HomeMy WebLinkAboutNEW WORLD SYSTEMS SOFTWARE LICENSE AGREEMENT (2)
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Julv 17.2007
ADDITIONAL SOFTWARE LICENSE AGREEMENT
Mr. Randy Cantu
Augusta Richmond County
530 Greene Street
Augusta, GA 30911
Dear Mr. Cantu:
New World Systems is pleased to license you additional software per your request.
The attached forms (Exhibits A, B and Appendix 1) are to be reviewed and approved by you and/or your
authorized representative. They describe the additional software and services you have requested along
with the related fees.
Other than for the purposes of internal review, we ask that you treat our fees as confidential information.
This is due to the competitive nature of our business.
The General Terms and Conditions from our original License Agreement are incorporated and continue to
apply. Any taxes or fees imposed from the course of this Agreement are the responsibility of the
Customer.
We thank you for your continued business with New World Systems. We look forward to working on this
project with you.
ACKNOWLEDGED AND AGREED TO BY:
NEW WORLD SYSTEMS@ CORPORATION AUGUSTA RICHMOND COUNTY. GA
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Date:
() 1-3i-07
Each individual signing above represents that (s)he has the requisite authority to execute this Agreement on
behalf of the organization for which (s)he represents and that all the necessary formalities have been met.
Corporate: 888 West Big Beaver Road. Suite 600. Troy. Michigan 48084-4749.248-269-1000. www.newworldsystems.com
MOBILE SOFTWARE
2. Additional Aegis Software for RS/6000 Message Switch
- A VL Interface (31-50 devices)2
11,000
EXHIBIT A
LICENSED STANDARD SOFTWARE AND FEES
1. License Fee for Licensed Standard Software And Documentation Selected Bv Customer:
Application Package
Cost
CAD
1. Additional Aegis@/400 Software for Computer Aided Dispatch 1
- CAD Mapping (ESRI based)
28,000
MOBILE SOFTWARE ON THE iSERIES 400
3. Aegis/400 Mobile Integration Software
- AVL CAD Interface2(31-50 users)
11 ,000
CLIENT SOFTW ARE3
4. Aegis@ Law Enforcement Mobile Unit Software (30 Units)
LE CAD via Switch
In-Car Mapping
In-Car Routing
New World A VL
TOTAL LAPTOP SOFTWARE
$750 ea. 22,500
$450 ea. 13,500
$300 ea. 9,000
$350 ea. 10,500
55,500
NEW WORLD ST ANDARD SOFTWARE LICENSE FEE
$105,500
LESS CREDIT FOR PREVIOUSLY LICENSED SOFTWARE
(20,000)
TOT AL SOFTWARE LICENSE FEE 4,5
$85.500
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Exhibit A / LICENSED STANDARD SOFTWARE AND FEES
Note: Standard Software Maintenance Agreement (SSMA) fees of $18,380 for the above software will be added
to Customer's current SSMA fees and will commence 90 days after delivery of the software; year one
cost to be prorated to run concurrently with Customer's existing SSMA. Subsequent year SSMA fees for
the above software will be consistent with the SSMA agreement currently in effect.
ENDNOTES
2
Does not include any required third party hardware or software.
Requires 3rd party GPS hardware.
Budgeting estimate for laptops: $8,000 for ruggedized includes laptop, external modem mounted in vehicle and
mounts; $3,000 for standard includes laptop, external modem mounted in vehicle and mounts. Pricing
estimates do not include installation of mounts.
4
Prices assume that all software proposed is licensed. Prices are quoted as preliminary estimates only and are
subject to further clarification and confirmation.
If taxes or fees are imposed, they are the responsibility of the purchaser and will be remitted to New World
upon being invoiced.
5
c) FINAL PAYMENT
10% of each application cost
[Invoiced ninety (90) days after delivery
of each Licensed Standard Software package.]
$8,550
Exhibit A / LICENSED STANDARD SOFTWARE AND FEES
2. License Fee Pavment Schedule for Licensed Standard Software and Documentation
a) DOWN PAYMENT
40% of the total Exhibit A cost
[Invoiced upon receipt of signed
Standard Software License and Services Agreement.]
$34,200
b) DELIVERY PAYMENT
50% of each application cost
[Invoiced as each Exhibit A Licensed Standard
Software package is delivered to Customer.]
$42,750
TOTAL LICENSED STANDARD SOFTWARE PAYMENTS DUE .............................. $85.500
ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE
PRICING VALID THROUGH AUGUST 31.2007.
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EXHIBIT B
PROJECT MANAGEMENT. INSTALLATION AND
TRAINING SUPPORT SERVICES AND FEES
1. Proiect Manal!:ement Services
New World shall act as Project Manager to assist Customer's management in implementing the Exhibit A
software. This responsibility will include documenting, coordinating and managing the overall Implementation Plan
with Customer's management and the Customer Liaison. Project Management Services include:
a) a summary level Implementation Plan;
b) a detail level Implementation Plan;
c) revised Implementation Plans (if required);
d) monthly project status reports; and
e) project status meetings
· a project review (kickoff) meeting at Customer's location
· progress status meeting(s) will occur during implementation via telephone conference or at
Customer's location; and
· a project close-out meeting at Customer's location to conclude the project.
f) New World consultation with other vendors or third parties.
To implement the Exhibit A applications, the Project Management fee will be $9.000.
2. Installation and Traininl!: Support Hours Recommended
It is recommended that appropriate support hours are allocated for all Licensed Standard Software listed in Exhibit
A to insure successful installation of and training on each application package. Based on the Licensed Standard
Software listed on Exhibit A, 300 hours of New World installation and training support services have been
allocated. A voiding or minimizing custom or modified features will aid in keeping the support costs to the amount
allocated. Customer agrees to reimburse New World for support trips canceled by Customer less than ten (10)
days before the scheduled start date to cover New World's out-of-pocket costs and lost revenues. The
recommended installation and training support services include:
a) installation of each package of Licensed Standard Software;
b) Customer training and/or assistance in testing for each package of Licensed Standard Software;
and
c) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff.
The project management, installation and training support services are performed at Customer's premises and/or at
New World national headquarters in Troy, Michigan (e.g., portions of project management are performed in Troy).
3. Support Service Fees Estimate
The 300 hours of installation and training support services cost has been calculated using a rate of $160 per hour.
Additional services are also available at the rate of $160 per hour. This rate is guaranteed for work performed on
this contract within 6 months of acceptance. Beyond that date, these and any additional services will be provided at
your then current rate.
a) Day 10 after Agreement signed
d) Upon project completion or 180 days after
Agreement signed, whichever comes first.
$4,500
4,500
Exhibit B / PROJECT MANAGEMENT, INSTALLATION AND TRAINING SUPPORT SERVICES AND
FEES
Based on the services suggested above, the Project Management, Installation and Training Support Services costs
will be a total of $57.000. (Plus all actual and reasonable travel expenses incurred by New World divided
proportionately between all New World customers visited on a single trip and actual employee travel time for
Installation and Training up to but not exceeding four (4) hours per Customer visit.)
4. Additional Services Available
Other New World services may be required or requested for the following:
a) additional software training;
b) tailoring of Licensed Standard Software by New World technical staff and/or consultation with
New World technical staff;
c) New World consultation with other vendors or third parties;
d) modifying the Licensed Standard Software;
e) designing and programming custom software; and
f) maintaining modified Licensed Standard Software and/or custom software.
Customer may request these additional services in writing using New World's Request For Service (RFS)
procedure (or other appropriate procedures mutually agreed upon by Customer and New World).
5. Payments for Proiect Manal!:ement Services
Project Management Services will be billed as follows:
TOTAL PROJECT MANAGEMENT SERVICES FEE.................................................. $~
6. Pavments for Installation and Traininl!: Support Services and Travel Costs
All hours for installation and training support services and all travel costs will be billed weekly for services provided
in the previous calendar week.
Note: Any taxes imposed from the course of this Agreement are the responsibility of the Customer and Customer
agrees to remit when imposed. If an exemption is claimed by the Customer, an exemption certificate must be
submitted to New World.
ALL PAYMENTS ARE DUE WITHIN FIFTEEN (15) DAYS FROM RECEIPT OF INVOICE.
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Augusta, GA
AUGUSTA RICHMOND COUNTY. GA
(Customer)
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APPENDIX 1
AGREEMENT AND AUTHORIZATION FOR PROCUREMENT
OF THIRD PARTY PRODUCTS AND SERVICES
July 17,2007
This agreement (Agreement) between Augusta Fire Department, Georgia (Customer) and New World Systems~
Corporation, (New World) is to cover the procurement of Third Party products and services by New World for Customer.
The attached configuration (Exhibit 1) describes the Third Party products and services that Customer will be obtaining through
New World. By their written approval below, Customer authorizes New World to order the Exhibit 1 products for delivery to:
Augusta Fire Department
530 Greene Street
Augusta, GA 30911
Upon execution of this Agreement, a down payment of 50% of the Exhibit 1 cost is due. The balance is due upon delivery of the
Third Party products. Customer agrees that failure to pay the amount billed within fifteen (15) days will result in a daily finance
charge equal to .1 % (.001) of the Exhibit 1 cost. If applicable, the finance charge will be computed and invoiced separately based
on the receipt of Customer's payment to New World for Exhibit 1 amounts due. Customer agrees to pay all applicable finance
charges (if any) promptly.
Customer is responsible for the site preparation and related costs to install the Exhibit I products. Customer is responsible for
any returned product charges, including re-stocking and shipping fees, for all Third Party products ordered by New World on the
Customer's behalf. Actual and reasonable travel expenses incurred by New World and actual employee travel time up to but
not to exceed four (4) hours per Customer visit, are in addition to the Exhibit 1 cost and will be billed weekly as incurred.
Any taxes or fees imposed from the course of this Agreement are the responsibility of the Customer and Customer agrees to
remit when imposed. If an exemption is claimed by the Customer, an exemption certificate must be submitted to New World.
After execution of this Agreement, the Exhibit 1 components and cost may be changed by mutual agreement of both parties. If a
change order in the configuration requires additional costs, New World shall notify Customer of the additional costs and with
Customer's approval these costs shall be borne by Customer. Without such approval, the change order will not be processed.
Customer shall or may be required to execute selected Agreements with vendors and New World shall not confirm the ordering
of any Exhibit 1 products without Customer's authorized signature on the Agreements. Customer shall receive the benefit of all
warranties, services, etc. provided for in the Agreements.
ACKNOWLEDGED AND AGREED TO BY:
Date:
By:
By:
07- 3/-D7
Date:
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1. GIS Software (ESRI)
CAD Mapping
Mobile
- Mobile In-Car Mapping
- Mobile In-Car Routing
$15,000
AGREEMENT AND AUTHORIZATION FOR PROCUREMENT
OF THIRD PARTY PRODUCTS AND SERVICES
Julv 17. 2007
EXHIBIT 1
CONFIGURATION
30 units
$6,000
30 units
30 units
3,000
6,000
TOTAL THIRD PARTY COSTS
$15.000
ESRI Notes
1) All Aegis/MSP Customers are required to use ESRI's ArcGIS suite of products to maintain GIS data. All
maintenance, training and on-going support of this product will be contracted with and conducted by ESRI.
Maintenance for ESRI's ArcGIS suite of products that are used for maintaining Customer's GIS data will
be contracted by Customer separately with ESRI.
2) The on-going New World SSMA cost is required for any Aegis software changes related to integration with
ESRI software.
3) If a new release of ArcGIS is incorporated into the Aegis software, an associated upgrade fee may be
required for the new ESRI software, depending on the potential cost from ESRI; and/or on the scope of
effort required to integrate the new ESRI release with Aegis software.
4) Customer will restrict use of the ESRI Software to executable code (used with the Aegis Licensed
Standard Software).
5) Customer will prohibit (a) transfer of the ESRI Software except for temporary transfer in the event of
computer malfunction; (b) assignment, time-sharing, lend or lease, or rental of the ESRI Software or use for
commercial network services or interactive cable or remote processing services; and (c) title to the ESRI
Software from passing to any other party.
6) Customer will prohibit the reverse engineering, disassembly, or decompilation of the ESRI Software and
prohibit duplication of the ESRI Software except for a single archival copy; reasonable Sublicensee backup
copies are permitted.
7) Customer will disclaim, to the extent permitted by applicable law, ESRI's liability for any damages, or
loss of any kind, whether special, direct, indirect, incidental, or consequential, arising from the use of the
ESRI Software.
8) At the termination of their Agreement (Sublicense) with New World, Customer will certify in writing to
New World that it has discontinued use and has destroyed or will return to New World all copies of the
ESRI Software and documentation.
9) Customer will comply fully with all relevant export laws and regulations of the United States to assure that
the ESRI Software, or any direct product thereof, is not exported, directly or indirectly, in violation of
United States law.
10) Customer will prohibit the removal or obscuring of any copyright, trademark notice, or restrictive legend.
11) If New World grants a Sublicense to the United States Government, the ESRI Software shall be provided
with "Restricted Rights".
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