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CONTRACT 5163 CLOSEDAgreement No. 5163 SERVICES AGREEMENT BETWEEN THE CITY OF EL SEGUNDO AND CROSSROADS SOFTWARE, INC. This AGREEMENT is entered into this J I day of May, 2016, by and between the CITY OF EL SEGUNDO, a municipal corporation and general law city ( "CITY ") and CROSSROADS SOFTWARE, INC., a California Corporation ( "CONSULTANT "). 1. CONSIDERATION. A. As partial consideration, CONSULTANT agrees to perform the work listed in the SCOPE OF SERVICES, below; B. As additional consideration, CONSULTANT and CITY agree to abide by the terms and conditions contained in this Agreement; C. As additional consideration, CITY agrees to pay CONSULTANT a sum not to exceed Twenty Thousand and One Hundred Dollars ($21,100) for CONSULTANT's services. CITY may modify this amount as set forth below. Unless otherwise specified by written amendment to this Agreement, CITY will pay this sum as specified in the attached Exhibit "A," which is incorporated by reference. 2. SCOPE OF SERVICES. CONSULTANT will perform services listed in the attached Exhibit "B", within the time frame set forth in the project schedule listed in the attached Exhibit "C," both of which are incorporated by reference. 3. PERFORMANCE STANDARDS. While performing this Agreement, CONSULTANT will use the appropriate generally accepted standards of practice existing at the time of performance utilized by persons engaged in providing similar services. CITY will continuously monitor CONSULTANT's services. CITY will notify CONSULTANT of any deficiencies and CONSULTANT will have fifteen (15) days after such notification to cure any shortcomings to CITY's satisfaction. Costs associated with curing the deficiencies will be borne by CONSULTANT. 4. PAYMENTS. For CITY to pay CONSULTANT as specified by this Agreement, CONSULTANT must submit a detailed invoice to CITY which lists the hours worked and hourly rates for each personnel category and reimbursable costs (all as set forth in Exhibit "A ") the tasks performed, the percentage of the task completed during the billing period, the cumulative percentage completed for each task, the total cost of that work during the preceding billing month and a cumulative cash flow curve showing projected and actual expenditures versus time to date. Agreement No. 5163 5. NON - APPROPRIATION OF FUNDS. Payments due and payable to CONSULTANT for current services -are within the current budget and within an available, unexhausted and unencumbered appropriation of the CITY. In the event the CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this Agreement will cover only those costs incurred up to the conclusion of the current fiscal year. 6. ADDITIONAL WORK. A. CITY's city manager ( "Manager ") may determine, at the Manager's sole discretion, that CONSULTANT must perform additional work ( "Additional Work ") to complete the Scope of Work. If Additional Work is needed, the Manager will give written authorization to CONSULTANT to perform such Additional Work. B. If CONSULTANT believes Additional Work is needed to complete the Scope of Work, CONSULTANT will provide the Manager with written notification that contains a specific description of the proposed Additional Work, reasons for such Additional Work, and a detailed proposal regarding cost. C. Payments over $3,900 for Additional Work must be approved by CITY's city council. All Additional Work will be subject to all other terms and provisions of this Agreement. 7. FAMILIARITY WITH WORK. A. By executing this Agreement, CONSULTANT agrees that it has: i. Carefully investigated and considered the scope of services to be performed; ii. Carefully considered how the services should be performed; and iii. Understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement. B. If services involve work upon any site, CONSULTANT agrees that CONSULTANT has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing the services hereunder. Should CONSULTANT discover any latent or unknown conditions that may materially affect the performance of the services, CONSULTANT will immediately inform CITY of such fact and will not proceed except at CONSULTANT's own risk until written instructions are received from CITY. 8. TERM. The term of this Agreement will end on December 31, 2016, unless sooner terminated. Unless otherwise determined by written amendment between the parties, this Agreement will terminate in the following instances: FA Agreement No. 5163 A. Completion of the work specified in Exhibit "B "; B. Termination as stated in Section 15. 9. TIME FOR PERFORMANCE. A. CONSULTANT will not perform any work under this Agreement until: CONSULTANT furnishes proof of insurance as required under Section 23 of this Agreement; and ii. CITY gives CONSULTANT a written notice to proceed. B. Should CONSULTANT begin work on any phase in advance of receiving written authorization to proceed, any such services are at CONSULTANT's own risk. 10. CONSISTENCY. In interpreting this Agreement and resolving any ambiguities, the main body of this Agreement takes precedence over the attached Exhibits; this Agreement supersedes any conflicting provisions. Any inconsistency between the Exhibits will be resolved in the order in which the Exhibits appear below: A. Exhibit A: Cost Proposal; B. Exhibit B: Scope of Services; and C. Exhibit C: Project Schedule. 11. CHANGES. CITY may order changes in the services within the general scope of this Agreement, consisting of additions, deletions, or other revisions, and the contract sum and the contract time will be adjusted accordingly. All such changes must be authorized in writing, executed by CONSULTANT and CITY. The cost or credit to CITY resulting from changes in the services will be determined in accordance with written agreement between the parties. 12. TAXPAYER IDENTIFICATION NUMBER. CONSULTANT will provide CITY with a Taxpayer Identification Number. 13. PERMITS AND LICENSES. CONSULTANT, at its sole expense, will obtain and maintain during the term of this Agreement, all necessary permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement. 14. WAIVER. CITY's review or acceptance of, or payment for, work product prepared by CONSULTANT under this Agreement will not be construed to operate as a waiver of any rights CITY may have under this Agreement or of any cause of action arising from CONSULTANT's performance. A waiver by CITY of any breach of any term, covenant, or condition contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any 3 Agreement No. 5163 other term, covenant, or condition contained in this Agreement, whether of the same or different character. 15. TERMINATION. A. Except as otherwise provided, CITY may terminate this Agreement at any time with or without cause. B. CONSULTANT may terminate this Agreement at any time upon thirty (30) days' written notice. C. Upon receiving a termination notice, CONSULTANT will immediately cease performance under this Agreement unless otherwise provided in the termination notice. Except as otherwise provided in the termination notice, any additional work performed by CONSULTANT after receiving a termination notice will be performed at CONSULTANT's own cost; CITY will not be obligated to compensate CONSULTANT for such work. D, Should termination occur, all finished or unfinished documents, data, studies, surveys, drawings, maps, reports and other materials prepared by CONSULTANT will, at CITY's option, become CITY's property, and CONSULTANT will receive just and equitable compensation for any work satisfactorily completed up to the effective date of notice of termination, not to exceed the total costs under Section 1(C). E. Should the Agreement be terminated pursuant to this Section, CITY may procure on its own terms services similar to those terminated. F. By executing this document, CONSULTANT waives any and all claims for damages that might otherwise arise from CITY's termination under this Section. 16. OWNERSHIP OF DOCUMENTS. All documents, data, studies, drawings, maps, models, photographs and reports prepared by CONSULTANT under this Agreement are CITY's property. CONSULTANT may retain copies of said documents and materials as desired, but will deliver all original materials to CITY upon CITY's written notice. CITY agrees that use of CONSULTANT's completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at CITY's own risk. 17. PUBLICATION OF DOCUMENTS. Except as necessary for performance of service under this Agreement, no copies, sketches, or graphs of materials, including graphic art work, prepared pursuant to this Agreement, will be released by CONSULTANT to any other person or public CITY without CITY's prior written approval. All press releases, including graphic display information to be published in newspapers or magazines, will be approved and distributed solely by CITY, unless otherwise provided by written agreement between the parties. 18. INDEMNIFICATION. 4 Agreement No. 5163 A. CONSULTANT agrees to the following: i. CONSULTANT indemnifies and holds CITY harmless from and against any claim, action, damages, costs (including, without limitation, attorney's fees), injuries, or liability, arising out of this Agreement, or its performance, except for such loss or damage arising from CITY's sole negligence or willful misconduct. Should CITY be named in any suit, or should any claim be brought against it by suit or otherwise, whether the same be groundless or not, arising out of this Agreement, or its performance, CONSULTANT will defend CITY (at CITY's request and with counsel satisfactory to CITY) and will indemnify CITY for any judgment rendered against it or any sums paid out in settlement or otherwise. ii. Intellectual Property Infringement. Notwithstanding any provision to the contrary, CONSULTANT will, at its own expense, indemnify and defend CITY against any claim that CONSULTANT's services or work product furnished under this Agreement infringes a patent or copyright in the United States or Puerto Rico. In such event, CONSULTANT will pay all costs damages and attorney's fees that a court finally awards as a result of such claim. To qualify for such defense and payment, CITY must (a) give CONSULTANT prompt written notice of any such claim; and (b) allow CONSULTANT to control, and fully cooperate with CONSULTANT in the defense and all related settlement negotiations. CITY agrees that if the use of CONSULTANT's services or work product becomes, or CONSULTANT believes is likely to become, the subject of such an intellectual property claim, CITY will permit CONSULTANT, at its option and expense, either to secure the right for CITY to continue using CONSULTANT's services and work product or to replace it with comparable services and work product. B. For purposes of this section "CITY" includes CITY's elected and appointed officials, officers, employees, and volunteers. C. It is expressly understood and agreed that the foregoing provisions will survive termination of this Agreement. D. The requirements as to the types and limits of insurance coverage to be maintained by CONSULTANT as required by Section 22, and any approval of said insurance by CITY, are not intended to and will not in any manner limit or qualify the liabilities and obligations otherwise assumed by CONSULTANT pursuant to this Agreement, including, without limitation, to the provisions concerning indemnification. 5 Agreement No. 5163 19. ASSIGNABILITY. This Agreement is for CONSULTANT's services. CONSULTANT's attempts to assign the benefits or burdens of this Agreement without CITY's written approval are prohibited and will be null and void. 20. INDEPENDENT CONTRACTOR. CITY and CONSULTANT agree that CONSULTANT will act as an independent contractor and will have control of all work and the manner in which is it performed. CONSULTANT will be free to contract for similar service to be performed for other employers while under contract with CITY. CONSULTANT is not an agent or employee of CITY and is not entitled to participate in any pension plan, insurance, bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that may appear to give CITY the right to direct CONSULTANT as to the details of doing the work or to exercise a measure of control over the work means that CONSULTANT will follow the direction of the CITY as to end results of the work only. 21. AUDIT OF RECORDS. CONSULTANT will maintain full and accurate records with respect to all services and matters covered under this Agreement. CITY will have free access at all reasonable times to such records, and the right to examine and audit the same and to make transcript therefrom, and to inspect all program data, documents, proceedings and activities. CONSULTANT will retain such financial and program service records for at least three (3) years after termination or final payment under this Agreement. 22. INSURANCE. A. Before commencing performance under this Agreement, and at all other times this Agreement is effective, CONSULTANT will procure and maintain the following types of insurance with coverage limits complying, at a minimum, with the limits set forth below: Type of I nsurance Limits Commercial general liability: $1,000,000 Business automobile liability $1,000,000 Workers compensation Statutory requirement B. Commercial general liability insurance will meet or exceed the requirements of ISO -CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth above will be a combined single limit per occurrence for bodily injury, personal injury, and property damage for the policy coverage. Liability policies will be endorsed to name CITY, its officials, and employees as "additional insureds" under said insurance coverage and to state that such insurance will be deemed "primary" such that any other insurance that may be carried by CITY will be excess thereto. Such insurance will be on an "occurrence," not a "claims made," basis and will not be cancelable or subject to reduction except upon thirty (30) days prior written notice to CITY. 2 Agreement No. 5163 C. Automobile coverage will be written on ISO Business Auto Coverage Form CA 00 0106 92, including symbol 1 (Any Auto). D. CONSULTANT will furnish to CITY duly authenticated Certificates of Insurance evidencing maintenance of the insurance required under this Agreement and such other evidence of insurance or copies of policies as may be reasonably required by CITY from time to time. Insurance must be placed with insurers with a current A.M. Best Company Rating equivalent to at least a Rating of "A:VII." E. Should CONSULTANT, for any reason, fail to obtain and maintain the insurance required by this Agreement, CITY may obtain such coverage at CONSULTANT's expense and deduct the cost of such insurance from payments due to CONSULTANT under this Agreement or terminate pursuant to Section 15. 23. USE OF SUBCONTRACTORS. CONSULTANT must obtain CITY's prior written approval to use any consultants while performing any portion of this Agreement. Such approval must approve of the proposed consultant and the terms of compensation. The consultants listed in Exhibit `B" are hereby approved. 24. INCIDENTAL TASKS. CONSULTANT will meet with CITY monthly to provide the status on the project, which will include a schedule update and a short narrative description of progress during the past month for each major task, a description of the work remaining and a description of the work to be done before the next schedule update. 25. NOTICES. All communications to either party by the other party will be deemed made when received by such party at its respective name and address as follows: If to CONSULTANT: Crossroads Software, Inc. 210 W. Birch Street, Suite 207 Brea, CA 92821 Attention: Jeff Cullen, project manager If to CITY: City of El Segundo Police Dept. 348 Main Street El Segundo, CA 90245 Attention: Lt. Jeff Leyman Any such written communications by mail will be conclusively deemed to have been received by the addressee upon deposit thereof in the United States Mail, postage prepaid and properly addressed as noted above. In all other instances, notices will be deemed given at the time of actual delivery. Changes may be made in the names or addresses of persons to whom notices are to be given by giving notice in the manner prescribed in this paragraph. 26. CONFLICT OF INTEREST. CONSULTANT will comply with all conflict of interest laws and regulations including, without limitation, CITY's conflict of interest regulations. 27. SOLICITATION. CONSULTANT maintains and warrants that it has not employed nor retained any company or person, other than CONSULTANT's bona fide employee, to solicit or secure this Agreement. Further, CONSULTANT warrants that it has not paid nor has it agreed 7 Agreement No. 5163 to pay any company or person, other than CONSULTANT's bona fide employee, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Should CONSULTANT breach or violate this warranty, CITY may rescind this Agreement without liability. 28. THIRD PARTY BENEFICIARIES. This Agreement and every provision herein is generally for the exclusive benefit of CONSULTANT and CITY and not for the benefit of any other party. There will be no incidental or other beneficiaries of any of CONSULTANT's or CITY's obligations under this Agreement. 29. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance with the laws of the State of California, and exclusive venue for any action involving this agreement will be in Los Angeles County. 30. COMPLIANCE WITH LAW. CONSULTANT agrees to comply with all federal, state, and local laws applicable to this Agreement. 31. ENTIRE AGREEMENT. This Agreement and its Exhibits set forth the entire understanding of the parties. There are no other understandings, terms or other agreements expressed or implied, oral or written. There are three (3) Exhibits to this Agreement. This Agreement will bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns. 32. RULES OF CONSTRUCTION. Each Party had the opportunity to independently review this Agreement with legal counsel. Accordingly, this Agreement will be construed simply, as a whole, and in accordance with its fair meaning; it will not be interpreted strictly for or against either Party. 33. SEVERABILITY. If any portion of this Agreement is declared by a court of competent jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the extent necessary in the opinion of the court to render such portion enforceable and, as so modified, such portion and the balance of this Agreement will continue in full force and effect. 34. AUTHORITY/MODIFICATION. The Parties represent and warrant that all necessary action has been taken by the Parties to authorize the undersigned to execute this Agreement and to engage in the actions described herein. This Agreement may be modified by written amendment. CITY's executive manager, or designee, may execute any such amendment on behalf of CITY. 35. ACCEPTANCE OF FACSIMILE SIGNATURES. The Parties agree that this Agreement, agreements ancillary to this Agreement, and related documents to be entered into in connection with this Agreement will be considered signed when the signature of a party is delivered by facsimile transmission. Such facsimile signature will be treated in all respects as having the same effect as an original signature. 36. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of reference only and will not affect the interpretation of this Agreement. 8 Agreement No. 5163 37. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this Agreement. 38. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood, explosion, acts of terrorism, war, embargo, government action, civil or military authority, the natural elements, or other similar causes beyond the Parties' reasonable control, then the Agreement will immediately terminate without obligation of either party to the other. 39. STATEMENT OF EXPERIENCE. By executing this Agreement, CONSULTANT represents that it has demonstrated trustworthiness and possesses the quality, fitness and capacity to perform the Agreement in a manner satisfactory to CITY. CONSULTANT represents that its financial resources, surety and insurance experience, service experience, completion ability, personnel, current workload, experience in dealing with private consultants, and experience in dealing with public agencies all suggest that CONSULTANT is capable of performing the proposed contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a public CITY. [SIGNATURES ON NEXT PAGE] G Agreement No. 5163 IN WITNESS WHEREOF the parties hereto have executed this Agreement the day and year first hereinabove written. ATTEST: lj�l ) V L"D AS TO FORM: 'PA -k D. Hensley, City Attorney U CROSSROADS SOFTWARE, INC. Naive N Title Name Title Taxpayer ID: 0 -2- Agreement No. 5163 Exhibit A Cost Proposals Crossroads Software, Inc. for a Handheld Traffic Citation Writing System for the City of El Segundo Agreement No. 5163 Cost Proposal Crossroads Software 210 W. Birch Street, Suite 207 For: Brea, CA 92821 El Segundo Police Department Number: CP 16 -11 Item No Item Descri tion Quantity Price Taxable Amount 1 Update Collision Database System to Access 1 $2,900.00 No $2,900.00 2013 version. Includes translation of data to new format, runtime Access 2013 and installation files. 2 Crossroads Report Writer for Collision 1 $9,800.00 No $9,800.00 Reporting 3 Produce Street Model (Labor) 4 Electronic Input and Verification of SWITRS traffic collision data for five years 5 Training and Installation (one training sessions - two hours) 6 Agency Discount 1 $1,900.00 No $1,900.00 1 $2,100.00 No $2,100.00 1 $500.00 No $500.00 1 ($10,000.00) No ($10,000.00) Sub Total EMU Sales Tax 9.00% on $0.00 $0.00 Total $7.200,0 l Tuesday, February 02, 2016 Page 1 of 1 Agreement No. 5163 Cast P11. . Crossroads Software 210 W. Birch Street, Suite 207 For: Brea, CA 92821 El Segundo Police Department Number: CP 16 -13 Item No Item Descrf Lion uantit Price Taxable Amount 1 Update to Tablet -Based Citation System 1 $9,700.00 No $9,700.00 2 Sync Software and Export Software 1 $1,200.00 No $1,200.00 4 Training and Installation (one training 1 $500.00 No $500.00 session - On Site) 10 One Year Maintenance and Support 1 $1,500.00 No $1,500.00 Sub Total , L400 Sales Tax 9.00% on $0.00 0.00 Total 1 Tuesday, February 09, 2016 Page I of l Agreement No. 5163 Exhibit B Scope of Services Crossroads Software, Inc. for a Handheld Traffic Citation Writing System And Collision Reporting and Analytics System for the City of El Segundo Table of Contents Agreement No. 5163 Page Number 1.1 Project Overview 3 1.2 Project Deliverables 3 1.3 Software License Provisions 4 1.3.1 Crossroads Software, Inc. 1.3.2 Term of the License 4 1.4 Project Management and Implementation Services 4 1.4.1 Responsibilities of the Citymmmmmmmm 5 1.4.2 Responsibilities of Crossroads Software, Inc. ....................................... 5 1.4.3 Change Orders ............................... 6 1.4.4 Resolution of Disputes . . ............................ 6 1.4.5 System Acceptance .......................... 6 1.5 Warranty, Maintenance, and System Support 8 1.5.1 Software Warranty and Maintenance Plan 8 1.5.2 Maintenance Plan 8 1.6 Training 8 1.6.1 Handheld Citations & Syncing — End User Training . . . .............. . 8 1.6.4 System Maintenance and Administration Training . . .......... . - .. . ....... -- 8 2 Agreement No. 5163 1.1 Project Overview The scope of this Statement of Work is to set out the milestones, deliverables and responsibilities required to provide to the City of El Segundo hereinafter called "City," and Crossroads Software, Inc., hereinafter called "Consultant" with a fully operational automated mobile handheld traffic writing system. The Consultant will provide software that permits the transmission of citation data to the Traffic Court System. Data will have the ability to be off loaded via cradle sync connection to the Crossroads Database system. The software shall meet all current State of California legislative mandates related to traffic citations and California Court Systems electronic filings and data integration standards as well as being upgradeable to meet future mandates within the timeframe allowed by the governing bodies. 1.2 Project Deliverables Consultant is supplying the following and they will provide the most recent version of software at the time of delivery. Figure 1: Project Deliverables Consultant will provide a complete Automated Mobile Handheld Traffic Citation Writing System to the City. This system will include software for electronic citations that offers efficient input of violation and violator data among other information; electronic signature capture; driver license bar code reading; and have a modular design to allow for future upgrades and modification. Agreement No. 5163 1.3 Software License Provisions 1.3.1 Crossroads Software, Inc. Consultant hereby grants to the City one (1) site license for handheld citation software, one (1) court transmission software license, and one site license for the Reporting and Analytics System. The LICENSED SOFTWARE allows the City to use the software on multiple computers located in a single office or department within a contiguous site, or multiple offices, departments and sites. The LICENSED SOFTWARE entitles the City to one copy of the software in machine - readable form for backup purposes only. 1.3.2 Term of the License This license is effective until terminated. The City may terminate this license at any time by destroying the LICENSED SOFTWARE and related documentation and all copies thereof. If the City fails to comply with any provisions of the Services Agreement entered into by the parties (hereafter, "Agreement "), Consultant must give thirty days' notice to the City pursuant to Section 15 of the Agreement. Upon termination of the Agreement, the City must destroy the software and related documentation and all copies thereof. 1.4 Project Management and Implementation Services The City's project manager for the implementation of the City of El Segundo Handheld Traffic Citation System is Lt Jeff Leyman, El Segundo Police Department. The City's project manager shall be responsible for review, analysis, and acceptance of Crossroad Software, Inc.'s performance and the coordination of project personnel, equipment, vehicles and facilities and may issue all consents, approvals, directives and agreement on behalf of the City called for by this agreement except as otherwise expressly provided. Jeff Cullen, Crossroads Software Inc. is the project manager for Crossroads Software, Inc. He will be directly responsible for the administration and technical direction of Consultant's project activities to include project management, installation, implementation, support services, software development and system setup. Consultant will have 4 Agreement No. 5163 access to communicate with the City project manager to coordinate the execution of the project. 1.4.1 Responsibilities of the City The specific duties of the City in the implementation of the El Segundo Handheld Traffic Reporting System are: 1.4.1.1 Provide the Consultant with access to the City for installation 1.4.1.2 Provide traffic citation, documents and sample forms 1.4.1.3 Provide court information such as name, addresses, schedules, etc. 1.4.1.4 Establish a workstation with a VPN connection, with network access to the data server 1.4.1.5 Review and approve screen layouts and forms 1.4.1.6 Review, evaluate and field test each installed module prior to acceptance 1.4.1.7 Facilitate the implementation of the interface with the Los Angeles County Superior Court's database system. 1.4.1.8 Provide a training facility. 1.4.2 Rc.s artttsibiditica, o trtsstctcttls vo t are /tie. The responsibilities of the project manager will include acting as a primary contact for departmental personnel, scheduling for installation and training, overseeing installation and training, troubleshooting, and any other functions requiring implementing the Consultant's software at the participating agency sites. The specific duties of the Consultant in the implementation of the El Segundo Handheld Traffic Citation System are: 1.4.2.1 Create handheld citation forms customized to the department 1.4.2.1.1 Develop and test citation sync module 1.4.2.1.2 Create and install citation handheld software package 1.4.2.1.3 Provide citation training and deliver module documentation. 1.4.2.2 Contact California Superior Court — Los Angeles County court database vendor and receive the compatible exchange file format for transferring data from the Crossroads Software system to the court's database management system. 1.4.2.2.1 Develop and test exchange file and data transfer from Citation module exported to the court's data base system. 1.4.2.2.2 Provide data interface training and documentation Agreement No. 5163 1.4.3 Change Orders Either party may request changes to the Statement of Work at any time. Since a change could affect price, schedule or other terms, the project managers must mutually agree in writing to approve each change before amending this Statement of Work. When Consultant's price or completion schedule is affected, the Agreement shall be amended accordingly in writing with a CHANGE ORDER and incorporated into the Statement of Work. 1.4.4 Resolution of Disputes The City and Consultant will exercise their best efforts to promptly negotiate and settle any controversy or claim arising out of or in connection with the Agreement. The parties agree to first to meet in a timely manner in order to reach a resolution. 1.4.5 System Acceptance System acceptance will occur in the following phases after training and functional system tests: • Certification of handheld citation system. • Certification of output of a citation data exchange file from the Crossroads Software system for input into the court's database management system • Final Total System Acceptance Each functional attribute of the software, including system software, operating system, utilities, interfaces, system administration procedures will be tested. The Consultant will verify that all transactions with external systems are performing as specified. Within fourteen (14) days after completion of functional systems testing, the Consultant shall provide a written report to document completion of the test and to indicate test results, problems, solutions and a schedule to implement such solutions. 1.4.5.1 Functional Testing — Handheld Citation Software After installing each system software module (handheld citation) and performing appropriate diagnostic tests, Consultant will certify to the City that automated mobile traffic report system is functioning correctly. The City will request specific demonstrations of the mobile traffic system rel Agreement No. 5163 readiness. Functional testing by the end users will start after the users have been trained and the software is in a live environment. The testing period will be fourteen (14) days for each software module. Functional testing will include field- testing, syncing by cradle in field printing, and printing at the desktop. 1.4.5.2 Functional Testing — Data Integration to California Superior Court — Los Angeles County Database Management System The Consultant will create an export file for the traffic citation data integration with the California Superior Court — Los Angeles County, case management system. Upon completion of the traffic data integration with the court's system, performing appropriate tests and upon training the court staff on its use, the Consultant will certify to the City that the data integration to the court is completed. California Superior Court — Los Angeles County project personnel will test the interface for fourteen (14) days to determine if the traffic records are being exported and delivered as defined. 1.4.5.3 Final System Performance Testing The Consultant and City will then perform final system performance testing. Consultant will perform a functionality test that will ensure the functional operation of the software, the handheld units, printers, and other equipment and the syncing and data transfer interfaces. Upon completion of the final total system testing, the consultant will certify that the SYSTEM has passed the final system test criteria. Final system test criteria include: • Functionality System Test (software, hardware, and interfaces) • Reliability Test (system "uptime ") • Performance Test (data input, searches, report generation, response time) The Consultant shall provide written certification to the City's project manager that the installation, training, and testing phase of the contract has been fully completed and all requirements have been met. 7 Agreement No. 5163 1.5 Warranty, Maintenance, and System Support 1.5.1 Software Warranty and Maintenance Plan Consultant will provide the City and participating agencies receiving the LICENSED SOFTWARE technical support, maintenance and upgrades at no additional charge for one year from the date of final system acceptance as defined herein. Standard technical support consists of telephone, email and online support from 08:00 A.M. to 5:00 P.M, Monday through Friday PST. 1.5.2 Maintenance Plan Support, maintenance and upgrades for each additional year beyond the first year are $1,900 per year. 1.6 Training The following training is provided by Consultant as part of the purchase of the SYSTEM. 1.6.1 Handheld Citations, Reporting and Analytics —End User Training Consultant will provide the City with four hours of training. This session will deal with the use of handheld units and the writing of citations. One training session will be conducted at the El Segundo Police Department. Consultant will provide 2 hours of training in the user of the Report Writing and Analytics System. 1.6.2 System Maintenance and Administration Training Consultant will provide administration and system maintenance training to a designated group of system support staff assigned to the project at El Segundo Police Department. 8 Agreement No. 5163 Exhibit C Crossroads Software Handheld Citation System for The City of El Segundo Project Schedule Project Start 0 Weeks Delivery, Installation and Training of the Handheld Citation System 4 Weeks Delivery, Installation and Training of the Collision Reporting and Analytics System 4 Weeks