HomeMy WebLinkAbout1113-List Training Software AGREEMENT FOR DEVELOPMENT OF LIST TRAINING SOFTWARE
THIS AGREEMENT (hereinafter called "Agreement ") made this ;�, 8 day of ADrd ,
2006 by and between the City of Sanford, a municipal corporation and existing under the laws of
the State of Florida, (hereinafter referred to as the City), and Dark Hat Software, LLC Software, a
Florida numbered company (hereinafter referred to as "Developer ") for the term specified herein,
with the City having the option of extending this Agreement for another period of time, upon a
mutual agreement of the parties, agree as follows:
WITNESSETH:
I. SCOPE
The developer is to perform the Work as defined in the attachments attached hereto as
Attachment A incorporated herein by reference and made part hereof as fully as if
herein set forth. Unless otherwise specified herein, the Developer is to provide the
tools, materials, manpower, and consumables to complete the Work.
H. SCHEDULE/TERM
The Developer shall commence work under this Agreement within 5 business days
after the notice to proceed is issued from the City of Sanford, and shall fully complete
all work in Phase I (Fixed Computer Terminals) in accordance with this Agreement
within 90 calendar days from the above commencement date. All Work unless
otherwise specified to in advance, is to be performed during the City's normal business
hours of 8:00 a.m. to 5:00 p.m., Monday through Friday, excluding City Holidays.
Phase II (Mobile Computer Terminals) implementation is subject to a separate
agreement between the City of Sanford and the Seminole County Sheriff's Office.
III. COMPENSATION PLAN
The Developer agrees to provide the services and materials as specified in its proposal
to the City at the cost specified in said proposal and amendments, if any. The
Developer agrees the law enforcement based software training materials shall be
provided to the City at the good and valuable consideration of one dollar ($1.00 USD).
The City agrees to test the software in a secure environment, and then move the
software to the end users on their equipment for a monitored field test of no less than
thirty (30) days. This Agreement includes and annually renewable license fee of five
hundred dollars (500.00 USD) per year beginning in February 2007 which includes
costs for maintenance and all software upgrades. Moreover, the Sanford Police
Department has the right to implement an unrestricted amount of seats so long as the
employees work directly for the Sanford Police Department.
IV. PAYMENT
Payment is due upon delivery of the initial software package. Payment for the annually
renewable fee is due on the first of February beginning in 2007 for each successive year
the software is in place
V. GENERAL CONSIDERATIONS
A. Patents
The Developer shall pay all royalties and assume all costs from the use of any
invention, design, process, materials, equipment, product or device in the
performance of the Work, which is the subject of patent rights or copyrights.
Developer shall, at its own expense, hold harmless and defend the City against
any claim, suit or proceeding brought against the City which is based on a claim,
whether rightful or otherwise, that the Work, or any part thereof, furnished under
this Agreement, constitutes an infringement of any patent or copyright of the
United States. The Developer shall pay all damages and costs awarded against
the City only for the action arising out of the infringement.
B. Software Protection
The City will be licensed to use the Developer's software recognizing the
software is proprietary information and is subject to protections under applicable
copyright and patent laws. The City agrees that it will not market, resell, give
away or, directly or indirectly profit by transferring the program, the code, or
subsequently developed applications or utilities without written permission of the
Developer.
C. Acceptance Test Plan (ATP)
Developer will develop and execute an Acceptance Test Plan (ATP), relative to
the final product version. The ATP is acceptable and is based on the needs of the
City and in particular the needs of the Sanford Police Department, communicated
to the Developer and acknowledged in the Proposal. Developer will collaborate
with the Sanford Police Department personnel to determine the best possible
testing scenarios and determine the meeting of the City's needs.
D. Termination for Default
The performance of Work under this Agreement may be terminated by the City,
in whole or in part in writing, whenever the City shall determine that the
Developer has failed to meet the performance requirements of this Agreement.
The developer reserves the right to terminate this Agreement in whole or in part if
the City fails to meet the performance and testing protocols.
Failure of the Developer to deliver or perform the required Work within the time
specified, or within a reasonable time as determined by the Sanford Police
Department or failure to replace or rework rejected portions of the software when
requested by the City shall become grounds for termination of this Agreement.
The Developer retains the right to terminate this Agreement if the Developer
determines the roll out and testing of the software was not conducted in a timely
fashion or was unreasonably strict to inhibit the spirit of this Agreement.
The Developer shall not be liable for any data lost or destroyed as a result of the
implementation or the testing. System security and data protection are the sole
purview of the Sanford Police Department.
2
E. Warranty
The Developer warrants that the Work provided shall conform to professional
standards of care and practice in effect at the time the Work is performed, to be of
the highest quality, and free from faults, defects or errors. The Developer further
warrants there are no built in or clandestine access points allowing external access
to the Work or City systems. If the Developer is notified in writing of a fault,
deficiency or error in the Work provided within ninety (90) days of the
completion of the Work, the Developer shall, repair such portions of the Work to
correct the fault, defect or error. The City warrants the implementation shall be
conducted in a rapid and efficient manner consistent with current business
practices. A failure of the implementation on the part of the City shall result in
repair of the implementation process to facilitate the integration of the Work.
Such performance on both parts shall be consistent with the ATP.
F. Time of Completion
The parties understand and agree that time is of the essence in the performance of
this Agreement. The City or the Developer, respectively, shall not be liable for
any loss or damage, physical or monetary, resulting from any delay or failure to
perform its contractual obligations within the time specified, due to acts of God,
actions or regulations by any governmental entity or representative, strikes or
other labor trouble, fire, embargoes, or other transportation delays, damage to or
destruction in whole or in part, of equipment or manufacturing plant, lack of or
the ability to obtain raw materials, labor, fuel, or supplies for any reason including
lack of suppliers, or any other causes, contingencies or circumstances not subject
to either parties control, respectively, whether of a similar or dissimilar nature,
which prevent or hinder performance of either parties contractual obligations,
respectively. Any such enumerated causes of delay, even though existing on the
date of the Agreement or on the date of the start of Work, shall extend the time of
either parties performance respectively, by the length of the delays occasioned
thereby, including delays reasonable incident to the resumption of normal Work
schedules. However, under such circumstances described herein, the City may at
its discretion cancel the Agreement for the convenience of the City. The
Developer retains the right for like cancellation of the Agreement if circumstances
make proceeding an impossibility.
G. Indemnification
The Developer agrees to indemnify and save harmless the City, its officers,
agents, and employees, from and against all normal liability, claims, demands,
damages, fines, fees, expenses, penalties, suits, proceedings, actions and cost of
actions, including attorney's fees for trial and on appeal, or any kind and nature
arising or growing out of or in any way connected with the performance of the
Agreement whether by act or omission of the Developer, its officers, agents, and
employees or others, or because of or due to the mere existence of this Agreement
between the parties.
3
The City agrees, to the extent and limits permitted by Section 768.28, Florida
Statutes, to indemnify and save harmless the Developer, its officers, agents, and
employees, from and against all liability, claims, demands, damages, fines, fees,
expenses, penalties, suits, proceedings, actions and cost of actions, including
attorney's fees for trial and on appeal, or any kind and nature arising or growing
out of or in any way connected with any negligence of the City relating hardware
damage, data loss or destruction as a result of the implementation of the Work.
H. Liquidated Damages
Parties agree that damages are difficult to determine and that liquidated damages
are not reasonable in this case.
I. Acceptance
The City will be deemed as to have accepted the work after the City notifies the
Developer of such acceptance. The Work under this Agreement shall remain the
property of the Developer until accepted by the City. In the event the Work
furnished under this Agreement is found to be defective or does not conform to
specifications, the City reserves the right to cancel the Agreement upon written
notice to the Developer. In the event of such a cancellation, the City agrees to
remove all versions and traces of the Work from any City computer
environments, realizing that a failure to do so would be in direct violation of both
copyright and patents rights of the Developer.
J. Correction of Work
The City shall promptly identify and document any and all perceived faults or
failing of the Work itself. Issues relating to connectivity are to be resolved in a
collective and shared work environment between the City and the Developer.
The Developer shall promptly correct all Work identified by the City as faulty,
defective, or failing to conform to this Agreement whether observed before or
after substantial completion of the Work, and whether or not fabricated, installed
or completed. The Developer shall bear all costs of correcting such rejected
Work.
L. Right to Audit Records
The City shall be entitled to audit the Work records as they relate to the
development of the Work, only to the extent that such books and records relate to
the performance of this Agreement, or any sub - contract of this Agreement. Such
records shall be retained by the Developer for a period of three (3) years from the
date of final acceptance unless a shorter time is agreed upon between the parties.
M. Information
City of Sanford is hereby granted a perpetual, nonexclusive, royalty free license to
use the LIST (Work) applications prepared or developed by Dark Hat Software,
LLC. City of Sanford is prohibited from distributing, marketing, sub - licensing or
otherwise conveying or providing access to any Work created by Dark Hat
19
Software, LLC to any third party, including other aspects of the City other than
the Sanford Police Department, without prior written consent of Dark Hat
Software, LLC.
O. Safety Measures
The Developer shall take all necessary precautions for the safety of the City's and
Developer's employees on the Work site and shall erect and maintain at all times
the safeguards necessary for the protection of the workmen and the public.
The City agrees to provide the security necessary to prevent third party access to
the Work until such product is accepted. The City further agrees to maintain the
confidentiality of the source code and any and all technical notes and data in
keeping with the existing copyright and patent rights of the Developer. .
P. Extra Work
The City agrees to accept the work in the current programming language and
changes in programming language shall constitute extra work to the Developer.
Extra work shall be the subject of additional negotiation.
VL MISCELLANEOUS PROVISIONS
A. The Developer shall not employ sub - contractors without the prior written
permission of the City.
B. Assignment of this Agreement shall not be made without the advance written
consent of the City.
C. The Developer shall comply with all applicable Federal, State, and local law,
ordinances, rules and regulations pertaining to the performance of the Work under
the Agreement.
D. No waiver, alterations, consent or modification of any provision of this
Agreement shall be binding unless in writing and signed by a City representative.
E. The Developer shall procure all permits, licenses, and certificates or any such
approval of plans or specifications as may be required by applicable federal, state,
and local law, ordinances, rules and regulations, for the proper execution and
completion of this Work under this Agreement.
F. The City shall provide the level of physical and computer access necessary to
complete the execution of the Work as stated herein.
G. The Developer is responsible for all damage or loss by fire, theft or otherwise, to
materials, tools, equipment and consumables left on City property by the
Developer.
H. This Agreement is considered a non - exclusive Agreement between the parties.
This Agreement is deemed to be under and shall be governed by, and construed
according to the laws of the State of Florida.
J. Venue for any litigation arising out of the Agreement shall be in the 18` Judicial
District of the Courts of Seminole County, Florida.
K. The undersigned hereby certify that this Agreement is made without prior
understanding, agreement or connection with any corporation, firm or person who
submitted bids for the Work covered by this Agreement and is in all respects fair
and without collusion or fraud. The Developer undersigned hereby warrants and
certifies that he /she is authorized to enter into this Agreement and to execute same
on behalf of the Developer as the act of said Developer.
L. Whenever either party desires to give notice unto the other, it must be given by
written notice, sent by registered United States mail, with return receipt requested,
addressed to the party for whom it is intended, at the place last specified, and the
place for giving of notice shall remain such until it shall have been changed by
written notice in compliance with the provisions of this Section. For the present,
the parties designate the following as the representative places for giving of
notice, to -wit:
For the City:
Mr. Bill Smith, Purchasing Manager
City of Sanford
City Hall
300 North Park Avenue
Sanford, Florida 32771
For the Developer
Mr. George W. Eplin
Dark Hat Software, LLC.
1164 Citrus Oaks Run
Winter Springs, Florida 32708
M. This Agreements and all exhibits and addendums contain all of the terms and
conditions agreed upon by the parties. No other agreements, oral or otherwise,
regarding the subject matter of this Agreement shall be deemed to exist or to bind
either party hereto.
IN WITNESS WHEREOF, the undersigned respective parties have hereunto set their hands
and seals on the date first written above.
0
DARK HAT SOFTWARE, LLC
Witnesses:
Andrew Walther
IL
Justin B. Eplm
Manager
1
By:
George VV. Eplin, M ger
CITY OF SANFORD
ATTEST.•
�pp ,CI�Y CLERK
G�� l•. t o. curl (
APPROVED AS TO FORM
AND LEGALITY:
/s/ William L. Colbert
William L. Colbert, City Attorney
I
ATTACHMENT A
Attachment A Consists of the Acceptance Testing Plan and The Proposal for the Sanford Police
Department
ACCEPTANCE TESTING PLAN (ATP)
ACCEPTANCE TESTING PLAN (ATP)
ACCEPTANCE TESTING PROCEDURES
Final acceptance will be reached when the system is installed and is demonstrated to run
correctly at the City facility as delineated in the ATP document. Dark Hat Software,
LLC and the City will participate in the configuration and installation of the program at
the City's site. The City will test and identify any discrepancies and report them to
Developer. The Developer will correct any discrepancies before the City signs off the
final program acceptance. Testing and sign off will occur at the City's site during normal
business hours to verify functionality at normal operating capacity. All "tests" are to be
run using LIST software in the test environment.
SCOPE
This document is a guideline for system acceptance testing of the LIST software
provided by the Developer. There is a signature block next to each function of the
system and Yes/No indicator for each test used to verify that the function is working
properly.
The ATP is not intended for use as a comprehensive exercise of the overall functionality
of the program. Rather, it is intended to serve as confirmation that selected system
performance levels and features are operating in accordance with the original Agreement.
City acceptance of these selected features will constitute final acceptance of the program
as a whole.
The ATP does not test the functionality of the interface of the router, or propriety and
third party software currently under contract to the City. Acceptance testing shall begin
when the Developer and the City have completed the installation of the software and the
City and the Developer have completed set up tests.
The router, system interfaces, transmission equipment and hardware performance are not
the responsibility of the Developer.
The LIST software shall be installed and running in accordance with the installation and
test procedures. Each of the following exercises is to be carried out to demonstrate the
stated software functionality in accordance with the program requirements.
Once each test procedure has been satisfactorily completed, the City will circle "yes" or
"no." If all tests are successful, the City will initial in the space provided to indicate
acceptance of that function. If a discrepancy is identified, it shall be described in the
Acceptance Test Summary form. The form for this section shall be signed and dated by
representatives of the City and the Developer. The Developer's signature on each Test
Summary Form shall serve as acknowledgement of responsibility to resolve those items
as agreed to by the City permitting the City sign off of the ATP section
The program performance capabilities to be tested in this exercise are as follows:
ASSUMPTIONS
The software was properly configured in compliance with current industry
standards and is warranted to be free of any normal defects. Moreover, the
Developer warrants there are no clandestine entry points or destructive programs
installed as part of the operating system or software as a whole.
SYSTEM SECURITY
Administrator
Program properly recognizes the administrator role.
Yes/No TEST The administrator can create new questions within the input
module.
Yes/No TEST The administrator can create a base of over 365 questions
for use during a specified time.
Yes/No TEST The administrator can delete a created question from the
input module.
Yes/No TEST The administrator can save a new question from the input
module.
Yes/No TEST The administrator can schedule a new question from the
calendar module.
Yes/No TEST The administrator can schedule the same question for
multiple appearances.
Yes/No TEST The test question appears only once per day after login.
SET UP: The administrator creates five new questions and displays the
results in the test module.
The administrator saves five questions from the newly created
questions.
The administrator deletes three questions from the newly created
questions.
Subscriber
Program properly recognizes the subscriber's role.
_Yes/No TEST The subscriber receives the daily test question after login.
Yes/No TEST The subscriber receives and elects an answer from a preset
format of four answers.
Yes/No TEST If answered correctly the application disappears from the
subscribers view.
Yes/No TEST If answered incorrectly the program randomly selects a new
question from the existing library of questions.
_Yes/No TEST If answered incorrectly the correct answer is highlighted in
red for an average of five (5) seconds.
Yes/No TEST If subscriber has a reason he /she can elect to use the
emergency out function and remove the front page from the
computer.
SET UP: The subscriber log onto their respective terminal and determines if
question comes in as stated.
The subscriber correctly answers the question.
The subscriber incorrectly answers the question.
The subscriber selects the emergency out option.
PROCESSING
Calendar Entry Types
System properly handles selected calendar entry types.
Yes/No TEST The administrator can select a date certain for any
identified question.
Yes/No TEST The administrator can delete a question from any selected
date.
Yes/No TEST The administrator can select any question for multiple
appearances during the identified time frame.
Yes/No TEST The administrator can schedule question in excess of one
(1) year.
SET UP: The administrator selects a question from the data and places the
question on a particular date.
The administrator selects a question from the data and schedules it
for multiple appearances during the specified time period.
Frequency
The program properly addresses question frequency
Yes/No TEST The administrator can select one question per day for
testing.
Yes/No TEST The administrator can use one specific question on repeated
days during the identified time frame.
SET UP: See test for Calendar Entry Types.
Precedence
The program properly recognized the administrator's role in selecting
content precedence.
_Yes/No TEST The daily question appears after subscriber login.
Yes/No TEST The question prevents the subscriber from proceeding with
terminal use until a question is correctly answered, unless the
emergency out selection is used.
Yes/No TEST The administrator can remove a question on a particular
date and preempt the question with new test material.
SET UP: Subscriber logs in and determine the results.
Subscriber attempts to by pass the question.
Administrator removes one test question from a specific scheduled
date.
Message Content
The program accurately reflects the administrator's data input.
_Yes/No TEST The system administrator has complete control of the test
questions and data for the testing module.
Yes/No TEST The administrator can alter the question content at any time
before the question is administered.
SET UP: Administrator inputs a question, saves same and then reviews
results.
Tabulation
The program allows for accurate tabulation of test question results.
Yes/No TEST The administrator can tabulate the total number of persons
taking the question on a specified date.
Yes/No TEST The administrator can determine the correct number of
answers of persons taking a specified question on a particular date.
Yes/No TEST The administrator can determine the number of incorrect
answers for a particular question on a specified date.
Yes/No TEST The administrator can track an individual subscriber's level
of performance on any given date.
Yes/No TEST The administrator can track the number of correct answers
given by any subscriber.
Yes/No TEST The administrator can track the number of incorrect
answers given by any subscriber.
Yes/No TEST The administrator can access the accumulated data to
determine the validity of a specified question.
_Yes/No TEST The administrator can track specified questions and date for
future statistical reference.
Yes/No TEST The administrator can store the accumulated data for future
reference.
Yes/No TEST The administrator can track the number of times the
emergency out option was exercised.
Yes/No TEST The administrator can determine the number of times a
particular subscriber used the emergency out function.
SET UP: Administrator inputs correct and incorrect data on several different
dates for differing users and determines the tabulation results.
TEST SUMMARY FORM
In full and complete satisfaction of the City, it is acknowledged that the System
Acceptance Test Procedure has been performed and accepted by the City on the attached
ATP. Problems and or Failure while performing the ATP, if any, are listed below:
Developer will summarize all Corrective Action on this page.
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
Authorized Signature — City
Authorized Signature — City
Date
Date
Authorized Signature — Developer Date
FINAL SYSTEM ACCEPTANCE
In accordance with the development agreement between the City and Dark Hat Software,
LLC, this document acknowledges the full acceptances of the LIST software by the City
consisting of the items as described in the referenced development agreement. Dark Hat
Software agrees to address outstanding discrepancies defined in the acceptance Test
Summary.
Authorized Signature — City
Authorized Signature — City
Date
Date
Authorized Signature — Developer Date
DEVELOPER'S PROPOSAL
City of Sanford
LIST Software
Five Module Bundled Software
for use
by the
Sanford Police Department
DEVELOPER'S PROPOSAL
Dark Hat Software, LLC
1164 Citrus Oaks Run
Winter Springs. Florida 32708
(321) 303 -5868
01. Software Purpose
What problem is the Sanford Police Department twine to solve?
City of Sanford Police Department has expressed a desire to forward and follow a Risk
Management based approach toward law enforcement and plans to implement a change
in the corporate culture. In order to meet the first step in the Risk Management concept,
the Sanford Police Department needs to address a change in the training arena.
Currently, no software system is available to meet the stated requirements listed
below.
The Developer has designed a Windows compatible training module that meets
the stated needs of the Sanford Police Department.
The Sanford Police Department has specifically requested training software
destined to become part of the daily police routine.
What does the Sanford Police Department want the solution to provide?
The solution should bring one question to each officer working on a daily basis
prior to officer taking his or her unit into service.
The training material should be agency specific (i.e. SPD policies and procedures,
laws, etc.).
The solution should have the built in flexibility to allow the trainers to determine
how often the questions arise (i.e. daily, weekly, monthly, quarterly, and
annually).
The solution should allow for a flexible number of questions for each designated
time period (i.e. one daily question, five weekly questions, four monthly question,
etc.).
The solution should allow for the SPD Training Division to control the material
input to aid in identifying additional training needs.
The solution should have a question input module to simplify training material
input.
The solution should have an emergency out button to allow officers to exit if the
need arises.
The solution should have a tabulation module to allow for collection of statistics
for performance measure testing.
The solution should be server based to allow for customized user specific
designation.
The solution should interface with the existing City hardware and software.
02. System Acceptance
How will the Developer and the City realize when the project is completed?
In order to determine if the Developer and City agree that the Work is concluded, a
commonality of language and definitions is required. Therefore, the following is the
accepted version of successful completion of the project.
Delivery of a software solution that allows:
Administrators to:
Enter the target questions into the database.
Monitor user performance.
Determine and select the level of question validity.
Calendar a question for multiple appearances.
Calendar a block of similar questions for intensified training.
Identify the number of times a similar question was addressed.
Allow for flexibility in the number of times training is required (e.g. daily,
weekly, monthly, etc.).
Require answering of the target questions before allowing the officer full
use of his /her computer.
2. Subscribers to:
Answer the questions asked on whatever frequency identified by the
Administrator.
Receive feedback from Administrator on level of performance.
Identify personal rule and knowledge based weaknesses.
Readily answer high liability questions.
Receive regular, reliable, and verifiable training in pursuit of liability
inoculation.
3. System to:
Use the server based LIST Training software to disseminate high liability
issues to the Sanford Police Department as required.
Require no changes to the current City operating environment to deploy
the software.
Display little if any measurable degradation of current service levels or
server speed.
What are the deliverables?
Dark Hat Software, LLC will deliver the following products to the City of
Sanford at the completion of the project:
One complete tested and debugged set of the five module bundled LIST
software package including the Testing Module, Input Module,
Calendaring Module, Tabulation Module and the D namic Scheduler
Module identified as Developer Work named LIST .
What development methodoloey will be used?
Since the Work is a developmental project, formalized approach for
implementation and system testing is mandated. The methodology is broken into phases:
Phase One Conceptualization and project description to end users (Sanford
Police Department).
Phase Two Development of a working model and presentation to Sanford
Police Department Staff.
Phase Three Presentation of concept to Sanford Police Department members
and presentation of software (v. 5.0) for modules one through five.
Phase Four Placement of approved LIST version of modules one through five
on the server with accompanying thirty (30) day Field Test.
Phase Five Review of Field Test results and final software punch list
corrections.
Phase Six Work acceptance by City and final roll out.
How will chance requests and problems be communicated and handled?
Dark Hat Software, LLC and the City understand the software may require minor
modifications to accommodate the Work on the resident machines once the initial
testing is completed. Any change request need to be in writing from the Sanford
Police Department project leader to a Dark Hat Software employee. Dark Hat
Software, LLC will prepare a response to the request addressing the impact of the
change to the software, the alteration of the delivery date, and the feasibility of
making the requested change. The changes requested by the City shall come in
the form of a comprehensive punch list in order to determine that the City's needs
and requests are each addressed.
Problems with the software need to come to the attention of the Developer as
quickly as possible to facilitate correction and minimization of system and testing
disruption. Problems involving the existing infrastructure will not be the
responsibility of the Developer. Problems are considered "bugs" in the software
when the Work does not operate as advertised. Changes in the operation of the
software are not considered bugs, but are considered as change requests by the
City in system operation and will be handled as stated above.
03. Solution Overview
What is the solution?
The Work is a single aspect training resolution for an issue identified by the end user, in
this case the Sanford Police Department. The Developer has designed and written a
loadable software package compatible with the City's current version of Windows
04. Deployment
How will the Develoner and the ON denlov the solution?
Deploying the Work at the City can be accomplished in a variety of ways. The
deployment is dependant on the availability of servers and their utilization of CPU,
memory, and storage prior to the installation. Dark Hat Software, LLC cannot guarantee
the impact of the LIST software on the City's existing system without testing the
software in the City's working environment.
Based on individual resident machine tests, the software has a minimal impact on the
operating system. However, actual Field Trials are required to determine the end result in
the actual operating environment.
The Developer will accept Sanford Police Department's assessment of the stated impact
of the LIST software on the City's system resources.
05. Miscellaneous Items
Potential failure points outside of the proposed solution
The Work makes use of existing technologies used in the City environment, including but
not limited to Microsoft Windows . Dark Hat Software, LLC is not responsible for any
failures caused by the software or hardware in place at the time of implementation.
Some, but not all of the potential failure points are:
Microsoft Windows regardless of which platform version.
Both the City and the Developer realize that operating systems have
certain inherent flaws. Should a flaw or protocol within the Microsoft
operating system come into conflict with the LIST software, both the
developer and the City will engage in a collaborative effort to resolve the
conflict if possible.
City of Sanford network issues.
In the event that the network at the City prevents the use of the LIST
software, either by routing the program to the servers or any other
unforeseen circumstance, the City will be responsible for correcting the
situation.
Internet transmission issues
In the event the Work uses the Internet, and Internet Service Providers
(ISP) protocols prevent the deployment and operation of the LIST
software, the City will be responsible for working with their Internet
Service Providers to correct the problem.
The Developer will take responsibility only for the software developed for
the solution.
Source Code
In order to provide the City with a minimally intrusive and cost effective solution,
the Developer will use a standard coding software format (Visual Basic) in order
to reduce development revision costs. The City understands the following:
The LIST software program and code are copyright protected.
The LIST system of training and software are pending United States
Patents.
The City agrees to not publish, sell, market, or otherwise give away either
the software or source code.
The Developer grants the right for the City to make modifications to the
program for its internal use only.
The City agrees to make available to the Developer for use and publication
any software upgrades in either functionality or efficiency.
City agrees to provide any standard development software tools for Work
design changes or rewrites if in current City inventory.
06. Development Costs
Listed below are the costs of development
LIST five module bundled software
$1.00
Developer time costs to City
$0.00
City development costs to Developer
$0.00
City testing costs to Developer
$0.00
Delivery cost of Final version of LIST to City
$0.00
Maintenance and Support Costs
$500.00 (Annually)
Total Costs to City and Developer:
$1.00 (Due 2006)
07. Development Schedule
Upon City acceptance of this document, complete with reviews and signature of
any legal documents as necessary the Developer will begin development of the
solution. Based on anticipated workloads and production schedules to date, the
following are the estimated dates for deliverables:
Version 5.0 of LIST to City: 5 days from start date
Field Test Roll Out 4 weeks from start date
Results from field test due from City 9 weeks from start date
City Acceptance Testing completed 10 weeks from start date
Delivery of Final Version of LIST to City 12 weeks from start date