HomeMy WebLinkAboutCity of Tamarac Resolution R-2010-155Temp Reso #11961
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November 17, 2010
CITY OF TAMARAC, FLORIDA
RESOLUTION NO. R-2010- 1 5 5-
A RESOLUTION OF THE CITY COMMISSION OF
THE CITY OF TAMARAC, FLORIDA,
AUTHORIZING THE APPROPRIATE CITY
OFFICIALS TO AWARD AND EXECUTE A SOLE
SOURCE AGREEMENT FOR THE PURCHASE OF
AN INTERACTIVE VOICE RESPONSE SYSTEM
FOR THE CUSTOMER SERVICE DIVISION
UTILITY BILLING, THE BUILDING DEPARTMENT
AND THE DEPARTMENT OF COMMUNITY
DEVELOPMENT BUSINESS LICENSE TAX
DIVISION WITH SELECTRON TECHNOLOGIES,
INC. IN THE AMOUNT OF $117,610; PROVIDING
FOR CONFLICTS; PROVIDING FOR
SEVERABILITY; AND PROVIDING FOR AN
EFFECTIVE DATE.
WHEREAS, the City of Tamarac is constantly striving to find more efficient
and cost effective methods to provide a higher level of customer service to its
residents; and
WHEREAS, the Customer Service Division handles approximately 26,000
calls annually, of which approximately 56% or 14,560 calls are for payment of
outstanding balances and account balance inquiries; and
WHEREAS, the Building Department schedules nearly (90%) of all
building inspections by telephone, for an approximate number of 14,400
telephone calls annually; and
WHEREAS, numerous businesses within the City desire to make credit
card payments via the phone for the renewal of their Business License with; and
Temp Reso #11961
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November 17, 2010
WHEREAS, the City is required to be compliant with the 2006 standards
developed by the Payment Card Industry (PCI) for accepting credit card
payments; and
WHEREAS, in order to continue to accept credit card payments, the City
must make appropriate technology upgrades to ensure PCI compliance; and
WHEREAS, the use of an Interactive Voice Response System (IVR) is a
national best practice that provides an accurate, efficient and timely method for
accepting payments, allowing customers to check account balances and
scheduling building inspections on a twenty-four hour basis, seven days a week;
and
WHEREAS, the use of an IVR system provides a secure payment option
that is PCI compliant and allows the City to continue to accept credit card
payments; and
WHEREAS, the use of an IVR system will provide an opportunity for City
staff to more effectively use their time to assist customers; and
WHEREAS, the IVR system purchased must interface with the City's
existing Sungard H T E Customer Service Utility Billing, Building Permit and
Business License Modules; and
WHEREAS, Selectron Technologies, Inc. is currently the only firm that has
developed an IVR system that will interface with the City's Sungard H T E
modules; and
Temp Reso #11961
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November 17, 2010
WHEREAS, as a result of this interface requirement, the IVR system
manufactured by Selectron Technologies, Inc. is a sole source purchase; and
WHEREAS, sole source purchases are permitted under City Code Section
6-151 (3), which allows for purchases of non-competitive supplies and services
available from only one (1) source, upon approval of a written agreement by the
City Commission; and
WHEREAS, City staff has successfully negotiated pricing with Selectron
Technologies, Inc. for a total cost of $117,610, as shown in the attached
Quotation E1612Q included herein as Exhibit 1", which also includes
appropriate professional services, software licensing, and maintenance
agreements; and
WHEREAS, sufficient funds are available from the appropriate
Departments' Operating funds; and
WHEREAS, the Director of Financial Services, the Director of the Building
Department, the Information Technology Director recommend the award and
execution of an Agreement with Selectron Technologies, Inc.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF TAMARAC, FLORIDA THAT:
SECTION 1: The foregoing "WHEREAS" clauses are HEREBY
ratified and confirmed as being true and correct and are hereby made a specific
part of this Resolution upon adoption hereof and all exhibits attached hereto are
incorporated herein and made a specific part of this resolution.
I
Temp Reso #11961
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November 17, 2010
SECTION 2: The City Commission of the City of Tamarac finds it to
be in the best interest of the City of Tamarac to award and enter into an
agreement for the purchase of an IVR system for use by various City
departments in order to improve the overall efficiency and effectiveness of
service to residents of the City.
SECTION 3: The appropriate City officials are hereby authorized to
award and execute an Agreement with Selectron Technologies Inc., for the
purchase of an IVR System in the amount of $117,610 as enumerated in
Quotation E1612Q, which also includes appropriate professional services,
software licensing, and maintenance agreements provided in Exhibit "1" attached
hereto.
SECTION 4: All resolutions or parts of resolutions in conflict
herewith are HEREBY repealed to the extent of such conflict.
SECTION 5: If any clause, section, other part or application of this
Resolution is held by any court of competent jurisdiction to be unconstitutional or
invalid, in part or application, it shall not affect the validity of the remaining
portions or applications of this Resolution.
1
1
1
Temp Reso #11961
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November 17, 2010
SECTION 6: This Resolution shall become effective immediately
upon its passage and adoption.
PASSED, ADOPTED AND APPROVED this Y�l dav ofL,-?rl,t2t?2i 2010.
o
BETH TALABISCO
MAYOR
ATTEST:
RECORD OF COMMISSION VOTE:
MAYOR TALABISCO r.Z&
DIST 1: V/M BUSHNELL
DIST 2: COMM. GOMEZ l z--�
DIST 3: COMM. GLASSER
DIST 4: COMM. DRESSLER�
I HEREBY CERTIFY THAT I HAVE
APPROVED THIS RESOLUTION
AS TO FORM.
SAMUEL S. GOREN
CITY ATTORNEY
Selectron
TECH N O L O G I E S, INC.
Software License Agreement
This Selectron Technologies, Inc. ("Company') Software License Agreement ("SLA") is a legal agreement between the City of
Tamarac, Florida ("Customer") and Company for the software provided to Customer by Company, which includes computer
software and associated media and printed materials, and may include "online" or electronic documentation ("Software"). By
signing below, and/or by installing, copying, or otherwise using the Software, Customer agrees to be bound by the terms of this
SLA.
1. Grant of License.
Subject to the terms of this SLA, Company grants to
Customer, as the only end -user, a non-exclusive, non-
transferable (except as specifically set forth herein), non -
assignable, limited license (the "License") to install the
Software for which Customer has paid a license fee. The
License entitles Customer to use the Software at its principal
place of business on a single computer or as specifically
identified in the Professional Services Agreement, solely for
Customer's internal business use. Except as otherwise
notified by Company, the Software may not be used in
connection with any software not acquired from Company
specifically for use with the Software.
As part of the deliverables the Company utilizes certain
Runtime -Restricted Use Software. Attached as Exhibit A are
the applicable End User License Agreements as is required
to be delivered to Customer.
2. Other Rights And Limitations.
Customer may not rent, lease, distribute, sell, assign,
pledge, sublicense, loan, timeshare or otherwise use the
Software for the commercial benefit of third parties, but
Customer may transfer the Software on a permanent basis,
provided Customer retains no copies and the recipient
expressly agrees in writing to the terms of this SLA.
Limitation on Reverse Engineering, Decompilation, and
Disassembly. Customer may not reverse engineer,
decompile, translate, or disassemble the Software, except
and only to the extent that applicable law notwithstanding
this limitation expressly permits such activity.
Other Use Restrictions. Customer may not use the Software
for any purpose other than for use on Customer's own
internal computer networks, as set forth in this SLA, or make
copies of the software, other than a single copy of the
Software in machine-readable format solely for backup or
archival purposes.
Notice to Users. Customer shall inform all users of the
Software of all terms and conditions of the SLA.
3. Copyright.
The Software is licensed, not sold. Title and copyrights in
and to the Software (including any images, "applets,"
photographs, animations, video, audio, music, and text
incorporated into the Software), accompanying printed
materials, and any copies Customer is permitted to make
herein are owned by Company or its suppliers and are
protected by United States copyright laws and international
treaty provisions. Therefore, Customer must treat the
Software like any other copyrighted material (e.g., a book or
musical recording) except that Customer may either (a)
make one copy of the Software solely for backup or archival
purposes, or (b) transfer the Software to a single hard disk,
provided Customer keeps the original solely for backup or
archival purposes. Customer may not copy the printed
materials accompanying the Software without Company's
prior written approval.
4. Dual -Media Software.
Customer may receive the Software in more than one
medium. Regardless of the type or size of media Customer
receives, Customer may use only the single medium that is
appropriate for Customer's single computer. Customer may
not use or install the other media on another computer.
Customer may not loan, rent, lease, or otherwise transfer
the other media to another user, except as part of the
permanent transfer of the Software.
5. Export Restrictions.
The Software is subject to the export control laws of the
United States and other countries. Customer may not export
or re-export the Software without the appropriate United
States and foreign government licenses. Customer must
otherwise comply with all applicable export control laws and
shall defend, indemnify and hold Company and all its
suppliers not liable from any claims arising out of
Customer's violation of such export control laws. Customer
further agrees to comply with the United States Foreign
Corrupt Practices Act, as amended.
6. Limited Warranty.
Company warrants that the Software will perform
substantially in accordance with the accompanying
documentation for a period of one year from the date of the
Revised 1/07
Second Invoice, as that term is defined in the Professional
Services Agreement, Exhibit A. Any changes or modifications
to the Software by any person other than Company voids
this limited warranty.
THE EXPRESS WARRANTY SET FORTH ABOVE IS IN LIEU OF ALL OTHER
WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, ARISING FROM OR
RELATED TO THIS AGREEMENT AND ANY SOFTWARE PROVIDED
HEREUNDER, INCLUDING, BUT NOT LIMITED TO ANY IMPLIED WARRANTIES
OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND
NON -INFRINGEMENT OF THIRD PARTY RIGHTS. CUSTOMER
ACKNOWLEDGES THAT IT HAS RELIED ON NO WARRANTIES OTHER THAN
THE EXPRESS WARRANTIES IN THIS AGREEMENT. This warranty
disclaimer is made regardless of whether Company knows or
had a reason to know of Customer's particular needs. No
employee, agent, dealer or distributor of Company's is
authorized to modify this limited warranty, or make any
additional warranties.
7. Customer Remedies.
Company and its suppliers entire liability and Customer's
exclusive remedy for breach of this limited warranty shall
be, at Company's option, either (a) comply with the
Agreement (b) return of the price paid for the Software, or
(c) replacement of the Software. The foregoing warranty is
void if failure of the Software results from accident, abuse,
or misapplication. Any replacement Software will be
warranted for the remainder of the original warranty period
or thirty (30) days, whichever is longer. Outside the United
States, neither these remedies nor any product support
services offered by Company are available without proof of
purchase from an authorized non-U.S. source.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, IN NO EVENT WILL COMPANY BE LIABLE FOR ANY
CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL OR
INCIDENTAL DAMAGES, INCLUDING ANY LOST DATA AND
LOST PROFITS, ARISING FROM OR RELATING TO THIS SLA.
COMPANY'S TOTAL CUMULATIVE LIABILITY IN CONNECTION
WITH THIS SLA AND THE SOFTWARE, WHETHER IN
CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED THE
AMOUNT OF LICENSE FEES PAID TO COMPANY HEREUNDER.
CUSTOMER ACKNOWLEDGES THAT THE LICENSE FEES
REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS SLA
AND THAT COMPANY WOULD NOT ENTER INTO THIS SLA
WITHOUT THESE LIMITATIONS ON ITS LIABILITY.
8. Network Security Disclaimer
8.1 Internet Security.
Company's products may include software that connects to
the Internet. The software is designed to operate within
Customer's secure network environment. Specifically the
software relies fully on the Customer's security measures
and implements no further security infrastructure.
Company makes no representations or warranties to
Customer regarding any 3rd party technologies or service's
ability to meet Customer's security or privacy needs. This
includes but is not limited to operating systems, database
management systems, web servers, and payment
processing services. Customer is solely responsible for
ensuring a secure network environment.
8.2 Remote Access Security.
In order to enable development, customer support, and
maintenance of the system, Company requires remote
access capability. Remote access is normally provided by
installing PC -Anywhere, ControllT, or other industry
standard remote access software. It may also be provided
through a customer solution such as VPN access. Regardless
of what method is used to provide remote access, or who
provides remote access software, it is the Customer's
responsibility to ensure that the remote access method
meets Customer's security requirements. Company makes
no representations or warranties to Customer regarding the
remote access software's ability to meet Customer's
security or privacy needs. Company also makes no
recommendation for any specific package or approach with
regard to security. Customer is solely responsible for
ensuring a secure network environment.
8.3 Outbound Services Disclaimer.
Company's products may include software capable of
automated outbound communication (Outbound Delivery
Services). Company furnishes, and Customer accepts,
Outbound Delivery Services as -is and with all faults, with no
warranties, express, implied or statutory. Company does not
warrant that Outbound Delivery Services will operate as
intended. Company expressly and specifically disclaims the
implied warranties of merchantability, fitness for a
particular purpose and non -infringement. To the extent that
Customer may not, under applicable law, disclaim any
warranty, the scope and duration of such warranty shall be
the minimum permitted under applicable law. Customer
acknowledges that it has relied on no warranties
whatsoever in connection with Outbound Delivery Services,
and expressly assumes all risks arising from any failure of
Outbound Delivery Services to operate as intended.
Customer hereby irrevocably and unconditionally waives,
releases and discharges Company and its predecessors,
parents, subsidiaries, affiliates, successors, agents, officers,
employees and assigns from and against any and all claims,
causes of action or liabilities in any way arising from any
failure of Outbound Delivery Services to operate as
intended. Customer acknowledges that it is aware of the
potential hazards associated with relying on an automated
outbound dialing feature and understands that it is giving up
in advance any right to sue or make any claim against
Company if Customer, or Customer's end users, suffer injury
or damage due to the failure of Outbound Delivery Services
to operate as intended, even though Customer does not
know what or how extensive those injuries or damages
might be.
Revised 1/07
9. U.S. Government End Users.
The Software is a "commercial item", as that term is defined
at 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial
computer software" and "commercial computer software
documentation", as such terms are used in 48 C.F.R. 12.212
(Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R
227.7202-1 through 227.7202-4 (June 1995), the Software is
licensed to any U.S. Government End Users (i) only as a
commercial end item and (ii) with only those rights as are
granted to all other end users pursuant to the terms and
conditions herein. Manufacturer is Selectron Technologies,
Inc., 7405 SW Tech Center Drive, Suite 140, Portland,
Oregon 97223, USA.
10. Supports and Maintenance.
Customer may purchase Support and Maintenance by
entering into a separate Support and Maintenance
Agreement.
11. Governing Law.
This Agreement will be governed by the laws of the State of
Florida. The United Nations Convention on Contracts for the
International Sale of Goods does not apply to this
Agreement. Any action or proceeding arising from or
relating to this Agreement must be brought in the federal or
state court located in Broward County, Florida.
12. Terms And Termination.
This SLA shall continue indefinitely, unless terminated
earlier in accordance with this Section 12. Customer may
terminate this SLA at any time by returning or deleting all
copies of the Software in Customer's possession and
providing Company written notice that Customer has done
so. (No refund will be provided upon such termination).
Company may terminate this SLA (and Customer's right to
continue to use the Software hereunder) immediately upon
written notice if Customer breaches a material term or
condition of this SLA, including Customers failure to pay fees
when due. Sections 3, 5, 6, 7, 8, 10, 11, 12, 13 and 14 shall
survive any termination of this SLA.
13. Confidentiality.
The Software contains trade secrets and proprietary know-
how that belong to Company and is being made available to
Customer in strict confidence. ANY USE OR DISCLOSURE OF
THE SOFTWARE, OR OF ITS ALGORITHMS, PROTOCOLS OR
INTERFACES, OTHER THAN IN STRICT ACCORDANCE WITH
THIS SLA, IS STRICTLY PROHIBITED AND IS ACTIONABLE AS A
VIOLATION OF COMPANY'S TRADE SECRETS.
14. Miscellaneous.
Attorneys' Fees.
In the event of litigation between Customer and Company
concerning the Software or this SLA, the prevailing party in
the litigation shall be entitled to recover attorneys' fees and
expenses from the losing party.
Severability.
If any provision of this SLA is unenforceable, such provision
will be changed and interpreted to accomplish the
objectives of such provision to the greatest extent possible
under applicable law and the remaining provisions will
continue in full force and effect. Without limiting the
generality of the foregoing, Customer agrees that Section 7
will remain in effect notwithstanding the unenforceability of
any provision in Section 6.
Entire Agreement.
This SLA including exhibits constitutes the entire agreement
between the parties regarding the subject hereof and
supersedes all prior or contemporaneous agreements,
understandings, and communication, whether written or
oral. This SLA may be amended only by a written document
signed by both parties. The terms on any purchase order or
similar document submitted by Customer to Company will
have no effect.
Contact Information.
Should Customer have any questions concerning this SLA, or
if Customer desires to contact Selectron Technologies, Inc.
for any reason, please contact us at: Selectron Technologies,
Inc., 7405 SW Tech Center Drive, Suite 140, Portland,
Oregon 97223, USA; www.stigov.com.
Revised 1/07
In Witness Whereof, the parties have caused this Professional Services Agreement to be executed by their duly authorized
representative.
Selectron Technologies, Inc. Customer:
By: Todd A ohnston By:
Signed: Signed:
Title: President Title: JOe, L. N,IiI,e
Date: � 2j t t t `' Date: � �%� City Manager
Address: 7405 SW Tech Center Drive, Suite 140 Address: / S -� /V �✓ err` iye
Portland, OR 97223 f�` 3j 3 /
Revised 1/07
Exhibit A
MICROSOFT SOFTWARE LICENSE TERMS
MICROSOFT SQL SERVER 2005 EXPRESS EDITION
MICROSOFT SQL SERVER 2005 EXPRESS EDITION WITH ADVANCED SERVICES
MICROSOFT SQL SERVER 2005 EXPRESS TOOLKIT
MICROSOFT SQL SERVER 2005 MANAGEMENT STUDIO EXPRESS
These license terms are an agreement between Microsoft Corporation (or based on where you live, one of its affiliates) and
Customer. Please read them. They apply to the software named above, which includes the media on which you received it,
if any. The terms also apply to any Microsoft
• updates,
• supplements,
• Internet -based services, and
• support services
for this software, unless other terms accompany those items. If so, those terms apply.
BY USING THE SOFTWARE, YOU ACCEPT THESE TERMS. IF YOU DO NOT ACCEPT THEM, DO NOT USE THE SOFTWARE.
If you comply with these license terms, you have the rights below.
1. INTERNET-BASED SERVICES. Microsoft provides Internet -based services with the software. It may change or cancel
them at any time.
2. SCOPE OF LICENSE. The software is licensed, not sold. This agreement only gives you some rights to use the software
as an embedded component in the Company's software. Microsoft reserves all other rights. Unless applicable law
gives you more rights despite this limitation, you may use the software only as expressly permitted in this agreement.
In doing so, you must comply with any technical limitations in the software that only allow you to use it in certain ways.
You may not
• disclose the results of any benchmark tests of the software to any third party without Microsoft's prior written
approval;
• work around any technical limitations in the software;
• reverse engineer, decompile or disassemble the software, except and only to the extent that applicable law
expressly permits, despite this limitation;
• make more copies of the software than specified in this agreement or allowed by applicable law, despite this
limitation;
• publish the software for others to copy; or
• rent, lease or lend the software.
3. BACKUP COPY. You may make one backup copy of the software. You may use it only to reinstall the software.
4. DOCUMENTATION. Any person that has valid access to your computer or internal network may copy and use the
documentation for your internal, reference purposes.
5. TRANSFER TO A THIRD PARTY. Transfer may only occur in connection with original application. The first user of the
software may transfer it and this agreement directly to a third party. Before the transfer, that party must agree that
this agreement applies to the transfer and use of the software. The first user must uninstall the software before
transferring it separately from the device. The first user may not retain any copies.
Revised 1/07
6. EXPORT RESTRICTIONS. The software is subject to United States export laws and regulations. You must comply with
all domestic and international export laws and regulations that apply to the software. These laws include restrictions
on destinations, end users and end use. For additional information, see www.microsoft.com/exporting.
7. SUPPORT SERVICES. Because this software is "as is," we may not provide support services for it.
8. ENTIRE AGREEMENT. This agreement, and the terms for supplements, updates, Internet -based services and support
services that you use, are the entire agreement for the software and support services.
9. APPLICABLE LAW.
a. United States. If you acquired the software in the United States, Washington state law governs the interpretation
of this agreement and applies to claims for breach of it, regardless of conflict of laws principles. The laws of the
state where you live govern all other claims, including claims under state consumer protection laws, unfair
competition laws, and in tort.
b. Outside the United States. If you acquired the software in any other country, the laws of that country apply.
10. LEGAL EFFECT. This agreement describes certain legal rights. You may have other rights under the laws of your
country. You may also have rights with respect to the party from whom you acquired the software. This agreement
does not change your rights under the laws of your country if the laws of your country do not permit it to do so.
11. DISCLAIMER OF WARRANTY. THE SOFTWARE IS LICENSED "AS -IS." YOU BEAR THE RISK OF USING IT. MICROSOFT
GIVES NO EXPRESS WARRANTIES, GUARANTEES OR CONDITIONS. YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS
UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT CANNOT CHANGE. TO THE EXTENT PERMITTED UNDER YOUR
LOCAL LAWS, MICROSOFT EXCLUDES THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
PURPOSE AND NON -INFRINGEMENT.
12. LIMITATION ON AND EXCLUSION OF REMEDIES AND DAMAGES. YOU CAN RECOVER FROM MICROSOFT AND ITS
SUPPLIERS ONLY DIRECT DAMAGES UP TO U.S. $5.00. YOU CANNOT RECOVER ANY OTHER DAMAGES, INCLUDING
CONSEQUENTIAL, LOST PROFITS, SPECIAL, INDIRECT OR INCIDENTAL DAMAGES.
This limitation applies to
• anything related to the software, services, content (including code) on third party Internet sites, or third party
programs; and
• claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other tort
to the extent permitted by applicable law.
It also applies even if Microsoft knew or should have known about the possibility of the damages. The above limitation
or exclusion may not apply to you because your country may not allow the exclusion or limitation of incidental,
consequential or other damages.
Revised 1/07
Selectrion
TECHNOLOGIES, INC.
PROFESSIONAL SERVICES AGREEMENT
This Agreement is between Selectron Technologies, Inc., an Oregon corporation and its successors or assignees ("Company")
and the undersigned the City of Tamarac, Florida (the "Customer").
1. Engagement of Services.
Company may from time to time issue a Scope of Work in the
form attached to this Agreement as Exhibits and B. Subject
to the terms of this Agreement, Company will render the
services set forth in the Scope of Work accepted by Customer
(the "Project"). The manner and means by which Company
chooses to complete the Project are in Company's sole
discretion and control. Customer will make its facilities and
equipment available to Company when necessary. Company,
in its sole discretion, may have the services performed by a
Third Party/Independent Contractor, provided that any such
Third Party/Independent Contractor agrees in writing to the
terms of this Agreement.
2. Hardware.
Pursuant to this Agreement, and in combination with any
Company Software (which shall be licensed pursuant to a
separate Software License Agreement), Company shall provide
Customer with third -party hardware for use with Company
Software (the "Hardware), as set forth in Exhibits A and B (if
any).
The Customer is entitled to all manufacturer warranties as
they apply to the specific hardware provided. Warranty dates
are based solely on the specific manufacturer terms and
conditions. The manufacturer warranties are provided in
addition to those included in the Support and Maintenance
Agreement.
3. Compensation.
3.1 Standard Compensation.
Customer will pay Company a fee for services rendered under
this Agreement as set forth in the Project(s) undertaken by
Company. Customer shall be responsible for all expenses
incurred within Exhibit A of this Agreement. Customer will be
responsible for all expenses, with prior written approval, outside
Exhibit A of this Agreement. Upon termination of this
Agreement for any reason, Company will be paid fees and
expenses on a proportional basis as stated in the Scope of Work
for work which is then in progress, to and including the effective
date of such termination. All returned hardware is subject to a
15% restocking fee. Unless other terms are set forth in the
Scope of Work for work which is in progress, Customer will pay
Company for services and will reimburse Company for
previously approved expenses within thirty (30) days of the date
of Company's invoice.
3.2 Change Requests.
Customer agrees to the Scope of Work as set forth in Exhibits
A and B. If there is a change to Exhibits A or B after Company
has committed resources to the Project, Customer agrees to
pay the full amount set forth in Exhibit A. However, if, during
the course of a Project, Customer wishes to modify the Scope of
Work (other than a proposed reduction in the amount of
services provided), Company shall provide Customer with a
modified fee estimate. If Customer accepts the modified
estimate, Company will perform the Project according to the
modified specifications after a purchase order has been
provided to the company. If Customer rejects the modified
estimate, Company shall have no obligation to perform the
modified Project.
4. Independent Contractor Relationship.
Company's relationship with Customer will be that of an
independent Contractor and nothing in this Agreement should
be construed to create a partnership, joint venture, or
employer -employee relationship. Company is not the agent of
Customer and is not authorized to make any representation,
contract, or commitment on behalf of Customer. Company will
not be entitled to any of the benefits, which Customer may
make available to its employees, such as group insurance, profit
sharing or retirement benefits. Company will be solely
responsible for all tax returns and payments required to be filed
with or made to any federal, state or local tax authority with
respect to Company's performance of services and receipt of
fees under this Agreement.
5. Proprietary Information.
Both parties agree during the term of this Agreement and
thereafter that they will take all steps reasonably necessary to
hold the other party's Proprietary Information in trust and
confidence, will not use Proprietary Information in any manner
or for any purpose not expressly set forth in this Agreement,
and will not disclose any such Proprietary Information to any
third party without first obtaining the disclosing party's express
written consent on a case -by -case basis. By way of illustration
but not limitation "Proprietary Information" includes (a) trade
secrets, inventions, mask works, ideas, processes, formulas,
source and object codes, data, programs, other works of authorship,
know-how, improvements, discoveries, developments, designs and
techniques (hereinafter collectively referred to as "Inventions"); and
(b) information regarding plans for research, development, new
products, marketing and selling, business plans, budgets and
unpublished financial statements, licenses, prices and costs,
Revised 1/07
suppliers and customers; and (c) information regarding the skills
and compensation of other employees of the disclosing party.
Notwithstanding the other provisions of this Agreement, nothing
will be considered to be Proprietary Information if (1) it has
been published or is otherwise readily available to the public
other than by a breach of this Agreement; (2) it has been
rightfully received by the receiving party from a third party
without confidential limitations; (3) it has been independently
developed for the receiving party without reference to the
disclosing party's Proprietary Information; or (4) it was known to
the receiving party prior to its first receipt from the disclosing
party. Chapter 119, of Florida Public Records Laws shall apply in
all instances, except that trade secrets shall be exempt as set
forth in s. 812.081, Florida Statutes.
6. Representations and Warranties.
Both parties hereby represent and warrant that (a) they have
full right and power to enter into and perform this Agreement,
(b) they will take all reasonable precautions to prevent injury to
any persons (including employees of the other party) or damage
to property (including the other party's property) during the
term of this Agreement. Company warrants that any Hardware
provided pursuant to this Agreement shall operate in good
working order for a period of one year from the date of the
Second Invoice, as that term is defined in Exhibit A. Any changes
or modifications to the Hardware by any person other than
Company voids this limited warranty.
7. Indemnification.
To the extent permitted by Florida law, each party will
indemnify and hold harmless the other party, its officers,
directors, employees, sub licensees, customers and agents from
any and all claims, losses, liabilities, damages, expenses and
costs (including attorneys' fees and court costs) which result
from a breach or alleged breach of any representation or
warranty (a "Claim') set forth in Section 6 of this Agreement.
Nothing contained herein is intended nor shall it be construed to
waive City's rights and immunities under the common law or
Florida Statute 768.28 as amended from time to time.
8. Warranty Disclaimer.
The express warranties in Section 6 are in lieu of all other
warranties, express, implied or statutory, arising from or
related to this agreement and any hardware provided
hereunder, including, but not limited to any implied
warranties of merchantability, fitness for a particular
purpose, title, and non -infringement of third party rights.
Customer acknowledges that it has relied on no warranties
other than the express warranties in this agreement. This
warranty disclaimer is made regardless of whether Company
knows or has reason to know of Customer's particular needs.
No Company employee, agent, or dealer is authorized to
modify this limited warranty, or make any additional
warranties.
9. Limitation of Liability.
In no event will Company be liable for any consequential,
indirect, exemplary, special or incidental damages, including
any lost data and lost profits, arising from or relating to this
Agreement. Company's total cumulative liability in connection
with this Agreement and the services provided hereunder,
whether in contract or tort or otherwise, will not exceed the
amount of fees paid to Company hereunder. Customer
acknowledges that the fees reflect the allocation of risk set
forth in this Agreement and that Company would not enter
into this Agreement without these limitations on its liability.
10. Network Security Disclaimer
10.1 Internet Security.
Company's products may include software that connects to
the Internet. The software is designed to operate within
Customer's secure network environment. Specifically the
software relies fully on the Customer's security measures and
implements no further security infrastructure. Company
makes no representations or warranties to Customer
regarding any 3rd party technologies or service's ability to
meet Customer's security or privacy needs. This includes but
is not limited to operating systems, database management
systems, web servers, and payment processing services.
Customer is solely responsible for ensuring a secure network
environment.
10.2 Remote Access Security.
In order to enable development, customer support, and
maintenance of the system, Company requires remote access
capability. Remote access is normally provided by installing
PC -Anywhere, ControllT, or other industry standard remote
access software. It may also be provided through a customer
solution such as VPN access. Regardless of what method is
used to provide remote access, or who provides remote access
software, it is the Customer's responsibility to ensure that the
remote access method meets Customer's security
requirements. Company makes no representations or
warranties to Customer regarding the remote access
software's ability to meet Customer's security or privacy
needs. Company also makes no recommendation for any
specific package or approach with regard to security.
Customer is solely responsible for ensuring a secure network
environment.
11. Termination.
Either party may terminate this Agreement at any time that there
is no uncompleted Project in effect upon fifteen (15) days' prior
written notice to other party. The parties agree that Customer's
failure to pay any undisputed fees is a material breach of this
Agreement
12. Government Contracts.
In the event that Company shall perform services under this
Agreement in connection with any Government contract in
which Customer may be the prime contractor or
subcontractor, Company agrees to abide by all laws, rules and
regulations relating thereto. To the extent that any such law,
rule or regulation requires that a provision or clause be
included in this Agreement, Customer agrees that such
Revised 1/07
provision or clause shall be added to this Agreement and the
same shall then become a part of this Agreement.
13. General Provisions.
13.1 Governing Law and Venue.
This Agreement will be governed by the laws of the State of
Florida. The United Nations Convention on Contracts for the
International Sale of Goods does not apply to this Agreement.
Any action or proceeding arising from or relating to this
Agreement must be brought in the federal or state court
located in Broward.
13.2 Severability.
If any provision of this Agreement is unenforceable, such
provision will be changed and interpreted to accomplish the
objectives of such provision to the greatest extent possible
under applicable law and the remaining provisions will continue
in full force and effect. Without limiting the generality of the
foregoing, Customer agrees that Section 9 will remain in effect
notwithstanding the unenforceability of any provision in Section
8.
13.3 Notices.
All notices, consents and approvals under this Agreement must
be delivered in writing by courier, by electronic facsimile (fax),
or by certified or registered mail, (postage prepaid and return
receipt requested) to the other party at the address set forth
beneath such party's signature, and will be effective upon
receipt or three (3) business days after being deposited in the
mail as required above, whichever occurs sooner. Either party
may change its address by giving notice of the new address to
the other party.
13.4 Attorneys' Fees.
In the event of litigation between Customer and Company
concerning the Hardware or this Agreement, the prevailing
parry in the litigation shall be entitled to recover attorneys' fees
and expenses from the losing party.
13.5 Injunctive Relief.
A breach of any of the promises or agreements contained in this
Agreement may result in irreparable and continuing damage to
Company for which there may be no adequate remedy at law,
and Company is therefore entitled to seek injunctive relief as
well as such other and further relief as may be appropriate.
13.6 Survival.
Section 5 ("Proprietary Information"), 6 ("Representations and
Warranties"), 7 ("Indemnification"), 8 ("Warranty Disclaimer"), 9
("Limitation of Liability"), 10 ("Network Security Disclaimer"), 11
("Termination") and 13 ("General Provisions") will survive
expiration or termination of this Agreement for any reason.
13.7 Waiver.
All waivers must be in writing. Any waiver or failure to enforce
any provision of this Agreement on one occasion will not be
deemed a waiver of any other provision or of such provision
on any other occasion.
13.8 Entire Agreement.
This Agreement and the attached Exhibits, which are
incorporated herein by reference, constitute the entire
agreement between the parties regarding the subject hereof
and supersedes all prior or contemporaneous agreements,
understandings, and communication, whether written or oral.
This Agreement may be amended only by a written document
signed by both parties. The terms on any purchase order or
similar document submitted by Customer to Company will
have no effect.
Revised 1/07
In Witness Whereof, the parties have caused this Professional Services Agreement to be executed by their duly authorized
representative.
Selectron Technologies, Inc.
By:
Todd A. Johnston
Signed:
Title:
President
Date:
t Z t` t cc
Address: 7405 SW Tech Center Drive, Suite 140
Portland, OR 97223
Customer: /
By: _ CSC' J K Mk", C
Signed: < . Z-7
Title: 1 rey L. Miller
y fimanager
Date: ��'1,� /�U
Address: -S .-ZS �'�� p�/ �T ,�
-
r M 'rL 333i/
M�
Revised 1/07
Exhibit A
�91919*9IiST191.1"I
VoicePermits"' Interactive Voice Response Solution (4 Licensed Ports) $35,900
Included Functionality:
• Schedule Inspections
• Cancel Inspections
• Obtain Inspection Results
• Post Inspection Results
• Correction Codes
• Permit Based Messaging
• VoicePermits Reporting Module
• Remote Access Software
Solution Design & Development
Included
Selectron Project Management
Included
On -Site Installation, Travel Expenses & Training
Included
12 Month Warranty on Selectron Technologies Provided Hardware & Software
Included
(Begins Upon Completion of On -Site Installation)
Full System Documentation
Included
VoicePermits Hardware & Software (includes setup & Configuration)
ProLiant MIL 350 G6 Rack -Mount Server 3,000
• Microsoft Windows 2003 Server • Intel Xeon Dual -Core 2.0 GHz Processor
• 4 GB RAM • Two (2) 160 GB SATA Hard Drives (RAID 1)
• CD ROM, 56K Modem • Four (4) Licensed VoIP Ports
VoicePermits Additional Functionality
Automatic Plan Review Notification (Requires Outbound Delivery Services Initial Setup) 5,000
Plan Review Status (SmartDelivery Required) 6,000
Professional Voice Recording of System Prompts, Street Names & Correction Codes 3,500
Spanish Language Initial Call Flow Setup 3,000
Professional Voice Recording (Translation & Voice Recording of Base System Call Flow & 2,500
Prompts)
Cost for VoicePermits $58,900
Required Items Not Included in Selectron Technologies VoicePermits Base System
• Phone Lines & Network Services Required to Support the Installation
• Required Host Interface (Please Contact SunGard HTE for Pricing for'BCV-BP Voice Response Selectron
Interface')
• SQL DB2 Tool Kit (Should be Obtained Through SunGard HTE with the Purchase of Host Interface)
• Host Interface Components Must Be Installed and Functioning Prior to On -Site Installation
VoiceUtilityTm Interactive Voice Response Solution (4 Licensed Ports) $32,900
Included Functionality:
• Current Balance Owed • Accept Business License "Blind Payments"
• Last Billing Date and Amount • Transaction Logging
• Next Billing Date • VoiceUtility Reporting Module
• Last Payment Date and Amount • Four (4) Licensed VoIP Ports
Included Fax and Email Functionality:
• Payment History • Last Payment Date and Amount
• Billing History • SmartDelivery (2-port)
• Account Status Detail
Pricing Assumes VoiceUtility will be Installed on the VoicePermits Server
Solution Design & Development
Included
Selectron Project Management
Included
On -Site Installation, Travel Expenses & Training
Included
12 Month Warranty on Selectron Technologies Provided Hardware & Software
Included
(Begins Upon Completion of On -Site Installation)
Full System Documentation
Included
VoiceUtility Additional Functionality
Outbound Delivery Services Initial Setup 3,500
Delinquency Notification 5,000
Payment Processing Initial Setup (Per Database Integration) 9,500
Credit Card Processing Module (Per Application) 5,500
Professional Voice Recording of System Prompts 1,500
Spanish Language Options (VoiceUtility Only)
Initial Call Flow Setup 4,500
Professional Voice Recording (Translation & Voice Recording of Base System Call Flow & 2,500
Prompts)
Cost for VoiceUtility $64,900
Required Items Not Included in Selectron Technologies VoiceUtility Base System
• Phone Lines & Network Services Required to Support the Installation
• Server Hardware (Pricing Assumes VoiceUtility Implementation on VoicePermits Server Hardware)
• Required Host Interface (Please Contact SunGard HTE for Pricing for'VC-CIS Voice Response Selectron
Interface')
• Required Host Interface (Please Contact SunGard HTE for Pricing for'VC-CIS/Delinquency Callout Listing')
• Required Host Interface (Please Contact SunGard HTE for Pricing for'CX/IVR-CIS IVR Credit Card Interface')
• SQL DB2 Tool Kit (Should be Obtained Through SunGard HTE with the Purchase of Host Interface)
• Host Interface Components Must Be Installed and Functioning Prior to On -Site Installation
• The Payment Processing Module Does Not Include Merchant Account Provider Costs or Associated Fees,
Payment Gateway Costs or Fees
Pricine Summar
Cost for VoicePermits Interactive Voice Response Solution $58,900
Cost for VoiceUtility Interactive Voice Response Solution 64,900
Selectron Solutions Subtotal $123,800
Less: 5%for Large System Order (Over $100K) (6,190)
Total Solution Cost $117,610
PAYMENT SCHEDULE
25%
Invoiced at time of execution of contracts
50%
Invoiced at completion of on -site installation
20%
Invoiced 30 days after on -site installation
5%
Invoiced upon final acceptance
The initial invoice is sent at completion of contract negotiations and upon receipt of purchase order enables
Company to purchase necessary hardware, fund on -site expenses and invest the technical support hours to
design and develop the application for your jurisdiction.
The second invoice is sent at the completion of the on -site installation and training phase of the
implementation, or when the system is available for customer testing at customer site.
PremierPro Support and Maintenance Plan services begin on this date (Service Date).
The third invoice is sent 30 days after the completion of the on -site installation, which will give the customer the
opportunity to carefully test all functions and requirements as defined by the contract and agreed upon call
flows. It is the customer's responsibility to supply adequate staff to ensure full testing is completed in a period
not to exceed thirty days.
The final invoice is sent after the system has completed the Final Testing and Acceptance. Company will have
resolved all issues found during the last phase of testing.
If completion of the Final Testing and Acceptance is delayed beyond 30 days, and is not due to any fault of
Company, the payment will become immediately due.
Phased Implementation: When a phased implementation is mutually agreed to, the same payment terms will
be applied to each phase.
Taxes: Sales Tax or any other applicable taxes are not included in any of this proposal's pricing information. If
Sales tax or any other tax becomes applicable, these taxes will then need to be added to the proposed pricing.
Payment Terms: Terms are net 30 from date of invoice. Past due invoices are subject to a 1.5% per month late
fee.
ADDITIONAL INFORMATION
Additional Remote Administrator Licensing:
The system is delivered licensed for 2 installations of the administrator application. Deployment includes one
installation on the Application Server and the second on a desktop used by the system administrator. Additional
Remote Administrator seats can be licensed for $250.00 per installation.
Time -and -Materials Billing Rates:
Company will provide custom programming and non -warranty maintenance customer support on a time -and -
materials basis.
Requested design, programming, testing, documentation, implementation work, and customer support
approved by Company will be performed at our then current standard published billing rates. Company will issue
a quote and scope of work to the customer. A purchase order must be issued before work can be scheduled or
begin.
Additional Training and On -Site Support:
All travel and associated expenses for the on -site installation work during the initial setup are included in the
Base System price.
If the customer requests additional on -site work, travel and out-of-pocket expenses will be billed at $1,750.00
per day (minimum of 2 days) with at least 15-day notice. If 8-14 days advance notice is provided the rate
increases to $2,000.00 per day and if the notice is less than 7 days the rate increases to $2,500.00 per day.
If changes are made to a travel schedule after plans are confirmed, the Customer is responsible for any change
fees or price changes incurred for airfare, hotel or car rental.
On -Going Support:
The Customer has the option of extending the Support and Maintenance program upon expiration of the
included 12 month PremierPro Support and Maintenance Plan services at which time Annual Support and
Maintenance fees are due. The PremierPro Support and Maintenance Agreement details the scope of services
and pricing associated with your implementation.
Exhibit B
STATEMENT OF WORK
S e I e ct ro n M;c=oft®
GOLD CERTIFIED
TECHNOLOGIES, INC.
Statement of Work
Partner
VoicePermitsTM
Correction Codes
Plan Review Status (Spoken, Fax, E-mail)
Professional Voice Recording (Call Flow and System Prompts)
Professional Voice Recording (Correction Codes)
Professional Voice Recording and Translation (Spanish)
Professional Voice Recording (Street Names)
SmartDelivery
Spanish Language
VoiceUtilityTA°
Payment Processing: Credit Card
Enhanced Payment Processing
Professional Voice Recording (Call Flow and System Prompts)
Professional Voice Recording and Translation (Spanish)
SmartDelivery
Spanish Language
Outbound Delivery ServicesTM
Outbound Notify: Automatic Results Notification
Outbound Notify: Delinquency Notification
SmartDelivery
Spanish Language
www.SelectronTechnolociies.com
Selectron Technologies, the Selectron Technologies logo, and all Selectron Technologies product names
contained herein are trademarks or registered trademarks of Selectron Technologies, Inc. in the USA
2.20.6 and/or other countries. All other brand names are trademarks of their respective holders.
Selectron Technologies Statement of Work
proprietary & confidential
Table of Contents
1.0 Overview
2
2.0 Functionality 2
2.1 VoicePermits 2
2.2 VoiceUtility 4
2.3 Outbound Delivery Services 7
3.0
Administrative Tasks
8
3.1 VoicePermits
8
3.2 VoiceUtility
12
3.3 Outbound Delivery Services
14
4.0
Deliverables
16
4.1 Hardware
16
4.2 Software
16
4.3 Installation and Training
17
4.4 Documentation
18
4.5 Support
18
5.0
Responsibilities and Requirements
18
5.1 Selectron Technologies, Inc.
18
5.2 Customer
20
6.0
Disclaimers
25
6.1 Outbound Delivery Services
25
6.2 Enhanced Payment Processing
25
Appendix A:Hardware Specifications 27
11 /23/10 2.20.E0 1
Selectron Technologies Statement of Work proprietary & confidential
1.0 Overview
This Statement of Work (SOW) outlines the software, hardware, and implementation services
included with the purchase of an interactive solution from Selectron Technologies. Additionally, this
document describes the Customer's responsibilities in providing a suitable environment and facili-
tating a successful implementation of the Selectron Technologies' interactive solution.
2.0 Functionality
This section details the functionality of each application included in the implementation of this inter-
active solution. All functions and features are dependent upon required application data availabil-
ity. The interactive solution must be able to retrieve data from the application databases either
through direct access or through an indirect interface provided by the Customer and/or database
vendor. In addition, the interactive solution is required to post data back to the application data-
bases. Normally, an indirect interface is provided to ensure system integrity for posted data.
The exact data required for retrieval and posting by the interactive solution is determined by final
product definition including agreed upon call flow, business rules, and work process. Additionally,
the call flow, business rules, and work process may be limited by the availability and access to
data.
2.1 VoicePermits
The VoicePermits application interacts with the Customer's permitting database to deliver
information and services over the phone to callers.
2.1.1 Standard Feature Set
This section details the standard features included with the VoicePermits application.
2.1.1.1 Inspection Scheduling
VoicePermits allows callers to schedule, reschedule, and cancel inspections.
Additionally, callers can leave messages for inspectors; messages are stored
on the interactive solution's server for 90 days. Once the caller has sched-
uled, rescheduled, or cancelled an inspection, they will receive a confirmation
number. To access scheduling functionality, callers must enter a valid permit
number.
2.1.1.2 Posting Inspection Results
Inspectors can use VoicePermits to post inspection results, hear messages
left by the permit holder, and leave a message for the permit holder. To
ensure security, inspectors must enter a PIN prior to recording results. The
PIN can be determined by the Customer, but must be validated by the permit-
ting database.
1. The terms "application databases" and "application systems" refer to all Customer databases that have been integrated
with the interactive solution (e.g., permitting database, utility database, court database, etc.).
11 /23/10 2.20.E 0
Selectron Technologies Statement of Work proprietary & confidential
2.1.1.3 Obtain Inspection Results
Permit holders can call VoicePermits to listen to the results of their scheduled
inspection and listen to any messages left by the inspector; messages are
stored on the interactive solution's server for 90 days. To access inspection
results, callers must enter a valid permit number.
2.1.2 Additional Features
This section details the optional, add -on modules included with the VoicePermits
application.
2.1.2.1 Correction Codes
When posting results for a failed inspection, the inspector can enter a correc-
tion code. Correction codes detail the specific reason for inspection failure.
The description of the correction code is available to callers requesting
inspection results.
The permitting database must allow the input of correction codes, as well as
access to the field storing the codes, to allow full functionality of this module.
The Customer is responsible for maintaining correction code data (section
3.1.13, Maintain Correction Codes).
2.1.2.2 Plan Review Status
Callers can request their plan review status after entering a permit number
and site address. VoicePermits plays the department stop, the review status
for each stop, and the date completed for each stop.
Additionally, callers can choose to have a document faxed and/or e-mailed
to them, detailing each step of the plan review process with its status. When
requesting a fax, callers use the keypad to enter the fax number where docu-
ments should be sent. To request an e-mail, the caller's address must be
located in the permitting database and associated with the permit record. If an
e-mail address is not available, callers are not given the option to receive an
e-mail.
The exact data to be displayed on the Plan Review fax/e-mail template must
be determined during system implementation. While the static information on
the template (Customer logo, address, etc.) can be changed by the Customer
post -installation, all data changes after development has begun are billable
on a Time and Materials basis. Template information typically includes header
information (jurisdiction address, etc.), permit number, applicant's name,
overall plan review status (for permit), department stop with corresponding
date and status, comments (if available), and current date and time. This
module uses a specific fax template —refer to section 3.1.9, Define Fax Tem-
plate Location) for more information.
2.1.2.3 Professional Voice Recording
All system prompts (including call flow), correction code descriptions, and
street names are professionally recorded prior to installation. Additionally, all
outbound notification prompts are professionally recorded (section 2.12.1.2,
Outbound Notify). The following non -system prompt and message types are
not included, and require Customer recording:
11/23/10 2.20.E 0
Selectron Technologies Statement of Work
proprietary & confidential
• Optional Greeting (section 3.1.4, Append an Optional Greeting)
For more information regarding non -system prompt recording, refer to section
3.1.7, Record Prompts and Responses.
The Customer must sign -off on all Professional Voice Recording scripts prior
to prompt recording. All prompt change requests after recording has been
completed may incur additional charges on a Time and Materials basis (street
names will be updated on a quarterly basis as described in section 3.1.6, Add
New Streets).
2.1.2.4 SmartDelivery
SmartDelivery software enables VoicePermits to send faxes and/or e-mail to
callers.
When requesting a fax, callers are prompted to use their telephone keypad to
enter the number where the fax should be sent. Selectron Technologies rec-
ommends that faxed documents be no longer than ten pages to ensure accu-
rate delivery to recipients.
Prior to receiving an e-mail, callers must have an e-mail address on file in the
permitting database. If an e-mail address is not available, callers are not given
the option of receiving an e-mail.
2.1.2.5 Spanish Language
The Spanish Language module enables VoicePermits to play back system
prompts in both English and Spanish. Additionally, all dates, numbers, ordi-
nals, currencies, and letters are translated to the proper language. All other
prompts must be recorded and translated by the Customer (section 3.1.7,
Record Prompts and Responses).
When Professional Voice Recording has been implemented in conjunction
with the Spanish Language module, all system prompts (including call flow)
and correction codes are translated and recorded in Spanish prior to installa-
tion. Non -system prompt and message types are not included and require
Customer translation and recording. Refer to section 2.1.2.3, Professional
Voice Recording, for a list of non -system prompts and messages.
The professionally -recorded Spanish prompts use a vocabulary and dialect
predetermined by Selectron. Additions and changes to the prompts to
account for regional differences are subject to time and materials billing.
2.2 VoiceUtility
The VoiceUtility application interacts with the Customer's utility database to deliver informa-
tion and services over the phone to callers.
2.2.1 Standard Feature Set
This section details the standard features included with the VoiceUtility application.
11/23/10 2.20.E0 4
Selectron Technologies Statement of Work
proprietary & confidential
2.2.1.1 Account Access
VoiceUtility provides callers with current utility account status information,
including the caller's site number, site address, current or delinquent balance,
payment due date, pending amount, and consumption information. Addition-
ally, callers may request to hear billing and payment history for the last 12
months. To access account information, callers enter their utility account num-
ber and, optionally, a security code. The security code can be determined by
the Customer, but must be verified by the utility database.
Once callers have heard their account status, they can request a fax of the
information. Using their keypad, callers enter the fax number to which the
documents will be sent.
2.2.1.2 SmartDelivery
SmartDelivery software enables VoiceUtility to send faxes and/or a -mails to
callers.
When requesting a fax, callers are prompted to enter the number where the
fax should be sent. Selectron Technologies recommends that faxed docu-
ments be no longer than ten pages to ensure accurate delivery to recipients.
Prior to receiving an e-mail, callers must have an e-mail address on file in the
utility database. If an e-mail address is not available, callers are not given the
option of receiving an e-mail.
2.2.2 Additional Features
This section details the optional, add -on modules included with the VoiceUtility appli-
cation.
2.2.2.1 Payment Processing: Credit Card
VoiceUtility accepts credit card payments; the Customer's business rules
determine whether the system can process over payments or partial pay-
ments. Visa®, MasterCard®, and American Express® are all pre -configured
credit card types within VoiceUtility; credit card types not used by the Cus-
tomer will be unavailable to the caller. Once a payment has been processed,
VoiceUtility issues a payment confirmation number. When taking a payment,
the payment processing software verifies the credit card number and expira-
tion date. For more security, the Customer can choose to verify the card
holder's zip code and security code.
VoiceUtility provides a report for manual posting, or, if supported, passing
payment information to the interface to be processed into the Customer's util-
ity system.
The following payment processing fees and services are not covered by pur-
chase of the VoiceUtility system:
• Transaction fees
• Merchant accounts
• Third -party payment processing services, fees, and software
11 /23/10 2.20.E0 5
Selectron Technologies Statement of Work
proprietary & confidential
The Customer must select the third -party payment processing vendor prior to
system development. Any changes to payment processing vendors, after sys-
tem development, are billable on a Time and Materials basis.
2.2.2.2 Enhanced Payment Processing
This feature requires the SmartDelivery and Payment Processing modules.
When Enhanced Payment Processing is implemented, designated staff mem-
bers will receive emails when customers scheduled for utility services shut-off
make payments. This will allow staff members to prevent inadvertant shut-off
of services. The Customer can designate up to three (3) staff email addresses
to receive notification. The Customer may configure recipient email
addresses and the text of the message; the same text and email addresses
are used for every email.
Note that Enhanced Payment Processing is intended to augment the Cus-
tomer's existing processes for managing services shut-off. Staff receiving
email notification may still need to manually notify field staff to prevent shut-
off.
2.2.2.3 Blind Payment Processing
The Customer's VoiceUtility system has been customized with a blind pay-
ment method for Business Licenses. This functionality is not integrated with
the Customer's Business License host database. Blind payment activity is
manually posted through a batch process from a list of daily transactions, to
be provided by Selectron. The caller will be given the option to enter a Busi-
ness License number and a dollar amount. Payment will be taken and a con-
firmation given to the caller. Note that the Business License number and
payment will not be validated against a database.
2.2.2.4 Professional Voice Recording
All system prompts (including call flow) are professionally recorded prior to
installation. Additionally, outbound notification prompts are professionally
recorded (section 2.12.1.2, Outbound Notify). The following non -system
prompt and message types are not included, and require Customer recording:
• Optional Greeting (section 3.2.4, Append an Optional Greeting)
For more information regarding non -system prompt recording, refer to section
3.2.8, Record Prompts and Responses.The Customer must sign -off on all
Professional Voice Recording scripts prior to prompt recording. All prompt
change requests after recording has been completed may incur additional
charges on a Time and Materials basis.
2.2.2.5 Spanish Language
The Spanish Language module enables VoiceUtility to play back system
prompts in both English and Spanish. Additionally, all dates, numbers, ordi-
nals, currencies, and letters are translated to the proper language. All other
prompts must be recorded and translated by the Customer (section 3.2.8,
Record Prompts and Responses).
When Professional Voice Recording has been implemented in conjunction
with the Spanish Language module, all system prompts are recorded in Span-
11/23/10 2.20.E0 6
Selectron Technologies Statement of Work
proprietary & confidential
ish prior to installation. Non -system prompt and message types are not
included and require Customer translation and recording. Refer to section
2.2.2.4, Professional Voice Recording, for a list of non -system prompts and
messages.
The professionally -recorded Spanish prompts use a vocabulary and dialect
predetermined by Selectron. Additions and changes to the prompts to
account for regional differences are subject to time and materials billing.
2.3 Outbound Delivery Services
Outbound Delivery Services is an information delivery system that allows the Customer to
initiate automated outbound campaigns to deliver information and messages to citizens. The
engine is used to power two service types: Outbound Alert and Outbound Notify. Both ser-
vice types are implemented separately. The service type(s) that are implemented for the
interactive solution are detailed below.
2.3.1 Standard Feature Set
This section details the standard features included with Outbound Delivery Services.
2.3.2 Additional Features
This section details the optional, add -on modules included with this implementation of
Outbound Delivery Services.
2.3.2.1 Outbound Notify: Automatic Results Notification
This service requires the VoicePermits application. During the inspection
scheduling process, the permit holder may request to be contacted when
results have been posted by the inspector. After selecting this option, the per-
mit holder is prompted to enter their telephone number using the telephone
keypad.
When SmartDelivery has been implemented, callers may request to receive
the notification via fax or e-mail (only one notification delivery method can be
requested by the caller). When requesting a fax, callers are prompted to enter
the fax number to where the document should be sent. When requesting an
e-mail, the caller's e-mail address must be available in the permitting data-
base and associated with the permit record. If an e-mail address is not avail-
able, callers are not given the option of receiving an e-mail.
After inspectors have posted the results of an inspection, permit holders are
contacted with the notification. Information played to the caller includes the
permit number, inspection type, inspection result, and the date of inspection.
If Outbound Delivery Services reaches a voice mail, a generic message is
played stating that a result was posted to the inspection, but the actual result
is not played.
Permit holders who are contacted via phone are transferred into the VoiceP-
ermits call flow, allowing them to retrieve inspector messages, if applicable, or
access other VoicePermits options.
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2.3.2.2 Outbound Notify: Delinquency Notification
This notification requires the VoiceUtility application and interacts with the util-
ity database. When this notification is configured, customers may be con-
tacted about delinquent accounts. Typical information included in the
notification includes the account number, delinquent date, delinquent amount,
and the due date. If payment processing has been implemented with Voi-
ceUtility, phone call recipients may have the option of transferring to the Voi-
ceUtility payment menu. Call recipients must have their phone number
available in the utility database in order to receive the notification.
When SmartDelivery has been implemented, notifications may also be sent
via fax or e-mail. In order for faxes and a -mails to be sent, the fax number or
e-mail address must be available in the utility database. If contact information
is not available, the notification cannot be sent.
2.3.2.3 SmartDelivery
Smart Delivery software enables Outbound Delivery Services to send faxes
and/or e-mail to message recipients.
2.3.2.4 Spanish Language
The Spanish Language module allows Outbound Delivery Services to play
outbound campaign messages in both English or Spanish over the phone.
The content of the message is identical for each language. All messages
must be translated and recorded by the Customer, however, all dates, num-
bers, ordinals, currencies, and letters are already translated to the proper lan-
guage. Depending on configuration, campaigns sent via fax, e-mail, or text
message include both English and Spanish within the same message.
3.0 Administrative Tasks
This section details tasks that the Customer's system administrator can perform while maintaining
and operating the interactive solution.
3.1 VoicePermits
The tasks listed below apply to the VoicePermits application.
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3.1.1 Run System Reports
System administrators can generate, view, save, and print system usage reports using
Microsoft Internet Explorer@ 5.0, Mozilla Firefox 1.0, or newer, with access to the Cus-
tomer's intranet. Reports can be saved as PDF files from the browser.
System administrators can also configure reports for automatic delivery to designated
e-mail addresses. Auto -delivery frequency options include monthly, weekly, and daily.
Table 1 lists the reports available with this implementation.
Table 1 System Reports
System Usage
Calls received by day for selected date
range
System Line Usage
Calls received by line for selected date
range
System Usage by Hour
Calls received by hour for selected date
range
System Statistics
Displays consolidated usage informa-
tion, including time in use and call time
information
Call Activity Details
Displays all actions that a caller made
during a call
Inspector Post Activity
Lists all inspections posted by each
inspector for a selected date range
Action Report
Number of times the application functions
were selected for selected date range
Fax Activity Report
Fax status, document, date, time, and
permit number
Email Activity Report
Date sent, document type, confirmation
number, and permit number
3.1.2 Set Operator Transfer Extension
By setting the operator transfer extension, system administrators can determine
where VoicePermits transfers calls. Calls can be transferred to different extensions
depending on the time of day and what type of information the caller is requesting.
Operator transfer settings are managed using the Administration Tool (section 4.2,
Software).
3.1.3 Set Office Hours and Holidays
When office hours and holidays have been set, the system checks against the office
hours and holiday schedule to determine the correct action when transferring calls.
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3.1.4 Append an Optional Greeting
Appending an optional greeting instructs the system to play an additional greeting
message when callers access VoicePermits. The optional greeting can be used to
inform callers of changes in office hours or upcoming holidays. System administrators
are responsible for recording the optional greeting. Training on how to record prompts
and responses is provided during system installation (section 4.3.3, Provide Admin-
istrative Training).
3.1.5 Control Administrative Access
The system administrator is responsible for creating and deleting administrative
accounts, editing account access levels, and changing the prompt recording access
PIN for the interactive solution. Access levels can be set to only allow reporting capa-
bilities or to allow full administrative access. Administrative access can be set using
the Administration Tool (section 4.2, Software).
3.1.6 Add New Streets
As new streets are added to the Customer's jurisdiction, the system administrator
should add them to VoicePermits; this ensures that appropriate responses are played
to caller inquiries. Adding new street names and words requires two steps: creating
the file in the Administration Tool (section 4.2, Software) and then recording the name
or word using the telephone.
When Professional Voice Recording has been implemented, street name prompts are
recorded prior to system delivery. Any new or updated prompts can be recorded for
the Customer on a quarterly basis; prompts needing immediate recording, between
quarterly updates, are the Customer's responsibility (section 3.1.7, Record Prompts
and Responses). Note that, in order for Selectron Technologies to identify new
streets, they must exist in the VoicePermits database. Access to quarterly voice
updates is contingent upon an active Support and Maintenance plan; refer to the Con-
tract for more details.
3.1.7 Record Prompts and Responses
New street words, codes, or system prompts need to be recorded. Recording prompts
and responses creates an audio file for use by VoicePermits during a call. Each word
or phrase has a unique identifying number that is used in recording. After a report is
generated showing the number of unrecorded prompts, a system administrator can
call the system to record the missing prompts.
When purchasing Professional Voice Recording, all system prompts (including call
flow), correction codes, and street names are recorded prior to system delivery. How-
ever, non -system prompt types and messages must be recorded by the Customer;
refer to section 2.1.2.3, Professional Voice Recording, for a list of non -system
prompts. Training on how to record prompts and responses is provided during system
installation (section 4.3.3, Provide Administrative Training).
When the Spanish Language module is implemented, recording and translation of
prompts from English to Spanish is the Customer's responsibility. Dates, numbers,
ordinals, currencies, and letters are already translated to the proper language.
When Professional Voice Recording has been implemented in conjunction with the
Spanish Language module, all system prompts (including call flow) and correction
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codes are translated and recorded in Spanish prior to installation. Street names and
non -system prompt and message types are not included and require Customer trans-
lation and recording. Refer to section 2.1.2.3, Professional Voice Recording for a list
of non -system prompts and messages.
3.1.8 Monitor System Status
Using the system monitor, the Customer's system administrator can view the status of
the VoicePermits system. The status of each line is displayed, complete with the
actions (if any) that are currently taking place.
3.1.9 Define Fax Template Location
When callers request faxes, the information is sent in a pre -determined template. The
Customer is responsible for creating a template in RTF format and uploading it using
the Administration Tool (section 4.2, Software). Each implemented module with faxing
functionality may require a separate template. Selectron Technologies' Project Man-
ager assists the Customer in determining the number of templates required to ensure
system functionality.
3.1.10Assign E-mail Field
In order for callers to receive an electronic copy of information, the Customer must
assign a field to hold the e-mail address in the permitting database.
3.1.11 Set Maximum Message Length
The VoicePermits application allows callers to leave messages for inspectors. By set-
ting the maximum message length, the system administrator can determine a specific
amount of time for messages. While messages can be any length, Selectron Technol-
ogies recommends that they be no longer than the automatic default of five minutes.
3.1.12 Define Schedule Days
The VoicePermits application offers callers a specific number of days ahead for
inspection scheduling. The system administrator can set the number of available days
using the Administration Tool (section 4.2, Software). The Customer's business rules
determine how many days forward VoicePermits will offer callers.
3.1.13 Maintain Correction Codes
The system administrator is responsible for adding, editing, and deleting VoicePer-
mits' correction codes using the Administration Tool (section 4.2, Software). When
correction codes are added, the system administrator must also create a correspond-
ing recording of the description to be played back to callers (section 3.1.7, Record
Prompts and Responses). Selectron Technologies assists the Customer with the ini-
tial code configuration.
When Professional Voice Recording is implemented, prompt recording for correction
codes is done prior to system delivery. The Customer is responsible for recording any
subsequent correction code prompts. Selectron Technologies offers additional prompt
recording of correction codes on a time and materials basis.
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3.1.14Maintain Plan Review Codes
The system administrator is responsible for adding, editing, and deleting VoicePer-
mits' plan review codes using the Administration Tool (section 4.2, Software). When
plan review codes are added, the system administrator must also create a corre-
sponding recording of the status description to be played back to callers (section
3.1.7, Record Prompts and Responses). Selectron Technologies assists the Customer
with the initial code configuration.
3.2 VoiceUtility
The tasks listed below apply to the VoiceUtility application.
3.2.1 Run System Reports
System administrators can generate, view, save, and print system usage reports using
Microsoft Internet Explorer® 5.0, Mozilla Firefox 1.0, or newer, with access to the Cus-
tomer's intranet. Reports can be saved as PDF files from the browser.
System administrators can also configure reports for automatic delivery to designated
e-mail addresses. Auto -delivery frequency options include monthly, weekly, and daily.
Table 2 lists the reports available with this implementation.
Table 2 System Reports
System Usage
Calls received by day for selected date
range
System Line Usage
Calls received by line for selected date
range
System Usage by Hour
Calls received by hour for selected date
range
System Statistics
Displays consolidated usage informa-
tion, including time in use and call time
information
Action Report
Number of times the application functions
were selected for selected date range
Payment Detail Report
Payment type with date, time, utility
account numbers, and Confirmation num-
bers
Enhanced Payment/
List of accounts targeted for shut-off for
Service shut-off
which payment was received.
avoided
Fax Activity Report
Fax status, document, date, time, and
number
Email Activity Report
Date sent, document type, confirmation
number, and account number
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3.2.2 Set Operator Transfer Extension
By setting the operator transfer extension, system administrators can determine
where VoiceUtility transfers calls. Calls can be transferred to different extensions
depending on the time of day and what type of information the caller is requesting.
Operator transfer settings are managed using the Administration Tool (section 4.2,
Software).
3.2.3 Set Office Hours and Holidays
When office hours and holidays have been set, the system checks against the office
hours and holiday schedule to determine the correct action when transferring calls.
3.2.4 Append an Optional Greeting
Appending an optional greeting instructs VoiceUtility to play an additional greeting
message when callers access the interactive solution. The optional greeting can be
used to inform callers of changes in office hours or upcoming holidays. System admin-
istrators are responsible for recording the optional greeting. Training on how to record
prompts and responses is provided during system installation (section 4.3.3, Provide
Administrative Training).
3.2.5 Control Administrative Access
The system administrator is responsible for creating and deleting administrative
accounts, editing account access levels, and changing the prompt recording access
PIN for VoiceUtility. Access levels can be set to only allow reporting capabilities or to
allow full administrative access. Administrative access can be set using the Adminis-
tration Tool (section 4.2, Software).
3.2.6 Add New Streets
As new streets are added to the Customer's jurisdiction, the system administrator
should add them to the VoiceUtility system; this ensures that appropriate responses
are played to caller inquiries. Adding new street names and words requires two steps:
creating the file in the Administration Tool (section 4.2, Software) and then recording
the name or word using the telephone.
3.2.7 Configure Enhanced Payment Processing Emails
The Administrator is responsible for adding, removing, or updating the email
addresses for receipients of Enhanced Payment Processing notification (section
2.2.2.2, Enhanced Payment Processing). The Administrator may also configure the
text contained in this email.
3.2.8 Record Prompts and Responses
New street words, codes, or system prompts need to be recorded. Recording prompts
and responses creates an audio file for use by the interactive solution during a call.
Each word or phrase has a unique identifying number that is used in recording. After a
report is generated showing the number of unrecorded prompts, a system administra-
tor can call the system to record the missing prompts.
When purchasing Professional Voice Recording, all system prompts (including call
flow) are recorded prior to system delivery. However, non -system prompt types and
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messages must be recorded by the Customer; refer to section 2.2.2.4, Professional
Voice Recording, for a list of non -system prompts. Training on how to record prompts
and responses is provided during system installation (section 4.3.3, Provide Admin-
istrative Training).
When the Spanish Language module is implemented, recording and translation of
prompts from English to Spanish is the Customer's responsibility. Dates, numbers,
ordinals, currencies, and letters are already translated to the proper language. When
Professional Voice Recording has been implemented in conjunction with the Spanish
Language module, all system prompts (including call flow) are translated and
recorded in Spanish prior to installation. Street names and non -system prompt and
message types are not included and require Customer translation and recording.
Refer to section 2.2.2.4, Professional Voice Recording, for a list of non -system
prompts and messages.
3.2.9 Monitor System Status
Using the system monitor, the Customer's system administrator can view the status of
the VoiceUtility application. The status of each line is displayed, complete with the
actions (if any) that are currently taking place.
3.2.10 Define Fax Template Location
When callers request faxes, the information is sent in a pre -determined template. The
Customer is responsible for creating a template in RTF format and uploading it using
the Administration Tool (section 4.2, Software). Each implemented module with faxing
functionality may require a separate template. Selectron Technologies' Project Man-
ager assists the Customer in determining the number of templates required to ensure
system functionality.
3.2.11 Assign E-mail Field
In order for callers to receive an electronic copy of information, the Customer must
assign a field to hold the e-mail address in the utility database.
3.2.12Set Payment Processing Guidelines
Setting payment processing guidelines consists of updating the password VoiceUtility
uses to securely interface with the payment vendor and directing how the interactive
solution processes payments from callers. Using the Administration Tool (section 4.2,
Software), the system administrator can update the payment vendor password,
change credit card authorization options, and test payment processing.
3.3 Outbound Delivery Services
The tasks listed below apply to the Outbound Delivery Services application.
3.3.1 Run Outbound Reports
System administrators can run Outbound reports by using the browser -based Out-
bound Tool (section 4.2, Software). Reports can be generated, viewed, saved, and
printed using Microsoft Internet Explorer® 5.0, Mozilla FirefoxTM 1.0, or newer, with
access to the Customer's intranet. Depending on configuration, Outbound reports
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detail the phone number called, fax number called, e-mail address used, and connec-
tion status.
System administrators can also configure reports for automatic delivery to designated
e-mail addresses. Auto -delivery frequency options include monthly, weekly, and daily.
Table 3 lists all available Outbound reports.
Table 3 Outbound Reports
System Usage • Calls sent by day for selected date
range
• Faxes sent for selected date range
• E-mails sent for selected date range
System Line Usage • Calls sent by line for selected date
range
• Faxes sent by line for selected date
range
• E-mails sent by line for selected date
range
System Usage by Hour • Calls sent by hour for selected date
range
• Faxes sent by hour for selected range
• E-mails sent by hour for selected range
Statistic Report Total number of calls, the success level of
each call, and the choices recipients made
during the calls; searchable by date range,
campaign name, campaign type, and cus-
tomer ID
Activity Report All successful and unsuccessful calls for a
date range; searchable by date range,
campaign name, campaign type, and cus-
tomer ID
3.3.2 Control Administrative Access
The system administrator is responsible for creating and deleting administrative
accounts, editing account access levels, and changing the prompt recording access
PIN for the interactive solution. Access levels can be set to only allow reporting capa-
bilities or to allow full administrative access. Administrative access can be set using
the Administration Tool (section 4.2, Software).
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3.3.3 Set Outbound Campaign Guidelines
3.3.4 When initiating outbound campaigns, the Customer must configure campaign delivery
methods in the Outbound Tool. Configurable options include date and time to initiate
campaigns and process guidelines for all applicable delivery methods.Monitor
System Status
Using the system monitor, the Customer's system administrator can view the status of
the Outbound Delivery Services system. The status of each line is displayed, com-
plete with the actions (if any) that are currently taking place.
3.3.5 Define Fax Template Location
When callers request faxes, the information is sent in a pre -determined template. The
Customer is responsible for creating a template in RTF format and uploading it using
the Administration Tool (section 4.2, Software). Each implemented module with faxing
functionality may require a separate template. Selectron Technologies' Project Man-
ager assists the Customer in determining the number of templates required to ensure
system functionality.
3.3.6 Assign E-mail Field
In order for callers to receive an electronic copy of information, the Customer must
assign a field to hold the e-mail address in the application database(s).
4.0 Deliverables
This section details the hardware, software, and services included in system implementation.
4.1 Hardware
Refer to Appendix A, Hardware Specifications, for details regarding hardware provided
with the interactive solution.
4.2 Software
4.2.1 Selectron Technologies Software
The interactive solution's server (Appendix A, section B.1, Server) has the following
Selectron Technologies' software installed:
• VoicePermits application software
• VoiceUtility application software
• Outbound Delivery Services engine
• Credit Card Payment Processing software
• SmartDelivery software
In addition to the software listed above, the base system includes two licenses for the
Administration Tool. The Customer uses this software to remotely define user -configu-
rable settings in the interactive solution. One license is pre -installed on the server
(Appendix A, section B.1, Server); the second license allows the Customer to install
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the Administration Tool on a workstation. Additional Administration Tool licenses can
be purchased.
Outbound Delivery Services requires an additional, browser -based Outbound Tool.
With this tool, users can remotely define user -configurable settings for Outbound
Delivery Services. This browser -based tool may be used from any computer on the
Customer's intranet. From outside the network, the Customer's staff may connect to
the Outbound Tool via a VPN connection.
4.2.2 Third -Party Software
The interactive solution's server has the following third -party software installed:
• Microsoft® SQL® Server 2005 Express Edition with Advanced Services SP1
(embedded, run-time edition; not for use with any other product)
• Symantec® pcAnywhere® remote access software
• Microsoft Visual C#®
• Microsoft SDK 5.1 for Windows®
4.3 Installation and Training
Selectron Technologies provides two days of on -site installation, testing, and training for the
interactive solution. The amount of on -site training and installation days increases when the
interactive solution has more than one application installed.
The pricing information provided in the Quote assumes a simultaneous installation of all
interactive solution systems. If the Customer chooses a phased approach to installation and
implementation, additional time and materials costs may apply.
4.3.1 Test and Install System Server
On the first on -site day, an Installation Specialist installs the interactive solution's
server and performs any necessary configuration. Once installed, the Installation Spe-
cialist tests the interactive solution to ensure all included applications are functioning
properly (refer to section 2.0, Functionality, for a list of all included applications).
4.3.2 Test Credit Card Payment Functionality
Test transactions are run to verify the interface between the Payment Processing soft-
ware modules with the vendor selected for payment processing.
4.3.3 Provide Administrative Training
Training for the system administrator occurs on the second day of the Installation Spe-
cialist's visit. Training also includes guidance on how system administrators can train
additional staff.
Training for non -system prompt recording is also provided (refer to section 2.1.2.3,
Professional Voice Recording, for a list of non -system, VoicePermits prompts)(refer
to section 2.2.2.4, Professional Voice Recording, for a list of non -system, VoiceUtil-
ity prompts)
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4.3.4 Interface Upgrades
After the initial implementation of the interactive solution, the application database
vendor may release new updates to their application or its interface (API) that enable
previously unavailable standard functionality described in this document. Implement-
ing these features in a completed interactive solution with an upgraded application or
interface will normally require professional services outside the scope of this docu-
ment.
4.4 Documentation
A hard copy of the Administration Manual for each included application is delivered with the
server. Additionally, an electronic version of each manual is provided in PDF format (refer to
section 2.0, Functionality, for a list of included applications).
4.5 Support
Selectron Technologies' interactive solution has been thoroughly tested to ensure that the
performance and functionality described in this document is accurate. The solution's soft-
ware and hardware components are dependent on many services and applications within
the Customer's operating environment that can impact system performance. While the inter-
active solution is designed to minimize performance interruptions, from time to time they will
occur. Once notified of an interruption, Selectron's Customer Support Service begins trou-
bleshooting the issue, with the objective of returning the system to full functionality as
quickly as possible.
Refer to your Service Agreement, or section 5.1.3, On -going System Maintenance, of this
document, for more information regarding services provided with the interactive solution.
5.0 Responsibilities and Requirements
5.1 Selectron Technologies, Inc.
This section outlines Selectron Technologies' responsibilities regarding system implementa-
tion and maintenance.
5.1.1 Pre -Installation
5.1.1.1 Provide Project Management
Selectron Technologies assigns a Project Manager to the system implemen-
tation. The Project Manager is the Customer's primary contact at Selectron
Technologies and coordinates all necessary communication and resources.
5.1.1.2 Provide Documentation
The Project Manager provides the Customer with the following documents to
help facilitate the implementation process:
• Implementation Questionnaire- identifies the Customer's functional
needs and is used to create an implementation timetable. Each applica-
tion included with this implementation has its own questionnaire (refer
to section 2.0, Functionality, for a list of included applications).
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• Remote Access Questionnaire- details information needed by Selectron
Technologies to remotely access the Customer's network and permit-
ting database, prior to system delivery and installation, to allow for com-
plete system testing. Refer to section 5.2.1.7, Provide Remote
Network Access to Permitting Database, for more information.
• Remote Access Questionnaire- details information needed by Selectron
Technologies to remotely access the Customer's network and utility
database, prior to system delivery and installation, to allow for complete
system testing. Refer to section 5.2.1.8, Provide Remote Network
Access to Utility Database, for more information.
• Implementation Timetable- details project schedule and details all proj-
ect milestones.
• Pre -Install Checklist- prepares the Customer's staff for system installa-
tion. Once the checklist is completed and returned, the Project Manager
schedules the on -site installation.
• Quality Assurance Test Plan- assists the Customer in determining that
the interactive solution is functioning as specified in the Contract.
• System Acceptance Sign -off Form- indicates that the Customer has ver-
ified service functionality.
5.1.1.3 Develop Call Flow
The Project Manager works with the Customer to develop and complete the
call flow design. Software development cannot begin until the call flow design
is completed and approved by the Customer.
5.1.1.4 Provide Configuration Assistance
The Project Manager assists the Customer with the configuration of user -
defined options. These options include:
• Setting Delinquency Notification guidelines
• Deciding which vendor to use for payment processing.
5.1.1.5 Perform Quality Assurance Testing
Selectron Technologies thoroughly tests all applications and hardware prior to
delivery, ensuring system functionality.
5.1.1.6 Provide Marketing Materials
Selectron Technologies provides marketing collateral that the Customer can
use to promote the interactive solution to citizens. Marketing collateral
includes a poster, tri-fold brochure, and business card; standard templates for
each item are used. Collateral is developed using Adobe® InDesign® CS2
and is provided to the Customer in PDF format (original InDesign files are pro-
vided upon request).
Marketing collateral is adapted to the Customer's jurisdiction. Selectron Tech-
nologies' Project Manager assists the Customer in gathering the correct infor-
mation to be displayed on the marketing collateral. Information displayed
includes the following:
• Interactive solution's phone number
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• Jurisdiction logo (preferably in EPS format)
• Jurisdiction address
• Name of the interactive solution, if Selectron branding is not utilized
• Included modules and functionality
• Additional contact/informational phone numbers
• Emergency contact information
• Sample utility bill for use on materials (PDF format)
• Inspection codes
The templates are adapted to fit the Customer's jurisdiction using the informa-
tion from the above list. The Customer is able to review the material to ensure
information accuracy. If errors exist, the marketing materials are emended to
display the correct information. Any changes to the collateral that do not
include the items listed above (e.g., design changes to the template) are
billed on a time and materials basis. Any changes to the marketing materials
after final delivery are also billed on a time and materials basis.
5.1.2 Installation
Selectron Technologies provides two days of on -site installation, testing, and training
for the interactive solution. Refer to section 4.3, Installation and Training, for addi-
tional information.
5.1.3 On -going System Maintenance
Selectron Technologies' support plan includes repair or replacement of any failed
hardware or software component, a toll -free support line, and dial -in technical support
for the solution. Refer to the Contract for more information.
5.2 Customer
This section outlines the Customer's system implementation and maintenance require-
ments.
5.2.1 Pre -Installation
5.2.1.1 Return Implementation Questionnaire
Selectron Technologies' Project Manager provides the Customer with an
implementation questionnaire (section 5.1.1.2, Provide Documentation).
The implementation questionnaire must be returned prior to developing the
call flow design and the implementation timetable. Each application included
in the interactive solution has a separate implementation questionnaire. Refer
to section 2.01 Functionality, for a list of all included applications.
5.2.1.2 Determine System Connection
Prior to system implementation, Selectron Technologies' Project Manager
assists the Customer in determining how the interactive solution will be imple-
mented —whether the system connects using standard, analog phone lines, a
T1 line, ISDN (Integrated Digital Services Network), or VoIP (Voice over Inter-
net Protocol). At times, these methods may incur differing costs (including
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such items as hardware, telephony professional services, or special installa-
tion services). The Project Manager will detail such special considerations as
part of choosing the connection method. Once determined, and hardware has
been purchased, changes to the connection configuration shall incur addi-
tional charges.
Refer to the item in the list below for more details on the requirements pertain-
ing to connection methods:
• Analog For a traditional, analog implementation of the interactive solu-
tion, one phone line per port must be provided and installed by the Cus-
tomer. Phone lines must be part of a hunt group; Selectron
Technologies strongly suggests that the Customer configure a terminal
hunt group, which helps determine line usage.
• T1 If the Customer chooses a T1 line installation, a station -side line is
required to connect the interactive solution's server to the PBX (Private
Branch eXchange).
• ISDN When the Customer chooses to implement the interactive solu-
tion with an ISDN (Integrated Digital Services Network) system, full
functionality may be dependent upon the feature set supported by the
ISDN circuit provider.
• VoIP If the Customer chooses to implement the interactive solution with
a VoIP (Voice over Internet Protocol) system, full functionality may not
be available. VoIP is a developing technology in which standards, proto-
cols, and integration methods are not yet mature. To ensure full func-
tionality, analog lines are often used to connect the interactive solution
to the Customer's VoIP switch via a gateway device (which is not
included with the interactive solution). This gateway device must sup-
port all necessary functions required of the switch (such as transfers).
The Customer is responsible for ensuring that the VoIP system is con-
figured correctly to allow full functionality of the interactive solution. Full
functionality may require additional third -party hardware and services,
which are the responsibility of the Customer. Additional integration ser-
vices are provided by Selectron Technologies' Project Manager and
development team as part of the implementation process.
If the Customer is upgrading a Selectron interactive solution to a VoIP
environment, an additional license fee is required to upgrade to the lat-
est version of the Syntellect CT ADE toolkit.
5.2.1.3 Provide Customer Specific Information
The following information should be supplied to Selectron Technologies, in
conjunction with the Implementation Questionnaire, to help create a precisely
integrated product. For further clarification on the format and detail of the fol-
lowing data, refer to the Implementation Questionnaire or contact your Selec-
tron Technologies' Project Manager.
• Street names
• Observed holidays
• Extensions used for transfer functions
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VoicePermits Data:
• Inspection result codes and descriptions
• Permit status codes and types
• Inspection types and descriptions
• Validations used for scheduling an inspection
• Correction codes and descriptions
• Permit numbering scheme
VoiceUtility Data:
• Utility account numbering scheme
• Validations used for receiving payment on a utility bill
5.2.1.4 Define Permitting System and Interface Specifications
Selectron Technologies configures the interactive solution according to the
Customer's completely defined permitting system and interface (API) specifi-
cations. If the permitting system and interface are being developed in con-
junction with the interactive solution, Selectron Technologies works with the
Customer and permitting system vendor to define system specifications. The
specifications must be completely defined prior to starting development on the
interactive solution. Any subsequent changes to the defined specifications
during development are billable on a time and materials basis.
5.2.1.5 Define Utility System and Interface Specifications
Selectron Technologies configures the interactive solution according to the
Customer's completely defined utility system and interface (API) specifica-
tions. If the utility system and interface are being developed in conjunction
with the interactive solution, Selectron Technologies works with the Customer
and utility system vendor to define system specifications. The specifications
must be completely defined prior to starting development on the interactive
solution. Any subsequent changes to the defined specifications during devel-
opment are billable on a time and materials basis.
5.2.1.6 Approve Call Flow
The Customer is responsible for approving the call flow design developed by
Selectron Technologies' Project Manager. Once the call flow design has been
approved, software development begins.
5.2.1.7 Provide Remote Network Access to Permitting Database
In order to fully test the interactive solution, Selectron Technologies requires
access to the permitting database prior to installation. Selectron Technolo-
gies' Project Manager provides a Remote Access Questionnaire to help the
Customer identify the necessary requirements (section 5.1.1.2, Provide Doc-
umentation). If remote access is not granted, the Customer should inform the
Project Manager immediately.
While system installation can be successful without prior access to the permit-
ting database, additional, post -installation development and testing time will
be necessary, delaying system activation by 1-2 weeks.
11 /23/10 2.20.E0 22
Selectron Technologies Statement of Work proprietary & confidential
5.2.1.8 Provide Remote Network Access to Utility Database
In order to fully test the interactive solution, Selectron Technologies requires
access to the utility database prior to installation. Selectron Technologies'
Project Manager provides a Remote Access Questionnaire to help the Cus-
tomer identify the necessary requirements (section 5.1.1.2, Provide Docu-
mentation). If remote access is not granted, the Customer should inform the
Project Manager immediately.
While system installation can be successful without prior access to the utility
database, additional, post -installation development and testing time will be
necessary, delaying system activation by 1-2 weeks.
5.2.1.9 Acquire Payment Processing Services
To enable credit card payment processing, the Customer must acquire the
payment processing services of a third -party vendor. The Customer is encour-
aged to discuss different options with their Selectron Technologies' Project
Manager.
5.2.1.10 Translation of Fax and/or E-mail Templates into Spanish
When the Spanish Language module is implemented, the Customer is
responsible for the translation of all applicable fax and e-mail templates into
Spanish.
5.2.1.11 Confirm Pre -Install Tasks
Selectron Technologies' Project Manager provides the Customer with a pre -
installation checklist (refer to section 5.1.1.2, Provide Documentation).
Once the checklist is completed and returned, the Project Manager schedules
the on -site installation.
5.2.2 Installation
5.2.2.1 Provide Installation Assistance
The Customer must ensure that telephony and network staff are available, or
on stand-by, to assist with Selectron Technologies' Installation Specialist, if
needed.
5.2.2.2 Provide Permitting Database Access
The interactive solution's server must have access to the permitting database
and must be allowed access as a user on the database. The server may
require additional licenses in order to have full access to the permitting data-
base; these licenses are the Customer's responsibility. In addition, the Cus-
tomer must purchase and implement the permitting database's interface.
5.2.2.3 Provide Utility Database Access
The interactive solution's server must have access to the utility database and
must be allowed access as a user on the database. The server may require
additional licenses in order to have full access to the utility database; these
licenses are the Customer's responsibility. In addition, the Customer must
purchase and implement the utility database's interface.
11/23/10 2.20.E0 23
Selectron Technologies Statement of Work proprietary & confidential
5.2.2.4 Provide Network Access
The interactive solution's server must have network access via a 10/100 con-
nection and a fixed IP address.
5.2.2.5 Provide Remote Access
Remote access to the interactive solution's server should be provided to
Selectron Technologies' staff for development and technical support. There
are multiple options for how to set up remote access—Selectron Technolo-
gies' Project Manager helps the Customer choose a solution that best fits the
situation.
5.2.2.6 Install Phone Lines
Depending upon the telephony environment the Customer chooses, the pro-
cess for connecting the interactive solution varies (section 5.2.1.2, Determine
System Connection). The Customer (and, if necessary, the Customer's
phone system provider) ensures that all necessary lines and/or components
are installed and configured to allow integration with Selectron's interactive
solution.
5.2.2.7 Confirm Service Functionality
The Customer has 30 calendar days after on -site installation to verify the
functionality of the interactive solution. Within the 30-day system acceptance
period the Customer should test system functionality using the provided Qual-
ity Assurance Test Plan (section 5.1.1.2, Provide Documentation). Addition-
ally, the System Acceptance Sign -off form (section 5.1.1.2, Provide
Documentation) must be sent to Selectron Technologies' Project Manager
within this period.
5.2.3 On -going System Responsibilities and Requirements
5.2.3.1 Provide Remote Access
Remote access to the interactive solution's server must be provided to Selec-
tron Technologies staff for development and technical support. Remote
access can be set up using a VPN (Virtual Private Network) or IP (Internet
Protocol) pinhole— Selectron Technologies' Project Manager assists the Cus-
tomer in choosing a solution that best fits the situation.
Additionally, Selectron Technologies requires a variety of access accounts to
the Customer's network and databases/systems. Changing or deleting
access accounts could lead to disruption in service for the interactive solution
and/or Selectron Technologies' ability to provide timely support. Please notify
Selectron Technologies immediately if the following accounts are modified:
• VPN account and password (if applicable)
• Network account and password for the interactive solution
• Permitting database accounts and passwords for the interactive solution
• Utility database accounts and passwords for the interactive solution
• Permitting system accounts and passwords for the interactive solution
• Utility system accounts and passwords for the interactive solution
11 /23/10 2.20.E0 24
Selectron Technologies Statement of Work
proprietary & confidential
• pcAnywhere account and password (or other third -party remote access
software)
• IP address of the permitting database server
• IP address of the utility database server
• Group user account and password (Cisco® users only)
5.2.3.2 Perform Regular System Backups
The Customer is responsible for including the interactive solution's server in
regular system backup procedures.
5.2.3.3 Maintain Server Environment
The interactive solution's server should reside in an environment that meets
acceptable, industry -standard hardware maintenance protocols. If adequate
conditions are not maintained and/or the server sustains physical damage
due to misuse, the Customer is responsible for server replacement.
5.2.3.4 Provide Security
The interactive solution is designed to operate within the Customer's secure
network environment. Specifically, the software relies on the Customer's
security measures; no further security infrastructure or anti -virus software is
implemented.
6.0 Disclaimers
Selectron Technologies will make every effort to ensure that the performance and functionality
described in this document is accurate. However, due to potential, uncontrollable circumstances
(e.g., down phone lines, software bugs and/or malfunctions, external hardware problems related to
communication lines, etc.), Selectron Technologies must offer the following disclaimer.
6.1 Outbound Delivery Services
Outbound Services are intended to create additional methods of communication to the Cus-
tomer's end user in support of existing processes. These services are not intended to
replace all interaction with Customer's end user or become critical path. While the Outbound
Services have been created with the best available tools and practices, they are dependant
on infrastructure that is inherently not fail -proof - software, computer hardware, network ser-
vices, telephone services, e-mail, etc. Examples of situations that could cause failure
include: down phone lines, all lines busy, equipment failure, email address changes, internet
service disruptions, etc. For this reason; while Outbound Services are valuable in providing
enhanced communication; they are specifically not designed to be used as the sole method
to deliver critical messages. Customer acknowledges that it is aware of the potential haz-
ards associated with relying on an automated outbound service feature and understands
that it is giving up in advance any right to sue or make any claim against Company if Cus-
tomer, or Customer's end users, suffer injury or damage due to the failure of Outbound Ser-
vices to operate, even though Customer does not know what or how extensive those injuries
or damages might be.
6.2 Enhanced Payment Processing
Selectron Technologies furnishes, and the Customer accepts, Enhanced Payment Process-
ing as -is and with all faults, with no warranties, express, implied or statutory. Selectron Tech-
11 /23/10 2.20.E0 25
Selectron Technologies Statement of Work
proprietary & confidential
nologies does not warrant that Enhanced Payment Processing will operate as intended.
Selectron Technologies expressly and specifically disclaims the implied warranties of mer-
chantability, fitness for a particular purpose and noninfringement. To the extent that the Cus-
tomer may not, under applicable law, disclaim any warranty, the scope and duration of such
warranty shall be the minimum permitted under applicable law. The Customer acknowl-
edges that it has relied on no warranties whatsoever in connection with Enhanced Payment
Processing, and expressly assumes all risks arising from any failure of Enhanced Payment
Processing to operate as intended. The Customer hereby irrevocably and unconditionally
waives, releases and discharges Selectron Technologies and its predecessors, parents,
subsidiaries, affiliates, successors, agents, officers, employees and assigns from and
against any and all claims, causes of action or liabilities in any way arising from any failure of
Enhanced Payment Processing to operate as intended. The Customer acknowledges that it
is aware of the potential hazards associated with relying on an automated outbound mes-
sage feature and understands that it is giving up in advance any right to sue or make any
claim against Selectron Technologies if the Customer, or Customer's end users, suffer injury
or damage due to the failure of Enhanced Payment Processing to operate as intended, even
though the Customer does not know what or how extensive those injuries or damages might
be.
11/23/10 2.20.E0 26
Selectron Technologies Statement of Work
proprietary & confidential
Appendix A: Hardware Specifications
A. Overview
This addendum to the Statement of Work details the interactive solution's hardware specifications.
B. Hardware
BA Selectron Technologies Provided Server
The hardware delivered for this implementation is an HP ML350. This is a base -level rack -
mountable server with RAID 1, two (2) GB RAM, and SATA drives. A KVM (keyboard, video,
mouse) switch can be requested, if required by the Customer. Selectron Technologies
reserves the right to select a different server at any point prior to system installation, pro-
vided that it is also optimized for the interactive solution.
B.1.1 Return of Hardware
In the event that replacement hardware is required, the original hardware must be returned
to Selectron Technologies. Situations requiring the return of replaced hardware include but
are not limited to: hardware upgrades, server exchanges, and installation of a single shared
application server that replaces a multiple server, multiple application environment.
Pricing provided in the purchase of replacement or upgraded hardware reflects a discount
for returning the current hardware. Following the go -live of the new interactive solution, the
replaced hardware (including server(s) and all other replaced hardware components) must
be returned to Selectron Technologies. Shipping costs for the return of the hardware are the
responsibility of Selectron Technologies.
If the Customer chooses to retain the original hardware, the Customer is not eligible for the
discount on replacement hardware listed in the Quote.
B.2 Customer Provided Server
If the Customer requires another server, other than the one provided with the interactive
solution (section 13.1, Selectron Technologies Provided Server), Selectron Technologies
must be notified immediately during the initial phase of project implementation. It is the Cus-
tomer's responsibility to provide an adequate replacement that meets Selectron Technolo-
gies' Customer Provided Server Policy requirements. If a dual -processor server is provided
by the Customer, additional license fees are required due to third -party licensing agree-
ments. A dual -processor server is not required for the system.
B.3 Voice Board
The interactive solution includes four (4) licensed ports. Selectron Technologies may install
a voice board with a larger port capacity, but all additional ports require a purchased license
for use.
With a VoIP system, no voice board is installed; instead the interactive solution uses the
server's network card. The number of licensed ports remains the same. Additionally, with a
VoIP solution the server's memory is increased to 4 GB.
11/23/10 2.20.E0 27
Selectron Technologies Statement of Work
proprietary & confidential
BA Fax Board
The interactive solution includes a Brooktrout TruFax200 UPCI 2-port fax board.
11/23/10 2.20.E0 28
Selectron
TECH NOLOGIES, INC.
PremierPro Support and Maintenance Agreement
This Support and Maintenance Agreement (this "Agreement") is entered into upon commencement of the Service Date
between Selectron Technologies, Inc. ("Company") and the City of Tamarac, Florida ("Customer").
For the fees specified below, Company will provide to Customer support and maintenance for the Products, as outlined
below and as set forth in Exhibit A, for the term of the Agreement.
1. Term:
a) The Term of this Agreement shall commence upon the
issuance of the Second Invoice (as that term is defined in
the Professional Services Agreement, Exhibit A) of the
Company product(s) to which this Agreement relates (the
"Products"), and shall end on the last day of the twelfth
month. A list of the Products is attached as Exhibit A.
b) If this Agreement is entered into after the
commencement of the Service Date or subsequent
support periods, the Customer will be charged for the
entire Term beginning on the Service Date.
2. Renewal:
a) The Term of this Agreement will automatically renew
for successive terms of one year each unless either party
gives written notice of non -renewal prior to thirty (30)
days before the end of the then -current term.
b) The Customer shall maintain continuous coverage of its
support contracts in order to be eligible for telephone
support, and other services provided hereunder. If this
Agreement is not renewed and the Customer later decides
to reinstate support services, the Customer must pay all
fees that would otherwise have been paid had this
Agreement been renewed without interruption.
c) The Customer may request concurrent expiration dates
for support agreements purchased at different times of
the year. The Customer must work directly with Company
to adjust (prorate) their support coverage so the terms of
all such agreements expire concurrently.
3. Termination:
This Agreement may be terminated by either party upon
ninety (90) days written notice to the other party. Upon
termination by Company without cause or by Customer for
material breach, Company will refund any fees paid for
months subsequent to termination.
4. Fees:
The Customer shall prepay Company an annual fee for the
support services as set forth in Exhibit A.
Standard Terms and Conditions revised January 2004
S. Support Services:
Company shall provide customer support for technical
problems that occur when using the Products. This
Agreement does not include support of the following
items:
a) Altered or modified Software not performed by
Company.
b) Errors caused by the Customer's negligence, or other
causes beyond Company's reasonable control.
c) Version Upgrades of Host or backend database
software.
d) Direct support for the required Application Program
Interface either purchased or procured as part of the
integrated solution.
e) Enhancements, replacements, or modifications to
current versions performed at the Customer's request
and not intended to resolve a product failure.
These professional services may be provided based on
current published rates for Time and Material or fixed bid
quote. Customers with Support Agreements in which all
fees are current receive preferred rates for both standard
and after hours professional services.
Company Software Developers will directly handle the
Customer issues outlined in the following levels of
support.
6. Support and Maintenance:
The fee for PremierPro Support includes:
a. Telephone Support for general use questions
during normal business hours (6:00 a.m. to 5:00
p.m. Pacific Time, Monday through Friday).
b. Use of Company's Toll Free Number
C. On -Line technical diagnostic support
d. Software correction upgrades
e. 1 business day relief goal
f. 24 Hours, 7 days per week, 365 days per year
support for emergency (system down or
inoperable) calls
g. Development work necessary to support
standard updates to your Host database (i.e.
land management software, utility billing
software, etc...) and back -end database. This
requires two (2) weeks notice prior to planned
system upgrade in order to accommodate
scheduling of resources. Please contact
support@STlgov.com to schedule.
h. Quarterly Proactive System Review. Selectron
will perform the following system diagnostics
and create a history file and notify the primary
Customer contact with the results of these
actions:
1. Assess the current machine resources
including memory, processor, and disk -
space utilization
2. Examine log files including error logs to
identify any anomalous entries
3. Apply current validated software
updates to the operating system,
device drivers, and database server
software.
i. 'Out -of -cycle' critical updates. Updates that
meet these criteria are failures that might be
likely to cause hardware damage, system
unavailability, data corruption, or severe data
vulnerability.
Non -emergency calls made after normal business hours
will be billed at an hourly rate of 1.5 times the current day
labor rate, with a two hour minimum charge.
7. Hardware Maintenance:
Company, at its sole discretion, may use new or
refurbished parts for the repair of any Company provided
Hardware.
8. Customer Warranty:
Customer shall perform all necessary preventative
maintenance as outlined in Company's Administrative
Guide. If Customer's failure to perform the required
preventative maintenance is determined, in Company's
reasonable discretion, to be the cause of any support call,
Customer will be billed at the current hourly rate.
9. Response Times:
Non -emergency support calls will be responded to within
one business day, however most calls are handled within
two hours of receipt. For Premier Support during non -
business hours, an answering service takes all support
calls. Calls that are placed as an emergency (system down
or inoperable) will be dispatched to the on -call support
staff for response within four hours. Non -emergency calls
will be directed to support personnel, and will be
responded to the next business day.
10. Customer Contacts:
Three customer support contacts are allowed. Additional
contacts may be added at any time for an additional
$500.00 per contact. Only Customer's customer support
contacts may contact Company for support services.
Revised 1/02
Customer's customer support contacts are as set forth on
Exhibit A. Customer may change its customer support
contacts upon 30 days written notice to Company.
11. Warranty Disclaimer:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, THE PRODUCTS AND SERVICES PROVIDED
HEREUNDER ARE PROVIDED TO CUSTOMER "AS IS" AND
COMPANY AND ITS SUPPLIERS DISCLAIM ALL OTHER
WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING,
BUT NOT LIMITED TO, IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE, TITLE AND NONINFRINGEMENT OF THIRD
PARTY RIGHTS. This limitation on liability is made
regardless of whether Company knows or had a reason to
know of Customer's particular needs. No employee,
agent, dealer or distributor of Company is authorized to
modify this limited warranty, or make any additional
warranties.
12. Limitation of Liability:
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE
LAW, IN NO EVENT WILL COMPANY BE LIABLE FOR ANY
CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL OR
INCIDENTAL DAMAGES, INCLUDING ANY LOST DATA AND
LOST PROFITS, ARISING FROM OR RELATING TO THIS
AGREEMENT. COMPANY'S TOTAL CUMULATIVE LIABILITY
IN CONNECTION WITH THIS AGREEMENT AND THE
SERVICES PROVIDED HEREUNDER, WHETHER IN
CONTRACT OR TORT OR OTHERWISE, WILL NOT EXCEED
THE AMOUNT OF FEES PAID TO COMPANY HEREUNDER.
CUSTOMER ACKNOWLEDGES THAT THE FEES REFLECT THE
ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND
THAT COMPANY WOULD NOT ENTER INTO THIS
AGREEMENT WITHOUT THESE LIMITATIONS ON ITS
LIABILITY.
13. Limited Remedy:
If Company materially fails to perform its obligations under
this Agreement, and such failure results in downtime of
the relevant hardware and software that exceeds 48
hours, Customer's sole remedy, and Company's entire
liability, shall be a pro rata refund for the services
("Downtime Credit"). In order to receive a Downtime
Credit, the Customer must notify Company in writing
within 7 days from the time of Downtime. In no event
shall any Downtime Credit or the total cumulative
damages for a breach of this Agreement by Company be
more than the amounts previously paid by Customer
under this Agreement in the 12 month period immediately
preceding the Downtime Credit or breach.
14. Severability:
If any provision of this Agreement is unenforceable, such
provision will be changed and interpreted to accomplish
the objectives of such provision to the greatest extent
possible under applicable law and the remaining
provisions will continue in full force and effect. Without
limiting the generality of the foregoing, Customer agrees
that Sections 12 and 13 will remain in effect
notwithstanding the unenforceability of any provision in
Section 11.
15. Force Majeure:
Any delay in the performance of any duties or obligations
of either party (except the payment of money owed) will
not be considered a breach of this Agreement if such delay
is caused by a labor dispute, shortage of materials, fire,
earthquake, flood, or any other event beyond the control
of such party, provided that such party uses reasonable
efforts, under the circumstances, to notify the other party
of the circumstances causing the delay and to resume
performance as soon as possible.
16. Independent Contractors:
The relationship between Customer and Company is that
of an independent contractor, and neither party is an
agent or partner of the other. Customer or Company will
not have, and will not represent to any third party that it
has, any authority to act on behalf of either party.
17. Governing Law and Venue:
This Agreement will be governed by the laws of the State
of Florida. The United Nations Convention on Contracts
for the International Sale of Goods does not apply to this
Revised 1/02
Agreement. Any action or proceeding arising from or
relating to this Agreement must be brought in the federal
or state court located in Broward County, Florida.
18. Attorney's Fees:
In the event of litigation between Customer and Company
concerning this Agreement, the prevailing party in the
litigation shall be entitled to recover attorneys' fees and
expenses from the losing party.
19. Survival.
Sections 11, 12, 13, 14, 16, 17, 18, 19 and 20 will survive
expiration or termination of this Agreement
20. Entire Agreement:
This Agreement and the attached Addendum, which are
incorporated herein by reference, constitute the entire
agreement between the parties regarding the subject
hereof and supersedes all prior or contemporaneous
agreements, understandings, and communication,
whether written or oral. This Agreement may be amended
only by a written document signed by both parties. The
terms on any purchase order or similar document
submitted by Customer to Company will have no effect.
In Witness Whereof, the parties have caused this Professional Services Agreement to be executed by their duly authorized
representative.
Selectron Technologies, Inc.
By: ToddnA. Johnston
Signed:
Title: President
Date: 2 i i
Address: 7405 SW Tech Center Drive, Suite 140
Portland, OR 97223
Standard Terms and Conditions revised January 2004
Customer:
By: �r `� � f �aly,A-�
Signed:
Title: Jeffrey L. Miller
Date: I ��,� ® City Manager
Address: 7S X ✓W
EXHIBIT A
Pricing — VoicePermits Support and Maintenance
Effective Dates: 12-Month PremierPro Support and Maintenance Services begin at the completion of on -site
installation
Extended Maintenance Estimate:
Item
Dates covered
Amount
Payment Due Date
VoicePermits
January 1, 2011 through
Included
N/A
December 31, 2011
VoicePermits
January 1, 2012 through
$8,835.00
December 15, 2011
December 31, 2012
VoicePermits
January 1, 2013 through
$9,275.00
December 15, 2012
December 31, 2013
VoicePermits
January 1, 2014 through
$9,740.00
December 15, 2013
December 31, 2014
VoicePermits
January 1, 2015 through
$10,225.00
December 15, 2014
December 31, 2015
Notes:
• For this purpose, we will assume a January 1, 2011 Service Date on the currently scheduled System. Actual
date is based on the on -site implementation and will be mutually determined with your Project
Coordinator.
• The System Value for maintenance calculations is $58,900.
• Maintenance amounts for future periods are estimates, and do not include increases to reflect additional
functionality purchased.
• Maintenance estimates for future periods are not a guarantee that annual support agreements will be
offered. You will receive a minimum of 12 months notice of discontinuance of annual support agreements.
Products and Licenses
VokePermitsT" Interactive Voice Response Solution (4 Licensed Ports)
Included Functionality:
• Schedule Inspections
• Cancel Inspections
• Obtain Inspection Results
• Post Inspection Results
ProLiant ML 350 G6 Rack -Mount Server
• Microsoft Windows 2003 Server
• 4GBRAM
• CD ROM, 56K Modem
• Correction Codes
• Permit Based Messaging
• VoicePermits Reporting Module
• Remote Access Software
• Intel Xeon Dual -Core 2.0 GHz Processor
• Two (2) 160 GB SATA Hard Drives (RAID 1)
• Four (4) Licensed VoIP Ports
Automatic Plan Review Notification (Requires Outbound Delivery Services Initial Setup)
Plan Review Status (SmartDelivery Required)
Professional Voice Recording of System Prompts, Street Names & Correction Codes
Spanish Language Initial Call Flow Setup
Professional Voice Recording (Translation & Voice Recording of Base System Call Flow & Prompts)
Standard Terms and Conditions revised January 2004
Customer Support Contacts
Company Name: G 7 �;�Taw "L,
Address: w
City: 4M a4-E State: k Zi /
p:
Contact:
Email Telephone:
Contact: Email Telephone:
Contact: Email Telephone:
Group Email for all three contacts:
Standard Terms and Conditions revised January 2004
Pricing — VoiceUtility Support and Maintenance
Effective Dates: 12-Month PremierPro Support and Maintenance Services begin at the completion of on -site
installation
Extended Maintenance Estimate:
Item
Dates covered
Amount
Payment Due Date
VoiceUtility
January 1, 2011 through
Included
N/A
December 31, 2011
VoiceUtility
January 1, 2012 through
$9,735.00
December 15, 2011
December 31, 2012
VoiceUtility
January 1, 2013 through
$10,220.00
December 15, 2012
December 31, 2013
VoiceUtility
January 1, 2014 through
$10,730.00
December 15, 2013
December 31, 2014
VoiceUtility
January 1, 2015 through
$11,265.00
December 15, 2014
December 31, 2015
Notes:
• For this purpose, we will assume a January 1, 2011 Service Date on the currently scheduled System. Actual
date is based on the on -site implementation and will be mutually determined with your Project
Coordinator.
• The System Value for maintenance calculations is $64,900.
• Maintenance amounts for future periods are estimates, and do not include increases to reflect additional
functionality purchased.
• Maintenance estimates for future periods are not a guarantee that annual support agreements will be
offered. You will receive a minimum of 12 months notice of discontinuance of annual support agreements.
Products and Licenses
VokeUtilit)e" Interactive Voice Response Solution (4 Licensed Ports)
Included Functionality:
• Current Balance Owed
• Last Billing Date and Amount
• Next Billing Date
• Last Payment Date and Amount
Included Fax and Email Functionality:
• Payment History
• Billing History
• Account Status Detail
• Transaction Logging
• VoiceUtility Reporting Module
• Four (4) Licensed VoIP Ports
• Last Payment Date and Amount
• SmartDelivery (2-port)
Outbound Delivery Services Initial Setup
Delinquency Notification
Payment Processing Initial Setup (Per Database Integration)
Credit Card Processing Module (Per Application)
Professional Voice Recording of System Prompts
Spanish Language Options (VoiceUtility only)
Initial Call Flow Setup
Professional Voice Recording (Translation & Voice Recording of Base System Call Flow & Prompts)
Standard Terms and Conditions revised January 2004
Customer Support Contacts
Company Name:
Address:
City:
Contact:
Contact:
Contact:
Group Email for all three contacts:
State: Zip:
Email Telephone:
Email Telephone:
Email Telephone:
Standard Terms and Conditions revised January 2004