CONTRACT 4031 Professional Services Agreement lip
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF EL SEGUNDO AND
THE OMEGA GROUP, INC.
This AGREEMENT is entered into thisPi , day of October, 2009, by and between
the CITY OF EL SEGUNDO, a municipal co ration and general law city ("CITY") and The
Omega Group, Inc. a 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 the amount set
forth in the attached Exhibit"A" which is incorporated by this reference.
2. SCOPE OF SERVICES.
A. CONSULTANT will perform services listed in the attached Exhibit "A," which is
incorporated by reference,
B. CONSULTANT will, in a professional manner, furnish all of the labor, technical,
administrative, professional and other personnel, all supplies and materials,
equipment, printing, vehicles, transportation, office space and facilities, and all
tests, testing and analyses, calculation, and all other means whatsoever, except as
herein otherwise expressly specified to be furnished by CITY, necessary or proper
to perform and complete the work and provide the professional services required
of CONSULTANT by this Agreement.
3. PERFORMANCE STANDARDS. While performing this Agreement, CONSULTANT
will use the appropriate generally accepted professional 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 CI 's satisfaction. Costs associated with curing the deficiencies will be borne
by CONSCLTANT.
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.
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
fiends 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$ 1.200.00 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.
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8. TERM. The term of this Agreement will be for one (1) year. This Agreement will
automatically renew, on an annual basis, on its anniversary date unless otherwise terminated.
Unless otherwise determined by written amendment between the parties, this Agreement will
terminate in the following instances:
A. Completion of the work specified in Exhibit"A";
B. Termination as stated in Section 15.
9. TIME FOR PERFORMANCE.
A. CONSULTANT will not perform any work under this Agreement until:
i. 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 professional 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: Scope of Work;
B. Exhibit B: Budget; and
C. Exhibit C: Proposal for Services.
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.
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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
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" 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,
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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.
A. CONSULTANT agrees to the following:
i. Indemnification for Professional Services. CONSULTANT will save
harmless and indemnify and at CITY's request reimburse defense
costs for CITY and all its officers, volunteers, employees and
representatives from and against any and all suits, actions, or claims,
of any character whatever, brought for, or on account of, any injuries
or damages sustained by any person or property resulting or arising
from any negligent or wrongful act, error or omission by
CONSULTANT or any of CONSULTANT's officers, agents,
employees, or representatives, in the performance of this Agreement.
ii. Indemnification for other Damages. CONSULTANT indemnifies and
holds CITY harmless from and against any claim, action, damages,
costs (including, without limitation, attorney's fees), injuries, or
Iiability, arising out of this Agreement, or its performance. 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.
iii. 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.
19. ASSIGNABILITY. This Agreement is for CONSULTANT's professional 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:
Tvve of Insurance Limits
a
Commercial general liability: $1,000,000
Professional 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.
C. Professional liability coverage will be on an"occurrence basis" if such coverage
is available, or on a"claims made"basis if not available. When coverage is
provided on a"claims made basis," CONSULTANT will continue to renew the
insurance for a period of three (3) years after this Agreement expires or is
terminated. Such insurance will have the same coverage and limits as the policy
that was in effect during the term of this Agreement, and will cover
CONSULTANT for all claims made by CITY arising out of any errors or
omissions of CONSULTANT, or its officers, employees or agents during the time
this Agreement was in effect.
D. Automobile coverage will be written on ISO Business Auto Coverage Form CA
00 01 06 92, including symbol 1 (Any Auto).
E. 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."
F. 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: If to CITY:
City of EI Segundo
EI Segundo, CA
Attention: Talal "Trip" Albagdadi Attention: Robert Turnbull
Director of Marketing Captain
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
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.
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34. 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 Attachments, sets forth the entire
understanding of the parties. There are no other understandings, terms or other agreements
expressed or implied, oral or written. There is one (1) Attachment 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.
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]
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IN WITNESS WHEREOF the parties hereto have executed this contract the day and year
first hereinabove written.
CITY OF EL SEGUNDO THE OMEGA GROUP,INC
Jack/Wayt, Mila.Mueller
City Manager President
ATTEST:
Taxpayer ID No.
Cindy Morte "n' , V"4
City Clerk
APPROVED
MARK D. City
By:
Karl H. Berger, Assist City Attorney
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THEThe leader in providing innovative GIS solutions to public safety and education agencies5160 .
OMEGA Phone,858 450.2590•Faxnroll Canyon Road, .,858.450.0239Floor*San Diego,CA 92121-1775
GROUPE-mail. ��a rl t :a�u�e , u g .s°ra:�awg.Web:,u �.:b;�a��au�m ass°
August 27, 2009
Emma Johnson
Records Supervisor
El Segundo Police Department
348 Main St
El Segundo, CA 90245
Re: CrimeMapping.com Proposal
Dear Emma,
CrimeMapping.com has been developed by The Omega Group to help law enforcement agencies
provide the public with valuable information about recent crime activity by neighborhood. A well
informed citizenry has been proven effective in reducing crime. CrimeMapping.com will greatly
enhance your community oriented policing efforts as well as provide your agency with greater
transparency.
ESRI core technology helps CrimeMapping.com provide the most accurate and timely data
available. We generalize information by block address and can filter out any victim sensitive
crimes as needed. CrimeMapping.com never posts any data without the full permission of each
agency and we never scram data from other sites!
The Omega Group has been dedicated to building safer communities since 1992. Our professional
experience includes working with over 450 law enforcement agencies throughout North America in
implementing our CrimeView Enterprise solutions, which focus on mapping and analysis
applications for crime analysts, officers, command staff and the community. The Omega Group is
an ESRI (Premier) Foundation Partner, recognized by ESRI for its development of solutions built
on ESRI technology.
Please do not hesitate to let me know if you have any questions; our toll-free number is:
(800)228-1059
Thank you,
G
Talal "Trip" Albagdadi
Director of Marketing
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CrimeMaminuxom
The Omega Group hosts CrimeMapping.com. There are no hardware, software or setup costs
for choosing our CrimeMapping.com solution.
The tasks below are related to the development and deployment of your CrimeMapping.com
application using Web based maps and ESRI technology. You will have the choice to either go live
with your data directly to CrimeMapping.com or test it for a limited time in our staging area. The
maximum duration for testing within the staging environment is thirty (30) days. After the thirty
(30) day period expires, you will begin paying an annual hosting fee.
Professional Services: No Charge
Task I CrimeMapping.com Project Planning
• Identify data source for incident data(RMS preferred)
• Identify data fields from incident reports to be displayed in CrimeMapping.com
(fields often used include: address, crime type, description, date/time and Case number)
Task 2 CrimeMapping.com Development and Deployment
• Set up Import Wizard—CrimeMapping.com(CM)Layer Output
• Set up Omega Extractor-Server Preparation
• Set up Omega Extractor-Client Installation
• Set up Omega Extractor—Automation(Web Service)
• Test CrimeMapping.com application functionality in staging area if needed
• Launch your CrimeMapping.com application live at Web site
Note: Currently a minimum of ArcGIS 9.2 Service Pack 4 is required in order to provide existing
clients with our CrimeMapping.com service. All labor will be performed by The Omega Group.
No staff time will be required by your Agency.
Hosting Fee: First Year Free
The Omega Group will host the application for a period of(1)one year. At the end of the (1) one
year term your contract will be automatically renewed as long as your agency is current on annual
maintenance fees with The Omega Group.
Hosting Fees are as follows:
FREE HOSTING FOR ONE (1)YEAR. After the first-year of hosting CrimeMapping.com your
department will be charged$1,200 per year as long as existing support agreements are maintained
with The Omega Group. The year begins once your agency goes live at CrimeMapping.com.
NON-DISCLOSURE
This estimate has been prepared by the sales division or The Omega Group and is a confidential document that contains ideas,concepts.methods and
other proprietary information. Readers are to treat the information contained herein as confidential and may not copy or reproduce any of these
materials for distribution outside of their organization without the written permission of The Omega Group. The Quote will remain valid for
budgetary purposes only for up to 6 months from the date of creation.
40 31
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Project Description
The Omega Group will set up an automated export of crime data to the hosted
CrimeMapping.com application. The data will be cleaned and geocoded at the client site, and then
exported via a Web service transmission to The Omega Group's secured hosting facility.
Project Specifications
Data Flow
The diagram below depicts the data flow from the Law Enforcement Databases to the
CrimeMapping.com application.
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CrimeMapping.com Hosting Agreement
1. Definitions.
1.1 "Customer" means the persons, entity or agents and authorized representatives accepting this
agreement.
1.2 "Content” means all data provided by Customer on The Omega Group's server computers.
1.3 "Crimemapping.com" means pages presenting the Content stored by Customer on The Omega
Group's server computers.
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1.4 "User" means users of Customer's Crimemapping.com.
1.5 "Confidential Information" means information that Customer takes reasonable steps to maintain
in confidence and identifies in writing to The Omega Group as confidential.
2. Web Hosting.
2.1 —Hosting.
The Omega Group will provide dedicated or shared server computers, with an Internet address for
storage and access of Customer Content, and the Crimemapping.com website.
2.2 -Crimemapping.com Backup.
The Omega Group will backup Crimemapping.com in a commercially reasonable manner.
However, The Omega Group is not responsible for lost Content. Crimemapping.com backups will
be stored by The Omega Group for no longer than 30 days.
2.3 - Standards.
The Omega Group's services will conform to the following:
2.3.1 - Availability of Crimemapping.com.
The Omega Group will provide hosting services for Crimemapping.com that meet
reasonable commercial standards for, among other matters, packet loss, accessibility,
latency, availability, and throughput.
2.3.2 - Security.
The Omega Group will take commercially reasonable steps to prevent unauthorized access
to Crimemapping.com and Content communicated to and stored on The Omega Group's
server computers.
2.3.3 - Server/Network Computer Outages.
The Omega Group will employ best efforts in providing advance notice to Customer of
scheduled server computer/network outages.
3. Ownership of Content.
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All Content stored by Customer on The Omega Group's server computers shall at all times remain
the property of Customer. Customer grants to The Omega Group a non-exclusive, worldwide
license to the Content only to the extent necessary for The Omega Group to host
Crimemapping.com.
4.Payments.
4.1 - Fees.
Hosting is for one year, paid monthly, or annually up front. The fees are as follows:
FREE HOSTING FOR ONE (1) YEAR. After the first-year of hosting CrimeMapping.com your
department will be charged$1,200 per year as long as existing support agreements are maintained
with The Omega Group. The year begins once your agency goes live at CrimeMapping.com.
Payment is due thirty(30) days from invoicing. In the case of credit card payments The Omega
Group will automatically charge Customer Credit Card on file all fees associated with the account
on the due date. The Omega Group may, at its option, charge a 10% fee for late payments.
4.2 - Returned Checks and Declined Credit Cards may incur a fee.
4.3 - Account Updates.
It is the responsibility of the customer to maintain accurate billing information with The Omega
Group. This may include updated credit card information, email address and mailing address.
S. TeFm and Terndnation.
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thirty;(') :Icy:: z
Custer,
affiliates,6.Msehdmef-of Warwanties.
agents, vefider-s, and the like, make ae wafffmty eenneelien with The Omega Group hardware e
fitnesis for a pa-deulapur-pe
The Omega Gr-eup, its ewnes, eWleyees, affflimeri, agents, Yendef:s, and the like shall fief be liabi
f em_
Custemer-agfee&4haf itc ca'.£ and ewlusive femedy shefl be _xF cF
The Omega Group.
Q General n..
8.1 Goveming Law.
This Agmement will be geyefRed d i accar-danee with the laws ef the State of
GeAfemia, United State-s; ea-fAmpripsi.
8.2 Sevembility and Waiver.
, the re ieg
by either-pai4y of a bFeaek ef any pr-evisien ef this AgFeefaeat will net epefate er-be interpreted as a-
waiYef of any ether- ar-subsequent bf;eaeh.
8.3 RelatieFiship of PaAies.
6
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THE I ,.„ i(, I AI,
6 OUP CRIME U �IIIIIII Yu �u�l III`' ,, August 27,2009
..
8.4 Attemeys Fees and Gents
this-
Agreement, the PFZling paFty sha,I be enti e.7, in .,. dit:AA t.. its .A .. sts, rte. eh m able
a4temeys'fees, expeft witness fees ,:1 legal expenses
jur-isdiefien,
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly
authorized representatives as set forth below.
Omega: The Omega Group,Inc.,
a California corporation,
Milan MuelIer,President Date
Client: El Segundo Police Department
El Segundo, California
Name Date
Title
NOTE: Page 7 of this document must be completed and contain an authorized signature in
order for work to proceed with CrimeMapping.com. This completed document can be faxed
back to The Omega Group offices at:
FAX: (858)450-0239 or e-mailed to _
If you have any questions please feel free to contact us at: (800)228-1059
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