
or obligations on behalf of the other party (except as specifically provided herein).
11.3. AUDIT RIGHTS. Each of parties hereto shall have the right to audit to
audit the books and records of the other party hereto (the "Audited Party") solely
for the purpose of verifying the payments, if any, payable pursuant to this
Agreement. Any such audit shall be conducted upon not less than forty-eight
(48) hours' prior notice to the Audited Party, at mutually convenient times and
during the Audited Party's normal business hours. Except as otherwise provided
in this Agreement, the cost of any such audit shall be borne by the non-Audited
Party. In the event any such audit establishes any underpayment of any payment
payable by the Audited Party to the non-Audited Party pursuant to this
Agreement, the Audited Party shall promptly pay the amount of the shortfall, and
in the event that any such audit establishes that the Audited Party has underpaid
any payment by more than twenty five percent (25%) of the amount of actually
owing, the cost of such audit shall be borne by the Audited Party. In the event
any such audit establishes any overpayment by the Audited Party of any payment
made pursuant to this Agreement, non-Audited Party shall promptly refund to the
Audited Party the amount of the excess.
11.4. FORCE MAJEURE. Neither party will be liable to the other or be
deemed to be in breach of this Agreement for any failure or delay in rendering
19
performance arising out of causes beyond its reasonable control and without its
fault or negligence. Such causes may include but are not limited to, acts of God
or the public enemy, terrorism, significant fires, floods, earthquakes, epidemics,
quarantine restrictions,·, freight embargoes, or Governrriental Authorities
approval delays which are not caused by any act or omission by Redflex, and
unusually severe weather. The party whose performance is affected agrees to
notify the other promptly of the existence and nature of any delay.
11.5. ENTIRE AGREEMENT. This Agreement represents the entire
Agreement between the parties, and there are no other agreements (other than
invoices and purchase orders), whether written or oral, which affect its terms.
This Agreement may be amended only by a subsequent written agreement signed
by both parties.
11.6. SEVERABILITY. If any provision of this Agreement is held by any court
or other competent authority to be void or unenforceable in whole or part, this
Agreement shall continue to be valid as to the other provisions thereof and the
remainder of the affected provision.
11.7. WAIVER. Any waiver by either party of a breach of any provision of this
Agreement shall not be considered as a waiver of any subsequent breach of the
same or any other provision thereof.
ll.~. CONSTRUCTION Except as expressly otherwise provided in this
Agreement, this Agreement shall be construed as having been fully and
completely negotiated and neither the Agreement nor any provision thereof shall
be construed more strictly against either party.
11.9. HEADINGS. The headings of the sections contained in this Agreement
are included herein for reference purposes only, solely for the convenience of the
parties hereto, and shall not in any way be deemed to affect the meaning,
interpretation or applicability of this Agreement or any term, condition or
provision hereof
11.10. EXECUTION AND COUNTERPARTS. This Agreement may be
executed in any number of counterparts, each of which when so executed and
delivered shall be deemed an original, and such counterparts together shall
constitute only one instrument. Anyone of such counterparts shall be sufficient
for the purpose of proving the existence and terms of this Agreement, and no
party shall be required to produce an original or all of such counterparts in
making such proof.
11.11. COVENANT OF FURTHER ASSURANCES. All parties to this
Agreement shal), upon request, perform any and all acts and execute and deliver
any Chld all certificates, instruments and other documents that may be necessary
or appropriate to carry out any of the terms, conditions and provisions hereof or
to carry out the intent of this Agreement.
11.12. REMEDIES CUMULATIVE. 'Each and all of the several rights and
remedies provided for in this Agreement shall be construed as being cumulative
and no one of them shall be deemed to be exclusive of the others or of any right
or remedy allowed by law or equity, and pursuit of anyone remedy shall not be
deemed to be an election of such remedy, or a waiver of any other remedy.
11.13. BINDING EFFECT. This Agreement s1:).all inure to the benefit of and be
binding upon all of the parties hereto and their respective executors,
administrators, successors and permitted assigns.
20
11.14. COST NEUTRALITY. As provided in Exhibit D, the City may defer
monthly service fee payments to Redflex should the funds collected pursuant to
this Agreement be less than or otherwise insufficient to pay the monthly service
fee in any a particular month. This provision shall not apply if law enforcement
waives more than 10% of valid infractions forwarded to law enforcement for
acceptance according to mutually agreed upon business rules.
11.15. COMPLIANCE WITH LAWS. Nothing contained in this Agreement
shall be construed to require the commission of any act contrary to law, and
whenever there is a conflict between any term, condition or provision of this
Agreement and any present or future statute, law, ordinance or regulation
contrary to which the parties have no legal right to contract, the latter shall
prevail, but in such event the term, condition or provision of this Agreement
affected shall be curtailed and limited only to the extent necessary to bring it
within the requirement of the law, provided that such construction is consistent
with the intent of the Parties as expressed in this Agreement.
11.16. NO THIRD PARTY BENEFIT. Nothing contained in this Agreement
shall be deemed to confer any right or benefit on any Person who is not a party to
this Agreement.
11.17. INJUNCTIVE RELIEF~ SPECIFIC PERFORMANCE. The parties
hereby agree and acknowledge that a breach of Sections 4.1 (License), 4.3
(Restricted Use) or 7 (Confidentiality) of this Agreement would result in severe
and irreparable injury to the other party, which injury could not be adequately
compensated by an award of money damages, and the parties therefore agree and
acknowledge that they shall be entitled to injunctive relief in the event of any
breach of any material term, condition or provision of this Agreement, or to
enjoin or prevent such a breach, including without limitation an action for
specific performance hereof.
11.18. APPLICABLE LAW. This Agreement shall be governed only by and
construed, in all respects, solely in accordance with the laws of the State of
Florida.
11.19. JUR1SDICATION AND VENUE. Any conflict, claim or dispute between
Redflex and the City affecting, arising out of or relating to the subject matter of this
Agreement shall be filed only in and litigated solely in a court of competent
jurisdiction in Miami-Dade County, Florida; and both parties specifically agree to
be bound by the exclusive jurisdiction and venue thereof.
11.20. PREVAILING PARTY. In the event of any conflict, claim or dispute
between Redflex and the City affecting, arising out of or relating to the subj ect
matter of this Agreement, the prevailing party shall be entitled to receive from the
non-prevailing party all attorneys' fees, expert fees, and related costs. Attorneys'
fees, expert fees, and related costs shall be assessed by a Court and not by a jury
and shall be included in any judgment obtained by the prevailing party.
11.21. "Most Favored Nation" Provisions: If, subsequent to the execution of this
agreement Contractor enters into any agreement of similar scope in terms of
number of camera systems to be installed, price, and duration in Miami-Dade
County which contains any business terms more favorable to the City than any
terms contained herein, then Contractor shall agree to modify this agreement to
include such more favorable terms. In the event Contractor enters into an
agreement with Miami Dade County and such agreement is made available for
21
participation by Miami Dade County municipalities during the term of this
agreement, then the City shall have the option to terminate this agreement without
penalty and without any obligation to pay any amounts to Contractor and participate
in the Miami Dade agreement at any time.
11.22. Contractor and all of its subcontractors are required to comply with public
records laws (s .119.0701) and the Contractor agrees to incorporate this paragraph in
all of its subcontracts for this Project Contractor and its subcontractors are
specifically required to:
a. Keep and maintain public records that ordinarily and necessarily would be
required by the public agency in order to perfonu the service.
b. Provide the public with access to public records on the same tenus and
conditions that the public agency would provide the records and at a cost that
does not exceed the cost provided in this chapter or as otherwise provided by
law.
c. Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as authorized by
law.
d. Meet all requirements for retaining public records and transfer, at no cost. to the
public agency all public records in possession of the contractor upon
termination of the contract and destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure requirements.
All records stored electronically must be provided to the public agency in a
format that is compatible with the information technology systems of the public
agency.
(The remainder of this page is left intentionally blank)
22
IN WI1NESS WHEREOF, the parties hereto have executed this Agreement as of the day
and year first set forth above.
.lA"<'r .. .u :u. ...... FLORIDA
Attest:
ers
ex Traffic Systems Inc.
23
EXHIBIT "A"
Designated Intersection Approaches
The contract is for the implementation of up to 1 0 intersection approaches. Identification
of enforced intersection approaches will be based on mutual agreement between Redflex
and the City as warranted by community safety and traffic needs.
The City will make all reasonable efforts to provide the list of proposed intersections
under consideration prior to formal project kick-off to the de signated Redflex project
manager.
24
EXHIBIT "B"
Construction and Instal lation Obligations
Timeframe for Installation: Fixed Traffic Camera Safety Improvement Program:
'.
Redflex will have each specified approach installed and activated in phases in accordance
with an implementation plan to be mutually agreed to by Redflex Traffic Systems and the
City.
Redflex will use reasonable commercial efforts to install the system in accordance with
the schedule set forth in the implementation plan that will be fonnalized upon project
commencement.
Redflex will use reasonable commercial efforts to install and activate the first specified
intersection within sixty (60) days subsequent to fonnal project kick-off and receipt of
the required City approved program business rules. The City agrees that the estimated
timeframe for installation and activation are subject to conditions beyond the control of
Redflex and are not guaranteed.
In order to provide the City with timely completion of the Traffic Camera Safety
Improvement Program, Redflex requires that the City assist with obtaining timely
approval of pennit requests. The City acknowledges the importance of the safety
program and undertakes that in order to keep the project on schedule the City will
provide engineering review(s) of Redflex pennit requests and all documentation in a
timely manner.
1. Redflex Obligations. Redflex shall do or cause to be done each of the following (in
each case, unless otherwise stated below, at Redflex's sole expense):
1.1. Appoint the Redflex Project Manager and a project implementation team;
1.2. Request current "as-built" electronic engineering drawings for the Designated
Intersection Approaches (the "Drawings");
1.3. Develop and submit to the City for approval construction and installation
specifications in reasonable detail for the Designated Intersection Approaches,
including but not limited to specifications for all radar sensors, pavement loops,
electrical connections and traffic controller connections, as required; and
1.4. Seek approval from the relevant Governmental Authorities having authority or
jurisdiction over the construction and installation specifications for the
Designated Intersection Approaches (collectively, the "Approvals"), which will
include compliance with City pennit applications.
1.5. Finalize the acquisition of the Approvals;
1.6. Assist the City in developing a public awareness strategy, which may include
media and educational materials;
1.7. Develop the Violation Criteria in consultation with the City;
1.8. Develop the Enforcement Documentation for approval by the City, which
approval shall not be unreasonably withheld;
1.9. Complete the installation and testing of all necessary Equipment, including
hardware and software, at the Designated Intersection Approaches.
1.10. Cause an electrical sub-contractor to complete all reasonably necessary
electrical work at the Designated Intersection Approaches, including but not
25
limited to the installation of all related Equipment and other detection sensors,
poles, cabling, telecommunications equipment and wiring, which work shall be
performed in compliance with all applicable local, state and federal laws and
regulations;
1.11. Install and test the functionality of the Designated Intersection Approaches
with the Redflex System and establish fully operational Violation processing
capability with the Redflex System;
1.12. Implement the use of the Redflex System at each of the Designated
Intersection Approaches;
1.13. Deliver the Materials to the City; and
1.14. Citation processing and citation issuance/re-issuance for Authorized
Violations;
1.15. Redflex shall provide training (i) for up to fifteen (15) personnel of the
City, including but not limited to the persons who City shall appoint as
Authorized Employees and other persons involved in the administration of the
Program, (ii) for up to sixteen (16) hours in the aggregate, (iii) regarding the
operation of the Redflex System and the Program, which training shall include
training with respect to the Redflex System and its operations, strategies for
presenting Violations Data in court and judicial proceedings and a review of the
Enforcement Documentation;
1.16. Intersect with judicial personnel to address issues regarding the
implementation of the Redflex System, the development of a subpoena
processing timeline that will permit the offering of Violations Data in court and
judicial proceedings, and coordination between Redflex, the City and where
applicable, juvenile court personnel.
1.17. Comply with Section 316.0776, Florida Statutes, which directs that
placement and installation of Traffic Infraction Detectors must be in accordance
with placement and installation specifications developed by the Florida
Department of Transportation (FDOT).
2. CITY OBLIGATlONS. The City shall do or cause to be done each of the following
(in each case, unless otherwise stated below, at City's sole expense):
2.1.1. Appoint the Project Manager;
2.1.2. Assist Redflex in obtaining the Drawings from the relevant Governmental
Authorities;
2.1.3. To improve system aesthetics, reduce intrusiveness and reduce incurred
expense, City will allow, where permissible, to use existing infrastructure,
including but not limited to, poles, mast-rums, conduit and power.
2.1.4. Notify Redflex of any specific requirements relating to the construction
and installation of any Intersection Approaches or the implementation of the
Traffic Camera Safety Improvement Program;
2.1.5. Provide assistance to Redflex in obtaining access to the records data of the
Department of Motor Vehicles in Redflex's capacity as an independent
contractor to the City by completing a form indicating that Redflex is acting
an Agent of the City for purposes of accessing vehicle ownership data for
permissible uses under the Driver Privacy Protection Act 18 U.S.C section
2721; and
2.1.6. Assist Redflex in seeking the Approvals
26
'.
2 .1.7. Provide reasonable access to the City's properties and facilities in order to
permit Redflex to install and test the functionality of the Designated
Intersection Approaches and the Traffic Camera Safety Improvement
Program;
2.1.8. Provide reasonable access to the personnel of the City and reasonable
information about the specific operational requirements of such personnel
for the purposes of performing training;
2.1.9. Seek approval or amendment of Awareness Strategy and provide written
notice to Redflex with respect to the quantity of media and program
materials (the "Materials ") that the City will require in order to implement
the Awareness Strategy during the period commencing on the date on which
Redflex begins the installation of any of the Designated Intersection
Approaches and ending one (1) month after the Installation Date;
2 .1.10. Assist Redflex in developing the Violation Criteria; and
2.1.11. Seek approval of the Enforcement Documentation.
2.1.12. Provide on-going adequate electrical power in order to operate the
systems.
2.1.13. The City will allow Redflex to use existing conduit space as available.
2.1.14 . The City shall maintain LED traffic signallights (yellow and red)
at all enforced locations,
2.1.15. City is responsible for maintaining applicable computer hardware, web
browsers and high speed Internet access sufficient to access and operate the
Redflex system
2.1.16. The City will ensure that amber light phase timing at photo enforced
intersections meets the minimum standards according to Federal, State and
Local laws, guidelines and rules .
27
EXHIBIT "C"
Maintenance
1. All repair and maintenance of the Traffic Camera Safety Improvement Program and
related equipment will be the sale responsibility of RedfIex, induding but not limited
to maintaining the casings of the cameras included in the Redflex System and all
other Equipment in reasonably clean and graffiti-free condition.
2. Redilex shall not open the Traffic Signal Controller Boxes without a representative of
City Traffic Engineering present.
3. In the event that images of a quality suitable for the Authorized Employee to identify
Violations cannot be reasonably obtained without the use of flash units, Redflex shall
provide and install such flash units ...
4. Redf]ex may assign specific personnel to provide follow up assistance to the City in
the form of the HELPDESK, a designated City Service Representative and a Director
of Accounts.
28
EXHIBIT "D"
COMPENSATION & PRICING
Redflex agrees to provide a turnkey solution for a Traffic Camera Safety Improvement
Program wherein all reasonably necessary elements required to implement and operate
the solutions are the responsibility of Redflex, except for those items identified in this
Agreement as the responsibility of the City.
The turnkey program includes red light camera equipment, installation, maintenance and
violation processing services. Including web application hosting, maintenance and remote
administration, clerical data entry and quality review steps, DMV record access and data
acquisition, notice mailing, lockbox payment processing, web payment access, call center
for general support, web-site accessibility to citizens for image viewing and payment and
the design and support for a City-implemented public awareness campaign.
Redflex System Flat Fee per Designated Intersection Approach per Month in Accordance
with RFP Specifications and Submission:
Number of Designated Intersection Monthly Service Fee per Designated
Approaches Intersection Approach
#1-#5 $4270.00 less $500 per operational
approach to be applied to the City's
violation processing and court expenses
#6 and up $4100.00 less $500 per operational
approach to be applied to the City's
violation processing and court expenses
1. Cost Neutrality
a. City shall have the option to make payments to Redflex in accordance with the
Cost Neutrality Payment Option. Under this option, the City may defer payment of
that portion of the monthly service fee in excess of the amount collected during that
month until the City has collected sufficient funds pursuant to this Agreement to pay
that portion of the monthly service fee. A deferred monthly service fee shall be paid
from the funds collected in the following month pursuant to this Agreement provided
that sufficient funds are collected during that month to pay the deferred monthly
service fee. Specifically, the funds collected each month pursuant to this Agreement,
less the $500 to be applied to the City's violation processing and court expenses as
provided above, shall be applied flIst to any unpaid deferred monthly service fees and
then to that month's service fee; provided, however, that the City shall never be
required to pay in any month an amount in excess of the funds collected that month.
If, at the expiration or termination of this Agreement, sufficient funds have not been
collected by the City to pay any unpaid deferred monthly service fees , Redflex
agrees to waive its right to the recovery of any such fees except as provided below;
and the City shall have the option of terminating the Agreement without incurring the
costs specified in section 6.4.
b. Redflex shall maintain an accounting of the net balance of monthly service fees
owed to Redflex. In any event, the City will not be obligated to pay the full amount of
29
an invoice for any given month unless there is sufficient revenue collected in that
month to pay all of the amounts of the prior invoices that were deferred as well as the
full amount of the current month's invoice.
c. . In the event the contract expires or is terminated and an outstanding balance is still
owed, then in such event receipts from the Redflex program still working though the
program will be applied to the Redflex balance, but not to exceed the applicable service
fee based upon the number of operational designated intersection approaches at the time
of termination or expiration of the contract.
Business Assumptions
a. The fee for certified mail will be billed per unit to the City at the prevailing US
Postal Service rate. Certified mailing fees will be covered under cost neutrality
provisions.
b. Except for unpaid deferred monthly service fees as provided for in paragraph l(a)
of this Exhibit D, City agrees to pay Contractor within thirty (30) days after the
City's receipt of Red flex's monthly invoice. Except for unpaid deferred monthly
service fees, the City agrees to pay Redflex a monthly late fee of 1.5% on any
amounts remaining unpaid 90 days from the date of Red flex's invoice.
c. If capacity is available, set-up and on-going provisions for the electrical powers to
the Designated Intersection Approaches will be the responsibility of the City. If
capacity is not available, this expense will be the responsibility of the Contractor.
d. Contractor shall be solely responsible for the fabrication and installation of such
Signage as required by Florida Law.
e. Redflex will seek to charge, collect and retain a maximum convenience fee of
$4.00 each for electronic payments provided. Such fee is paid by the violator. City
will not receive any said convenience fee and City assumes no liability, responsibility
or control of said fee. .
f. Vendor will establish a demand deposit account as an agent for the City. All funds
collected pursuant to the Program will be deposited in this account and transferred by
wire, on a mutually agreed schedule to the appropriate designated deposit FDIC
member bank or other account as designated by City and mutually agreed to.
30
EXHIBIT "E"
Additional Rights and Obligations
~.
Redflex and the City shall respectively have the additional rights and obligations set forth
below:
1. Redflex shall assist the City in public information and education efforts, including but
not limited to the development of artwork for utility bill inserts, press releases and
schedules for any public launch of the Traffic Camera Safety Improvement Program
(actual print and production costs are the sole responsibility of the City).
2. The City shall not access the Redflex System or use the Traffic Camera Safety
Improvement Program in any manner other than prescribed by law or authorized by
agreement between Redflex and the City. City shall ensure security of the Redflex
System to prevent unauthorized usage which could result in damage, impairment, or
overburdening of the Redflex System or the Traffic Camera Safety Improvement
Program. City shall not attempt to gain unauthorized access to (i) any account of any
other Person, (ii) any computer systems or networks connected to the Redflex
System, or (iii) any materials or information not intentionally made available by
Redflex to the City by means of hacking, password mining or any other method
whatsoever, nor shall the City cause any other Person to do any of the foregoing.
3. The City shall maintain the confidentiality of any usemame, password or other
process or device for accessing the Redflex System or using the Traffic Camera
Safety Improvement Program.
4. Redflex and the City shall advise each other in writing with respect to any applicable
rules or regulations governing the conduct of the other on or with respect to the
property of such other party, including but not limited to rules and regulations relating
to the safeguarding of confidential or proprietary information, and when so advised,
Redflex and the City shall obey any and all such rules and regulations.
5. The City shall promptly reimburse Redflex for the cost of repairing or replacing any
portion of the Redflex System, or any property or equipment related thereto, damaged
directly or indirectly by the City, or any of its employees, contractors or agents.
31
EXHIBIT "F"
Insurance
1. During the Term, Redflex shall procure and maintain at Redflex's sole cost and
expense the following insurance coverage with respect to claims for injuries to
persons or damages to property which may arise from or in connection with the
performance of work or services pursuant to this Agreement by Redflex, and each
of Redflex's subcontractors, agents, representatives and employees:
Commercial General Liability Insurance. Commercial General Liability
Insurance with coverage limits of not less than One Million Dollars
($1,000,000) combined single limit per occurrence for bodily injury and
property damage, Two Million Dollars ($2,000,000) Products-Completed
Operations Aggregate and Two Million Dollars ($2,000,000) General
Aggregate;
Commercial Automobile Liability Insurance. Commercial Automobile
Liability Insurance with coverage of not less than One Million Dollars
($1,000,000) combined single limit per accident for bodily injury or
property damage, including but not limited to coverage for all automobiles
owned, non-owned and hired by Redflex;
Professional Liability (Errors and Omissions) Insurance. Redflex will use
its commercial best efforts to procure and maintain Professional Liability
(Errors and Omissions) Insurance with coverage of not less than Two
Million Dollars ($2,000,000) each and every claim and in the Aggregate;
and
Workers' Compensation and Employer's Liability Insurance. Workers'
Compensation Insurance with coverage of not less than that required by
the Labor Code of the State of Florida, and Employer's Liability Insurance
with coverage of not less than One Million Dollars ($1,000,000) per
occurrence.
2. With respect to the Commercial General Liability Insurance the following
additional provisions shall apply:
The City Parties shall be named as additional insureds with respect to the
Commercial General Liability insurance; and
The insurance coverage procured by Redflex and described above shall be
the primary insurance with respect to the City Parties in connection with
this Agreement, and any insurance or self-insurance maintained by any of
the City Parties shall be in excess, and not in contribution to, such
insurance; and
Any failure to comply with the reporting provisions of the various
insurance policies described above shall not affect the coverage provided
to the City Parties, and such insurance policies shall state the such
insurance coverage shall apply separately with respect to each additional
insured against whom any claim is made or suit is brought, except with
respect to the limits set forth in such insurance policies.
3. With respect to the insurance described in the foregoing Section of this Exhibit E,
if any of the Redflex Parties are notified by any insurer that any insurance
coverage will be cancelled, Redflex shall immediately provide 30 days written
notice thereof to the City and shall take all necessary actions to correct such
cancellation in coverage limits, and shall provide written notice to the City of the
32
date and nature of such correction. If Redflex, for any reason, fails to maintain
the insurance coverage required pursuant to this Agreement, such failure shall be
deemed a material breach of this Agreement, and the City sha1l have the right, but
not the obligation and exercisable in its sale discretion, to either (i) tenninate this
Agreement and seek damages from Redflex for such breach, or (ii) purchase such
required insurance, and without further notice to Redflex, deduct from any
amounts due to Redflex pursuant to this Agreement, any premium costs advance
by the City for such insurance. If the premium costs advanced by the City for
such insurance exceed any amounts due to Redflex pursuant to this Agreement,
Redflex shall promptly remit such excess amount to the City upon receipt of
written notice thereof.
4. Redflex shall provide certificates of insurance evidencing the insurance required
pursuant to the terms of this Agreement, which certificates shall be executed by
an authorized representative of the applicable insurer, and which certificates shall
be delivered to the City prior to Redflex commencing any work pursuant to the
terms of this Agreement.
33
EXHIBIT "G"
FORM OF ACKNOWLEDGMENT AND CONSENT
This Acknowledgement and Consent Form, dated 't -/ t:./ , 2014 is entered
into by and between the City of South Miami, Florida (the "City") and Redflex Traffic
Systems, Inc., ("Redflex"), with reference to the Agreement between the City of South
Miami and Redflex Traffic Systems, Inc. for a Traffic Camera Safety Improvement
Program, dated as of l.;-II.J -/'1 ,by and between the City of South Miami and
Redflex (the "Agreement").
1. Redflex has entered into a Credit Agreement, dated as of June 30, 2009
and as amended on August 9, 2011 ("the Credit Agreement"), with Commonwealth Bank
of Australia (''the Creditor") pursuant to which the Creditor has provided certain working
capital to Redflex. Such working capital is needed by Redflex to perform its obligations
to the City under the Agreement.
2. Pursuant to the Credit Agreement, Redflex granted to the Creditor a
security interest in all of Redflex's personal property relevant to and associated with the
Agreement with the City as collateral for the payment and performance of Redflex's
obligations to the Creditor under the Credit Agreement. Such security interest applies to
and covers all of Redflex's contract rights, including, without limitation, all of Redflex's
rights and interests under the Agreement
3. Redflex shall not, by virtue of the Credit Agreement, be relieved of any
liability or obligation under the Agreement, and the Creditor has not assumed any
liability or obligation of Redflex under the Agreement.
4. The City hereby acknowledges notice of, approves and consents, in full, to
Redflex's grant of the aforementioned security interest in favor of the Creditor in all of
Redflex's rights and interests under the Agreement pursuant to the Credit Agreement.
5. The City further acknowledges and agrees that this Acknowledgement and
Consent Form shall be binding upon the City and shall inure to the benefit of the
successors and permitted assigns of the Creditor, and to any replacement lenders, banks
and/or financial institutions which refinance Redflex's obligations to the Creditor under
the Credit Agreement.
34
'.
Red-Light Camera Operations Supplement
EXHIBIT "H"
RED-LIGHT CAMERA OPERATIONS SUPPLEMENT TO
CRIMINAL JUSTICE USER AGREEMENT
This Agreement supplements the Criminal Justice User Agreement entered into between the Florida
Department of Law Enforcement (hereinafter referred to as FDLE), an agency of the State of
Florida, and the South M iami Police D e partment , with hea dquarters at 61 30 Suns et Drive .
South Miami. FL 33143 (her einafter ref erred to as the Us er), and dated 't -/ '{: / t-j
PURPOSE: This Supplemental Agreement is to document the terms and conditions under
which the User is authorized to permit the use of its Originating Agency Identifier (ORI) to
facilitate access to vehicle registration information provided via FDLE's International Justice
and Public Safety Network (Nlets) connection, the Florida Crime Information Center {FCIC II)
Message Switch, and the Florida Department of Highway Safety and Motor Vehicles (DHSMV),
for use in association with red-light camera traffic infraction detection operations
implemented by county and municipal governments as authorized by Chapter 2010-80, Laws
of Florida.
Whereas, FDLE is duly authorized and agrees to ensure access to the information services
provided to the User via Nlets;
Whereas, the User provides law enforcement services for the
,!::C:!!:itY.z......::::o.:....f .::::S.!:'.o=.ut::,.h:...!M=ia:.!.!m.!!i ______________ --1.(.governmental entity);
Whereas, the governmental entity has contracted with a vendor for the purposes of traffic
code enforcement using red-light cameras;
Whereas, the vendor, as a designated strategic partner with Nlets, submits queries to DHSMV
via FDLE's Nlets connection and the FCIC II Message Switch, and such queries include the
User's ORI; FL0520300
Therefore, the FDLE and the User do hereby agree as follows:
Section I FDLE REQUIREMENTS
FDLE agrees to provide the information services described above and will adhere to the
following terms and conditions:
1. Serve as the primary point of contact for Nlets transactions that originate on
behalf of the User by the authorized vendor.
2. Monitor the use of the FCIC and Nlets to ensure that automated traffic generated
as a result of red-light camera traffic infraction detection operations do not have an
adverse impact on officer safety.
35
3. In the event of an outage of normal NCIC services for any reason, FOLE
reserves the right to curtail or discontinue the processing of red-light
camera inquiries until the event or situation that caused the outage has
passed or been resolved and services are fully restored.
Section II USER REQUIREMENTS
By providing access to the information services described above, the User agrees to
adhere to the following terms and conditions:
1. The User shall ensure that all vendor personnel reviewing the vehicle
registration information provided as authorized herein are current in qIS
Online certification, as prescribed by FOLE.
2. The User shall not share any state or national Hot File Information to
.which it has access with the Vendor. The Vendor shall not view or store
any Hot File information on behalf of the User. (All other restrictions on
access to and dissemination of information obtained by or available to
User under its User Agreement with FOLE continue to apply.)
3. The User shaH enter into an instrument of agreement with the Vendor
acknowledging information is obtained by the Vendor via Nlets and the
FCIC II Message Switch on behalf of the User. A copy of this agreement
shall be forwarded to FOLE. The User shall ensure the Vendor complies
with access and dissemination polices for any information obtained via a
query processed through the FCIC II Message Switch.
36
IN WITNESS HEREOF, the parties hereto have caused this Supplemental Agreement
to be executed by the proper officers and officials as of the later date indicated
below.
NAME OF USER AGENCY: SOUTH MIAMI POLlCE DEPARTMENT
AGENCY HEAD:
Rene' Landa TITLE Chief of Police
CJ~LL~'~Am~
DATE l-f /, 4/1-Q{i r J
WITNESS TITLE Administrative Analyst
FLORIDA DEPARTMENT OF LAW ENFORCEMENT
By ____________________________________ TITLE __________ _
(PLEASE PRINT)
(SIGNATURE)
DATE __________________ _
WITNESS, _______ . ________ TITLE ____ _
37
EXHIBITB
REDFLEX,
TRAFFIC SYSTEMS
South Miami,FL BUSINESS RULES
South Miami Traffic Safety Program
Project Code 3363
9/1/2020
REDFLEX
TRAFFIC SYSTEMS
South Miami, FL BUSINESS RULES
South Miami Traffic Safety Program
Project Code 3363
Version v1.5
11/19/2020
Redflex™ Traffic Systems, Inc.
5651 West Talabi Blvd., Suite 200
Glendale, AZ 85306Ph : +1 (623) 207-2000
Fx: +1 (623) 207-2050
www .Redflex.com
'.
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
CHANGE HISTORY
Version Date Revised By Change Description
v1.0 Initial draft
v .1.3 07/20/2015 Ross Duke v1.1 updates
v1.2 Post kick-off Meeting updates
v1 .3 additional updates
v.1.4 09/01/2020 Thomas Pepe v1 .3 revised to v1.4
v .1.5 11/19/2020 Ross Duke V1.4 revised to v1.5
South Miami Business Rules Page 2 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
CONTENTS
1. CONTACT INFORMATION ................................................................................................. 6
1.1. CUSTOMER SERVICE TEAM ..................................................................................... 6
1.1.1 . Customer Service Manager Contact Information ................................................... 6
1.1.2 . Customer Service Director Contact Information .................................................... 6
1.2. SOUTH MIAMI CONTACT INFO ................................................................................. 6
1.2 .1. Primary Customer Contact.. .................................................................................. 6
1.2 .2. Police Chief .......................................................................................................... 6
1.2 .3. Primary Law Enforcement Contact.. ...................................................................... 6
1.2.4. Law Enforcement IT Contact. ................................................................................ 6
1.2.5 . Mayor/City Manager .............................................................................................. 6
1.2.6 . County IT Contact ................................................................................................. 7
1.2 .7. Primary Court Contact .......................................................................................... 7
1.2 .8. Court IT Contact ................................................................................................... 7
1.2.9 . Primary Financial Contact ..................................................................................... 7
1.2.10. Primary Contact for National Operation Center (NOC) ...................................... 7
2. CONTRACT DETAILS ................................................................................................. 8
2.1.1. Contract Execution Date ....................................................................................... 8
2.1.2. Contract Term ....................................................................................................... 8
2.1.3. Contract Renewal ................................................................................................. 8
2.1.4. Contract Expiration ............................................................................................... 8
2.2 . FINANCIAL DETAILS .................................................................................................. 8
2.2.1. Contract Pricing Model. ......................................................................................... 8
2.2.2. Contract Pricing Agreement .................................................................................. 8
2.2.3. Credit Card Merchant Fees ................................................................................... 8
2.2.4. Billing Agreement. ................................................................................................. 8
2.2.5. Method of Payment to Customer ........................................................................... 8
2.2.6 . Lockbox Details .................................................................................................... 9
2.2.7 . Reporting Details .................................................................................................. 9
2.3. EQUIPMENT & GO LIVE REQUiREMENTS ................................................................ 9
2.3.1. Type of Enforcement. ............................................................................................ 9
2.3.2. Type of Equipment. ............................................................................................... 9
2.3.3. Number of Systems to be Installed ....................................................................... 9
2.3.4 . Construction Requirements ................................................................................... 9
2.3.5. Signage ................................................................................................................ 9
2.3.6. Construction Details .............................................................................................. 9
South Miami Business Rules Page 3 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
2.3.7. SmartScene Live ................................................................................................. 10
2.3 .8. Public Awareness ................................................................................................ 1 0
2.3.9 . Targeted Go Live Date ......................................................................................... 10
3. PROGRAMMING REQUiREMENTS .................................................................................. 11
3.1. PROCESSES USED ................................................................................................... 11
3.2. APPLICATION ACCESS ............................................................................................. 11
3.3 . DMV/NLETS ............................................................................................................... 11
3.3.1 . NLETS Information .............................................................................................. 11
3.3.2 . DMV Access .............. '" ....................................................................................... 11
3.4 . ISSUANCE CRITERIA ................................................................................................ 11
3.4.1. Warning Period .................................................................................................... 11
3.4.2 . Violation Number Format ..................................................................................... 11
3.4 .3. Ordinance/Statute Number ................................................................... __ .............. 12
3.4.4. Driver/Owner Responsibility ................................................................................. 12
3.5. PROCESSING TIMELINES ........................................................................................ 12
3.5 .1. Incident Processing Rules .................................................................................... 12
3.6. CITATION RESPONSE TIMELINE ............................................................................. 13
3.6.1. Day Calculations .................................................................................................. 13
3.6.2. Notice Statuses ................................................................... ~ ................................. 13
3.7. FINE AND FEE AMOUNTS ........................................................................................ 13
3.8. AUTOMATED INTERFACES ...................................................................................... 13
3.8.1. Exports ................................................................................................................ 14
3.8.2 . Imports ................................................................................................................. 14
3.8.3. FTP Access ......................................................................................................... 14
3.9. PAYMENT METHODS ................................................................................................ 14
3.9 .1. Online Payment Options ...................................................................................... 14
3.9.2. Payment Methods ................................................................................................ 14
3.9.3. Partial Payment Processing ..... : ........................................................................... 15
3.10. NOMINATIONS ....................................................................................................... 15
3.11 . MAIL PROCESS ..................................................................................................... 15
3.11.1. Notices Sent by Redflex ................................................................................... 15
3.11.2. Links for Notice Generation .............................................................................. 16
3.11 .3. Mailing Addresses ............................................................................................ 16
3.11.4. Returned Mail Processing ................................................................................ 16
3.12. HEARING PROCESS .............................................................................................. 17
3.12 .1. Court Packet Requirements ............................................................................. 17
South Miami Business Rules Page 4 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
3.13. ENFORCEMENT DEPARTMENT INFORMATION .................................................. 17
3.14. DATA RETENTION/PURGE. ................................................................................... 17
3.15. REPORTING .............................................................. , ............................................ 17
3.16. OPERATIONS INSTRUCTIONS ............................................................................. 18
3.17 . CALL CENTER SUPPORT ...................................................................................... 18
4. APRROVALS ..................................................................................................................... 19
South Miami Business Rules Page 5 of 19
South Miami Traffic Safety Program
1. CONTACT INFORMATION
1.1. CUSTOMER SERVICE TEAM
1.1.1. Customer Service Manager Contact Information
Ross Duke
Phone: (480) 299-3834
Email: rduke@redflex.com
Time Zone: Eastern
1.1.2. Customer Service Director Contact Information
Rick Willing
Email: rwilling@redflex.com
Phone: (630) 453-1209
1.2. SOUTH MIAMI CONTACT INFO
1.2.1. Primary Customer Contact
Captain John Barzola
jbarzola@southmiamifl.gov
Cell: (786) 414-6775
Office: (305) 663-6313
1.2.2. Police Chief
Chief Rene Landa
rlanda@southmiamifl .gov
Cell: (786) 445-8343
Office: (305) 663-6310
1.2.3. Primary Law Enforcement Contact
Captain John Barzola
jbarzola@southmiamifl.gov
Cell: (786) 414-6775
Office: (305) 663-6313
1.2.4. Law Enforcement IT Contact
Same as city IT
1.2.5. Mayor/City Manager
City Manager Shari Kamali
skamali@southmiamifl.gov
Mayor, Sally Philips
sphilips@southmiamifl.gov
South Miami Business Rules
Redflex™ Traffic Systems Inc.
Page 6 of 19
South Miami Traffic Safety Program
1.2.6. County IT Contact
Greglzak
izakg@miamidade .gov
Office: (305) 663-6320
1.2.7. Primary Court Contact
TBD by Court
1.2.8. Court IT Contact
1.2.9. Primary Financial Contact
Riverol , Alfredo
1.2.10.
CFO
ARiverol@southmiamifl.gov
Primary Contact for National Operation Center (NOC)
Redflex™ Traffic Systems Inc.
Primary person for the NOC to contact for information and issues:
1 st Contact:
Ross Duke
rduke@redflex.com
Cell: (480) 299-3834
2nd Contact:
Capt. Larry Corbin
I pcorbin@southmiamifl .gov
Office: (305) 663-6351
Cell: (786) 519-9904
South Miami Business Rules Page 7 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
2. CONTRACT DETAILS
2.1.1. Contract Date
Contract date: September 1. 2020
2.1.2. Contract Term
5 years with 30 day notice to terminate .
2.1.3. Contract Renewal
None.
2.1.4. Contract Expiration
This contract expires on September 30,2025.
2.2. FINANCIAL DETAILS
2.2.1. Contract Pricing Model
Contract pricing model is based on A flat fee per approach of $4,270 for approaches
1-5 and $4,100 for 6 and above.
2.2.2. Contract Pricing Agreement
The city has a Cost Neutrality Payment Option and may defer payment to Redflex
until sufficient funds are col/ected .
Redflex agrees to waive its right to the recovery of any outstanding balance and the
city shall have the option of terminating the agreement w ithout incurring the costs
specified in section 6.4 of the agreement.
2.2.3. Credit Card Merchant Fees
Credit card merchant monthly fees will be paid by Redflex.
Credit card merchant usage fees will be paid by Customer.
2.2.4. Billing Agreement
2.2.5.
Prior to Cost Neutrality Payment, the city shal/ deduct $500 per operational approach
for operational expenses related to processing and court presentation . The c ity is
responsible for all payments t o state. Redflex will provide a monthly invoice. Except
where a balance remains unpaid resulting from a "Cost Neutrality" the city agrees to
pay Contractor within 30 days after receipt of invoice. A monthly late fee of 1.5% will
be assessed on amounts due and payable 90 days from the receipt of invoice.
Method of Payment to Customer
Method of Payment to Customer from Lockbox:
Invoicing Information :
Wire Information Sheet Required?
Electronic
TBD by City
Yes
South Miami Business Rules Page 8 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
2.2.6. Lockbox Details
Lockbox services will be provided by Huntington .
Lockbox fees will be paid by Redflex.
Lockbox number to be used for payments is: 76513.
2.2.7. Reporting Details
Invoice reporting will be done with PMR.
2.3. EQUIPMENT & GO LIVE REQUIREMENTS
2.3.1. Type of Enforcement
Red Light enforcement.
If Red Light:
Will enforcement include left hand turn movements? Yes
Will enforcement include right hand turn movements? No
2.3.2. Type of Equipment
This contract will use NK6, NK8 or GK systems depending on intersection layout.
2.3.3. Number of Systems to be Installed
Redflex will install 10 approaches.
2.3.4. Construction Requirements
Installation of High Speed internet at each approach is responsibility of Redflex.
High Speed internet monthly fees at each approach will be paid by Redflex.
Availability and cost of power to operate cameras is the responsibility of Jurisdiction .
Notes:
If capacity is available, set-up and on-going provisions for the electrical powers to the
Designated Intersection Approaches will be the responsibility of the City. If capacity
is not available, this expense will be the responsibility of the Contractor.
2.3.5. Signage
Signage required states:
Redflex is solely responsible for the fabrication and installation of all signage as
required by Florida Law for Traffic Infraction Detectors.
2.3.6. Construction Details
Camera type specified by contract is 6 MP still cameras and HD Video Cameras.
Violation line is designated by Stop Bar painted on roadway.
Lane number 1 is Closest to Median.
The maximum lanes enforced on a single approach are 6.
The type of vehicle detection that will be used is Mapping Radar, FMS.
All of the enforcement locations have LED lights for both Red and Amber lights.
South Miami Business Rules Page 9 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
The color preference for the camera housings and poles is Standard Gr~y .
2.3.7. SmartScene Live
Is live access via SmartScene Live required? Yes
Will live video be recorded? Yes
Recorded video will be retained for 30 days.
2.3.8. Public Awareness
Redflex shall assist in public information and education efforts, including but not
lim ited to the development of artwork for utility bill inserts, press releases and
schedules for any public launch of the Traffic Camera Safety Improvement Program .
2.3.9. Targeted Go Live Date
September 1, 2020 pursuant to new 5 year contract.
South Miami Business Rules Page 10 of 19
South Miami Traffic Safety Program
3. PROGRAMMING REQUIREMENTS
Schema name is SMIFL.
3.1. PROCESSES USED
This contract will use the following processes :
.• PhotoNotice.com
• Readdressing
• Court Evidentiary Package
• Nominations
• Auto Generated Emails
• Court Interface
• Lockbox Services
• NOV Registration Hold Processing
Redflex™ Traffic Systems Inc.
Video can be viewed after law enforcement determines that a violation has occurred by
going to www.photonotice.com .
3.2. APPLICATION ACCESS
The following individuals will need access to the applications listed:
TBD by City
3.3. DMVlNLETS
3.3.1. NLETS Information
NLETS look-up required?
NLETS authorization form on file?
NLETS ORI Number:
3.3.2. DMV Access
Is DMV access required?
3.4. ISSUANCE CRITERIA
3.4.1 : Warning Period
Redflex
No
FL01319
No
A warning period prior to issuing citations will be 30 days f om date that law
enforcement determines violation.
Does each new install or approach require an individual warning period? Yes
3.4.2. Violation Number Format
Uniform Traffic Citations (UTC) numbers will be supplied in a block of numbers : Yes
Notice of Violations (NOV) will be printed using the following format:
SMlyylf!UIfIf!l?
NOVs will begin with the number SM115000001 .
UTC numbers will be supplied by FDLE Quartermaster in a block of 5000 numbers .
South Miami Business Rules Page 11 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
3.4.3. Ordinance/Statute Number
Citations will reference the following statute number for this program: Red Light
Camera, section 316.07S(1)(c)1 and 316.074(1) pursuant to F.S. 316.0083
Statute description is: Proceeding into the Intersection After the Light Turns Red,
("Red Light Running")
3.4.4. Driver/Owner Responsibility
This contract is operating in a Registered Owner responsibility state.
With vehicles registered to more than one owner, citation will be addressed to First
Name Listed
3.5. PROCESSING TIME LINES
3.5.1. Incident Processing Rules
Redflex will have a maximum of 4 days to review incidents and deliver them to the
enforcement queue. An" incident" is when all of a vehicle's tires are behind the stop
bar after the light turns red and thereafter the vehicle proceeds into the intersection
while the light is still red .
The citing agency will have a maximum of 4 days to review and reject the incident or
authorize a violation .
Incidents are too old to process/mail at 30 days after the incident has occurred.
Incidents that fall into this category will be reported via Email to the following:
Weekly report for any Too Old to Process
Report to be sent to :
• rduke@redflex.com
• rwilling@redflex .cm
Information contained in notification email is as follows :
• Incident number
• I ncident date
Frequency for sending email notification is : Weekly
The incident date will be considered Day 1 in the number of days Redflex is allowed
to process.
South Miami Business Rules Page 12 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc .
3.S. CITATION RESPONSE TIMELINE
3.6.1 . Day Calculations
• The number of mailing buffer days for all notices is 10 .
• The mailing date is considered Day 1 .
• Total calendar days from incident to mailing are 30 days
Notice Days to Calculated Fine for No Next Action
Respond From Response?
Notice of Violation 60 Notice of Yes With no response , UTC
issued by PD Violation information is presented
Issuance to the PD via VA2 to
review the incident and
Issue UTC and data is
transferred to the Miami
Dade County Court
system . Florida Uniform
Traffic Citation is printed
and mailed via certified
mail.
Florida Uniform 30 Print date of No None .
Traffic Citation UTC
3.6.2. Notice Statuses
Link to completed Notice Status Change document.
http://projects.redflex.com/contracts/SC4/client -
SouthMiamiFUProjectV020Documents/Customer%20Service/020Back%200ffice/Bu
sinesso/020Rules/Status%20Code%20Changes.docx
3.7. FINE AND FEE AMOUNTS
Fine structure is Fixed Fee .
Fine structure Notes :
Base Fine amount -$158.00
FL UTC Fine amount -$277.00
Hearing Fees -$0.00 -$250.00
Hearing Cancelation Fee -$50.00
Description
Violation Fine
Returned Check Fee
PhotoNotice.com Fee
Additional notes on fine and fee processing:
Hearing Cancel fee -$50
Amount
$158 .00
$35.00
$3 .95
Hearing liability fee -incremental up to $250, manually entered in Smartops by city.
3.S. AUTOMATED INTERFACES
South Miami Business Rules Page 13 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc .
This section is an overview of the process and required file transmissions.
A separate requirements document will be written to detail file content and transmission
method.
3.8.1. Exports
List all agencies that will require an automated export. Explain what information and
documents are required.
No export to the city court .
Export requirements to Miami-Dade County Court TBD.
South Miami will be included in the current Florida NOV registration hold process .
3.8.2. Imports
List all agencies that will send RTSI an automated import file . Explain what
information, reports or documents will be sent.
No import from the city court.
Import requirements from Miami-Dade County Court TBD.
South Miami will be included in the current Florida NOV registration hold process .
3.8.3. FTP Access
List information for all individuals will require access to our FTP site .
TBD by City
3.9. PAYMENT METHODS
3.9.1. Online Payment Options
The city code for th is contract on Photonotice.com is SMIFL.
Other online payment site information :
• All online payments during NOV status or local hearing status will be made via
www.photonotice.comA convenience fee of $3.95 will be charged for all online
and call center payment transactions.
Additional notes on online payment processing:
• Redflex will seek to charge, collect and retain a maximum convenience fee of
$3.95 each for electronic payments provided .
• Such fee is paid by the violator.
• The City will not receive any said convenience fee and assumes no liability,
responsibility or control of said fee .
3.9.2. Payment Methods
Payment methods available for violators are:
• Check
• Money Order
• Visa
• Mastercard
South Miami Business Rules Page 14 of 19
I.
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
3.9.3.
Checks and money orders should be made payable to : City of South Miami Traffic
Safety Program .
Partial Payment Processing
Are partial payments allowed?
Maximum number of days to complete payment from issue date:
No
o
3.10. NOMINATIONS
Nominations will follow the following format:
SMlyy000001A
Nominations will be processed by Redflex
When are nominations allowed?
Rental or Leased Vehicles
Stolen (vehicle or plate) -police report required
Sold -proof of title transfer required
Care and Custody of another
Is the registered owner exempt upon nomination of another driver? Yes
Does a nomination require notarization? Yes
Is a police report required for a stolen vehicle nomination? Yes
Maximum number of nominations is: 1
Is Police approval (VA2) required? No
Nomination processing notes:
• An NOV has 60 days to nominate before a UTC is issued.
• There is no maximum number of days a UTC has to nominate after a UTC is issued
by the PD .
• Nomination forms to be retained for a period no fewer than 36 months from the date
of nomination .
• Nominations will be processed within 3 business days of receipt of the nomination .
3.11. MAIL PROCESS
3.11.1. Notices Pri nted by Redflex
The following notice(s) will be printed by Redflex.
Pages required and page sequence is listed for each notice.
• Warning Letter
• Notice of Violation
• Rejected Payment Notice
• Chargeback Letter
• Refund Notice
• Overpayment Letter
• FL Uniform Traffic Citation (UTe)
Notice generation notes:
South Miami Business Rules Page 15 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
3.11.2.
3.11.3.
3.11.4.
Only FL UTC will be sent Certified Mail. The fee for certified mail will be billed per
unit to the city at the prevailing US Postal Service rate . Certified mailing fees will be
covered under cost neutrality provisions . NOV and UTC Nominations will not include
the Nomination option on the mailing .
Is certified mail delivery required? Yes
Links for Notice Generation
Program, Contract or Police Logo(s):
http://projects.redflex.com/contracts/SC4/ client-
SouthMiamiFUProject%20Documents/Customer%20Service%20Back%200ffice/Cita
tions%20Notices%20Letters/south_miami_citLlogo.jpg
Notice Page sequencing document:
http://projects.redflex.com/contracts/SC4/client-
SouthMiamiFUProject%20Documents/Customer%20Service%20Back%200ffice/Cita
tions%20Notices%20Letters/Notice%20Page%20Sequencing.docx
Mailing Addresses
Return Address for mailing :
PO Box 42034
Phoenix, AZ. 85080
Payment coupons will be mailed to :
City of South Miami Traffic Safety Program
PO Box 76513
Cleveland, OH 44101
Request for hearing coupon will be mailed to:
City of South Miami
Police Department
6130 Sunset Drive
South Miami, FL 33143
Nominations will be mailed to :
City of South Miami Traffic Safety Program
PO Box 42034
Phoenix, AZ. 85080
Returned Mail Processing
Re-Addressing will be performed by NOV -Redflex, UTC -PD.
Will re-addressed mail have an updated respond by date assigned? Yes
Additional returned mail notes:
Returned NOV mail is processed by the Redflex Call Center in Phoenix. If a new
address is found, Redflex will readdress. If no new address is located the NOV will
be eligible for FL UTC 70 days from the date of NOV issuance. by PO
UTC mail is returned to the county court and forwarded to the PD . PO will readdress
and reissue the UTC using RTSI readdressing function .
South Miami Business Rules Page 16 of 19
'.
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
3.12. HEARING PROCESS
3.12.1. Court Packet Requirements
What documents are required in a requested Court Packet?
Downloaded by city to include:
NOV or UTC
Original Images
Video
3.13. ENFORCEMENT DEPARTMENT INFORMATION
City of South Miami Police Department
6130 Sunset Drive
South Miami, FL 33143
Phone: (305) 663-6301
Fax: (305) 663-6353
3.14. DATA RETENTION/PURGE
Video , pictures and data for incidents that resulted in a warning letter issuance shall be
retained for 36 months.
Video , pictures and data for incidents that did not result in a violation issuance shall be
retained for 36 months .
Video, pictures , data and documents for incidents that resulted in a paid citation shall be
retained for 36 months.
Video, pictures, data and documents for incidents that resulted in a dismissed citation
shall be retained for 36 months.
Video, pictures, data and documents for incidents that were nominated shall be retained
for 36 months.
Video, images , data and documents will be purged on a Monthly basis .
Returned mail will be retained for 36 months .
Additional Data Retention notes: All data will be retained for 36 months from the final
disposition .
3.15. REPORTING
Reporting Requirements:
Standard Florida monthly and weekly Revenue Reports are required .
South Miami Business Rules Page 17 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc .
3.16. OPERATIONS INSTRUCTIONS
Process City Vehicles Yes
Process Emergency Vehicles Yes
Process Vehicles Involved in an Accident No
Process Emergency Vehicles with Lights On No
Process Funeral Processions No
Process Officer Controlled Intersections No
Process Vehicle/DMV Mismatch No
License Plate stays with vehicle when sold : No
Use rear plate on tractor trailer Yes
If vehicle is a lease or rental, address the PO issued citation to: Owner
3.17. CALL CENTER SUPPORT
Call Center support hours : Call Center -(877) 847-2338
Hours of Operation:
Monday -Friday
9:00 am -7:00 pm (ET)
Nominations will be processed by Redflex.
Re-addressing will be processed by NOV -Redflex, UTC -PD .
Are credit card payments accepted by the Call Center? Yes
South Miami Business Rules Page 18 of 19
South Miami Traffic Safety Program Redflex™ Traffic Systems Inc.
4. APRROVALS
BUSINESS RULES AND RELATED DOCUMENTATION APPROVAL
This section will be repeated for each version submitted for approval.
Version: Date Submitted:
ROLE NAME SIGNATURE DATE
Both parties agree that the Business Rules are a guide and that from time to time, changes
will need to be made. Both parties agree that when changes are required, Redflex Traffic
Systems and South Miami, FL will discuss the changes and initiate them within a reasonable
amount of time and at the most economical cost possible.
South Miami, FL Captain John Barzola J~ //;2pOZl Project Manager
Redflex Account Ross Duke h-44-D~ 1/4/2021
Manager
Redflex Senior Vice Lew Miller ". /"/ / President Global , ~"l.-~ __ 117/2021
Operations :..-" -"
South Miami Business Rules Page 19 of 19