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HomeMy WebLinkAboutC-5085 - PSA for ILJAOC Justice and Homeland Security Integration and Citation Processing ProjectPROFESSIONAL SERVICES AGREEMENT WITH SIERRA SYSTEMS, INC. FOR ILJAOC JUSTICE AND HOMELAND SECURITY INTEGRATION AND CITATION PROCESSING PROJECT THIS AGREEMENT is made and entered into as of this 124h day of ;1 F-A , 20111. by and between the CITY OF NEWPORT BEACH, a Municipar Corporation ( "City "), the INTEGRATED LAW & JUSTICE AGENCY FOR ORANGE COUNTY, a Joint Powers Authority, ( "ILJAOC ") and SIERRA SYSTEMS INC., a Washington corporation, whose address is 222 N. Sepulveda Blvd, Suite 1310, El Segundo, California ( "Vendor "), and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. ILJAOC is a joint powers authority duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California. C. Effective January 23, 2004, the City was designated as the lead agency and grant administrator for the monies allocated by the federal government for the Orange County Integrated Law and Justice Project, countywide effort to integrate the diverse information systems of all criminal justice agencies in the county pursuant to a COPS Technology Grant. These grant monies are held by City on behalf of ILJAOC. Distribution of these funds and decisions on how they are expended are made by ILJAOC. D. On October 13, 2009, the City and ILJAOC issued a Request for Proposals (the "Request for Proposal') seeking proposals related to the implementation of a Criminal Justice and Homeland Security Integration and Citation Processing Project ( "Project "). E. On November 30, 2009, Vendor submitted a proposal in response to the Request for Proposal. F. City and ILJAOC desire to engage Vendor to implement the Project as described in Exhibit D "Scope of Services," attached hereto and incorporated herein by this reference. G. The work will be executed in phases and only the first phase is authorized under the Scope of Services attached to this Agreement. Additional phases will be authorized through the execution of subsequent Exhibit D Scope of Services documents. H. Vendor possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. City and ILJAOC have solicited and received a proposal from Vendor, has reviewed the previous experience and evaluated the expertise of Vendor, and desires to retain Vendor to render professional services under the terms and conditions set forth in this Agreement. NOUN, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: TERM The term of this Agreement shall commence on the above written date, and shall terminate on the 31 st day of December, 2013, unless terminated earlier as set forth herein. The term of this Agreement may be extended through approved change orders in accordance with the change order process set out Exhibit A, attached hereto (the "Change Order Process ")approved by the Vendor and the ILJAOC Governing Board (using funds under the exclusive control of ILJAOC). 2. SERVICES TO BE PERFORMED 2.1 Vendor agrees that all of the Services it provides will meet or exceed the criteria set forth in the Scope of Services. Vendor shall diligently perform all the services set forth in the Scope of Services, attached hereto as Exhibit D(hereinafter "Scope of Services ").The parties acknowledge and agree that if the City or ILJAOC wish to obtain Vendor's services under this Agreement for subsequent phases of the Project or for particular tasks which are not contemplated by the Scope of Services attached hereto as at execution of this Agreement, then the parties shall execute a new Exhibit D for each such new phase and attach such new Exhibit D to this Agreement. Each such Exhibit D shall be incorporated by reference into this Agreement and shall be consecutively numbered as Exhibit D -1, D -2, D -3 and so forth. 2.2 In the event that the ILJAOC determines that certain tasks should be deleted from the Scope of Services, it shall so inform the Vendor and the parties shall negotiate and execute an appropriate change order in accordance with the Change Order Process.. 2 The parties hereto agree that the intent of the parties is for the Vendor to eventually complete all services set forth in the Scope of Services; however, the parties acknowledge and agree that, at this time, the ILJAOC only has enough funds (which are administered by the City as set forth in Recital C) to complete the work set forth in the Scope of Services for the Pilot Phase as described in SOW - 9.Vendor acknowledges and agrees that if additional funds become available for the Project, the ILJAOC shall have the option of amending this Agreement to add additional phases to the Scope of Services in order to complete all or a portion of the work contemplated in the Scope of Services. Vendor agrees that it shall execute said amendments to this Agreement provided the proposed amendment is consistent with the terms set forth in this agreement. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and Vendor and ILJAOC shall perform the Scope of Services in accordance with the schedule set forth in Exhibit D which is attached hereto and incorporated herein by this reference ( "Schedule "). The failure by Vendor to strictly adhere to the schedule may result in termination of this Agreement in accordance with the provisions set forth in Section 28 of this Agreement. Notwithstanding the foregoing, Vendor shall not be responsible for delays due to causes beyond Vendor's reasonable control. However, in the case of any such delay in the services to be provided for the Project, each party hereby agrees to provide notice to the other party so that all delays can be addressed. 3.1 Vendor shall submit all requests for extensions of time for performance in writing to the Project Administrator not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and shall grant reasonable time extensions for unforeseeable delays that are beyond Vendor's control. 3.2 For all time periods not specifically set forth herein, Vendor shall respond in the most expedient and appropriate manner under the circumstances, by telephone, fax, hand - delivery or mail. 4. COMPENSATION TO VENDOR ILJAOC and /or CITY, pursuant to paragraph 4.4 of this Agreement, shall pay Vendor based on the percentage of the Scope of Services completed in accordance with the terms and conditions of this Agreement and pursuant to the Schedule of Compensation set forth in the Exhibit E which is attached hereto and incorporated herein by this reference ( "Schedule of Compensation "). ILJAOC M and /or CITY and VENDOR agree that when payments made by ILJAOC and /or CITY equal ninety percent (90 %) of the maximum fee provided for in this Agreement, no further payments shall be made until ILJAOC and /or CITY has accepted the final work under this Agreement in accordance with the acceptance provisions at section 23 of this Agreement. Vendor's compensation for all work performed in accordance with this Agreement, including all reimbursable items and sub - Vendor fees, shall not exceed Eight Hundred Sixty -Three Thousand, Six Hundred Eighty -Seven Dollars ($863,687.00), without prior written authorization from City and /or ILJAOC. 4.1 Vendor shall submit invoices to the Project Administrator in accordance with the "Schedule of Compensation" describing the milestone accomplished and the payment requested. Vendor's invoice shall include a brief description of the specific tasks involving the milestone that are related to the Scope of Services. ILJAOC and /or City, pursuant to paragraph 4.4 of this Agreement, shall pay Vendor no later than thirty (30) days after approval of the invoice by the Project Administrator. 4.2 Vendor shall only be reimbursed for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by the Project Administrator. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Vendor: A. The actual costs of sub - Vendors for performance of any of the services that Vendor agrees to render pursuant to this Agreement, which have been approved in writing in advance by Project Administrator and awarded in accordance with this Agreement. B. Approved reproduction charges. C. Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Vendor in the performance of this Agreement. 4.3 Vendor shall not receive any compensation for Extra Work performed without the prior written authorization of the City and ILJAOC. As used herein, "Extra Work" means any work that is determined by City and ILJAOC to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. 4.4 The City's primary role under this Agreement is to make payments to Vendor from the COPS Technology Grant Funds ( "Grant Funds "), being held by the City, in accordance with (i) any rules and regulations, and (ii) standard practice, applicable to the disbursement of such Grant Funds. The City agrees that upon receipt of approved invoices by and from the Project Administrator, the City will pay the invoices out of the COPS Technology Grant Funds ( "Grant Funds ") being held by the City, until all said funds are expended. The City and ILJAOC agree that the Grant Funds shall be expended prior to the ILJAOC making any payments for work performed pursuant to this Agreement. The parties hereto expressly agree that the maximum amount that the City shall be liable for pursuant to the terms of this Agreement shall not exceed the amount of Grant Funds being held by the City and designated pursuant to the terms of the Grant Funds to be expended on the Work authorized under this Agreement. ILJAOC shall be liable for all other additional costs and expenses associated with this Agreement that exceed the amount of Grant Funds. 5. PROJECT MANAGER Vendor shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City and ILJAOC at all reasonable times during the Agreement term. Vendor will designate a Project Manager acceptable to ILJAOC. Vendor shall not remove or reassign the Project Manager or any personnel identified in Exhibit D as key personnel or assign any new or replacement personnel to the Project without the prior written consent of the Project Administrator. The Project Administrator's approval shall not be unreasonably withheld, delayed or conditioned with respect to the removal or assignment of personnel. If the Project Administrator determines that any Vendor personnel should be removed from the Project, the Project Administrator shall provide details of such decision specifying why such Vendor personnel should be removed to the Vendor. The parties shall then meet within two (2) business days and, in good faith, discuss a resolution to this issue. ILJAOC and the City acknowledge and agree that a change order, agreed in accordance with the Change Order Process, may be required to extend the Completion Date as a result of any subsequent agreement to remove Vendor personnel. Vendor warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 6. ADMINISTRATION This Agreement will be administered by the City's City Manager, or his designee, on behalf of the City and ILJAOC's Executive Director, Bob McDonell of behalf of the ILJAOC ( "Project Administrator') and they shall have the authority to act for the City and ILJAOC respectively under this Agreement. The Project Administrator or his /her authorized representative shall represent City and ILJAOC respectively in all matters pertaining to the services to be rendered pursuant to this Agreement. 7. ILJAOC'S RESPONSIBILITIES In order to assist Vendor in the execution of its responsibilities under this Agreement, ILJAOC agrees to, where applicable, provide access to, and upon request of Vendor, one copy of all existing relevant information on file at ILJAOC. ILJAOC will provide all such materials in a timely manner so as not to cause delays in Vendor's work schedule. 8. STANDARD OF CARE 8.1 All of the services shall be performed by Vendor or under Vendor's supervision. Vendor represents that it possesses the professional and technical personnel required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City or ILJAOC, nor have any contractual relationship with City or ILJAOC. By delivery of completed work, Vendor certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care. 8.2 Vendor represents and warrants to City and ILJAOC that it has, shall obtain, and shall keep in full force in effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Vendor to practice its profession. 8.3 Vendor shall not be responsible for delay, nor shall Vendor be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of ILJAOC to furnish timely information or to approve or disapprove Vendor's work promptly, or delay or faulty performance by ILJAOC, contractors, or governmental agencies. 9. WARRANTY 9.1 For the warranty period identified in the SOS for each phase of the work, the Vendor represents and warrants to ILJAOC as follows: (a) Vendor has the authority and right to enter into this Agreement and to assign or license rights to the deliverables 0 as identified in the Scope of Services to ILJAOC as provided for herein; (b) Vendor will perform the services identified in the Scope of Services in accordance with the standards of care and diligence normally practised by consulting companies who perform similar services in similar circumstances; (c) Joe Siegel, or another person designated in writing by Vendor, will represent Vendor during the performance of the services identified in the Scope of Services and such representative has authority to bind Vendor; (d) With the exception of any third party content and any pre- existing rights that Vendor has in the deliverables identified in the Scope of Services, the deliverables identified in the Scope of Services will be free and clear of all liens, charges and encumbrances of any kind at the date of delivery of the deliverables identified in the Scope of Services to ILJAOC other than ILJAOC's obligation to make payments hereunder; (e) Any and all moral rights which may arise in relation to any intellectual property rights acquired by ILJAOC in the deliverables identified in the Scope of Services have been or will be waived; and (f) All deliverables identified in the Scope of Services completed under this Agreement shall be free of material defects and shall function in material conformance with the Scope of Services. 9.2 Except for the representations and warranties made in this agreement, the vendor makes no representation, condition or warranty of any kind whatsoever under this agreement or otherwise, including without limitation, any statutory, express, implied or other warranties or any warranty of merchantability or fitness for any particular purpose regarding any service, deliverable or any other product delivered to ILJAOC or the city under this agreement. 10. HOLD HARMLESS To the fullest extent permitted by law, Vendor shall indemnify, defend and hold harmless City and ILJAOC their elected and appointed officials, boards and commissions, officers, agents, volunteers, and employees (collectively, the "Indemnified Parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any breach of the terms and conditions of this Agreement, any work performed or services provided under this Agreement including, without limitation, defects in workmanship or materials or Vendor's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Vendor, its principals, officers, agents, employees, vendors, suppliers, Vendors, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Vendor to indemnify the Indemnified Parties, to the extent that any such Claim arises from negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Vendor. Further, notwithstanding the foregoing or anything to the contrary in this Agreement, in no event shall the Vendor be liable for any Claim made by the City, ILJAOC or any third party for any special, indirect, incidental, punitive or consequential damages or loss including negligence or breach of contract, including loss of business opportunities, profits or revenues, whether or not the possibility of such damages or loss of opportunities, profits or revenues has been disclosed to the Vendor in advance or could have been reasonably foreseen by the Vendor. The Vendor's total liability for any and all damages shall be limited to direct damages only and shall not in any event exceed in aggregate the greater of (i) total fees paid to the Vendor under the terms of this Agreement, or (ii) the amount of valid and collectible insurance required of Vendor in Section 15.4, under which insurance coverage is provided for such damages. This limitation of liability set forth in this paragraph shall not apply to bodily injury to, death of, or damage to the property of a person or persons not a party to this Agreement. As respects the City's role of (i) administering the Grant Funds (as referenced in Recital C) and (ii) making payments from the Grant Funds pursuant to Section 4.4 herein, the ILJAOC hereby agrees to indemnify and hold City, its elected and appointed officials, officers, and employees harmless (collectively the "City Indemnified Parties ") from any against any and all third -party claims (including, without limitation, claims for bodily injury, death, or damage to property) demands, obligations, damages, actions, causes of action, suits, losses, judgments, or defense costs (individually, a "Claim," collectively, "Claims ") arising out of any act, error, or omission of ILJAOC, except to the extent such Claims arise out of the negligence, willful misconduct, or failure by City to (i) adhere to t:3 any rules and regulations, or (ii) follow standard practice, applicable to the disbursement of such Grant Funds. 11. INDEPENDENT CONTRACTOR It is understood that City and ILJAOC retain Vendor on an independent contractor basis and Vendor is not an agent or employee of City or ILJAOC. The manner and means of conducting the work are under the control of Vendor, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Vendor or any of Vendor's employees or agents, to be the agents or employees of City or ILJAOC. Vendor shall have the responsibility for and control over the means of performing the work, provided that Vendor is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City or ILJAOC the right to direct Vendor as to the details of the performance or to exercise a measure of control over Vendor shall mean only that Vendor shall follow the desires of City and ILJAOC with respect to the results of the services. 12. COOPERATION Vendor agrees to work closely and cooperate fully with the designated Project Administrator and any other agencies that may have jurisdiction or interest in the work to be performed as specified in the Scope of Services. City and ILJAOC agree to cooperate with the Vendor on the Project. 13. PROJECT DIRECTION Vendor shall discuss and review all matters relating to policy and Project direction with the Project Administrator in advance of all critical decision points. 14. PROGRESS Vendor is responsible for keeping the Project Administrator or his /her duly authorized designee informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 15. INSURANCE 15.1 Without limiting Vendor's indemnification of City and ILJAOC, and prior to commencement of Work, Vendor shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City and ILJAOC. 15.2 Proof of Insurance. Vendor shall provide certificates of insurance to City and ILJAOC as evidence of the insurance coverage required 9 herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsements must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City and ILJAOC at all times during the term of this contract. 15.2.1 Vendor shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Vendor, his agents, representatives, employees or subvendors. The cost of such insurance shall be included in Vendors bid. 15.3 Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. 15.4 Coverage Requirements. 15.4.1 Workers' Compensation Coverage. Vendor shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least one million dollars ($1,000,000)) for Vendor's employees in accordance with the laws of the State of California, Section 3700 of the Labor Code In addition, Vendor shall require each subvendor to similarly maintain Workers' Compensation Insurance and Employers Liability Insurance in accordance with the laws of the State of California, Section 3700 for all of the subvendor's employees. 15.4.1.1 Any notice of cancellation or non - renewal of all Workers' Compensation policies must be received by City and ILJAOC at least thirty (30) calendar days (ten (10) calendar days written notice of non - payment of premium) prior to such change. 15.4.1.2 Vendor shall submit to City and ILJAOC, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor 10 of City and ILJAOC, its officers, agents, employees and volunteers. 15.5 General Liability Coverage. Vendor shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. 15.6 Automobile Liability Coverage. Vendor shall maintain automobile insurance covering bodily injury and property damage for all activities of the Vendor arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit for each accident. 15.7 Professional Liabilitv (Errors & Omissions) Coveraae. Vendor shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of five million dollars ($5,000,000) limit per claim and in the aggregate. 15.8 Other Insurance Provisions or Requirements. 15.8.1 The policies are to contain, or be endorsed to contain, the following provisions: 15.8.1.1 Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement, with the exception of the Professional Liability (Errors & Omissions) coverage noted at section 14.7 above) shall be endorsed to waive subrogation against City and ILJAOC, their elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Vendor or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss. Vendor hereby waives its own right of recovery against City and ILJAOC, and shall require similar written express waivers and insurance clauses from each of its subvendors. 15.8.1.2 Enforcement of Contract Provisions. Vendor acknowledges and agrees that any actual or 11 alleged failure on the part of the City and ILJAOC to inform Vendor of non - compliance with any requirement imposes no additional obligations on the City or ILJAOC nor does it waive any rights hereunder. 15.8.1.3 Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. 15.8.1.4 Notice of Cancellation. Vendor agrees to oblige its insurance agent or broker and insurers to provide to City and ILJAOC with thirty (30) days notice of cancellation (except for nonpayment for which ten (10) days' notice is required) or nonrenewal of coverage for each required coverage. Provided, however, (i) in the event that any law or statute prohibits City and ILJAOC from requiring said notice of cancellation, or (ii) the event that Vendor's insurer refuses to commit to providing such notice of cancellation, then the provisions set forth in the remainder of this Section 14.8.1.4 shall apply. If any insurance required of Vendor under this Agreement should be cancelled, limited in scope or coverage, or non - renewed by Vendor, Vendor shall provide to CITY thirty (30) days prior written notice of Vendors intent to do so. If any insurance required of Vendor under this Agreement should be, or is noticed to Vendor to be, cancelled or non - renewed by Vendor's insurance company, Vendor shall notify City and ILJAOC in writing within two (2) business days of knowledge by Vendor of such development(s) via (i) email, and (ii) a hardcopy letter properly deposited with the USPS. Vendor's failure to comply with the requirements set forth in this Section 12 15.8.1.4 shall be deemed to be a material breach of this Agreement. 15.9 Timely Notice of Claims. Vendor shall give City and ILJAOC prompt and timely notice of claims made or suits instituted that arise out of or result from Vendor's performance under this Agreement. 15.10 Additional Insurance. Vendor shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. 16. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of the City and ILJAOC. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Vendor, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Vendor is a partnership or joint-venture or syndicate or co- tenancy, which shall result in changing the control of Vendor. Control means fifty percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more of the assets of the corporation, partnership or joint- venture. 17. SUBCONTRACTING City, ILJAOC, and Vendor agree that Vendor may use subcontractors to complete the work outlined in the Scope of Services. The direct subcontractor of Vendor authorized by City and ILJAOC to perform work on this Project is Software AG. Vendor shall be fully responsible to City and ILJAOC for all acts and omissions of the subcontractor. Nothing in this Agreement shall create any contractual relationship between City, ILJAOC and subcontractor nor shall it create any obligation on the part of City and ILJAOC to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. The City and ILJAOC are intended beneficiaries of any work performed by the subcontractor for purposes of establishing a duty of care between the City, ILJAOC and the subcontractor. Except as specifically authorized herein, the services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of the Project Administrator. 18. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by 191 Vendor, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City and ILJAOC, and City and ILJAOC shall have the sole right to use such materials in their discretion without further compensation to Vendor or any other party. Vendor shall, at Vendor's expense, provide such Documents to City and ILJAOC upon prior written request. Documents prepared by Vendor pursuant to this Agreement are not intended or represented to be suitable for reuse by City, ILJAOC or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Vendor will be at City's and ILJAOC's sole risk and without liability to Vendor. Further, any and all liability arising out of changes made to Vendors deliverables under this Agreement by City, ILJAOC or persons other than Vendor is waived against Vendor and City and ILJAOC assume full responsibility for such changes unless City and ILJAOC have given Vendor prior notice and has received from Vendor written consent for such changes. 19. CONFIDENTIAL INFORMATION A. The parties acknowledge that by reason of their relationship hereunder, they may from time to time disclose (i) information regarding their business, products, software technology, intellectual property, justice - related activities (including but not limited to possible criminal activity, or people suspected or charged with crime), which information is not generally accessible to the public and where the access to, or disclosure of, the information may violate laws or potentially cause injury or damage to the agencies or individuals identified in the information, and (ii) other information that is confidential and of substantial value to the other party, which value would be impaired if such information were disclosed to third parties (collectively the "Confidential Information "). B. Confidential Information shall not include information that (i) is or becomes generally available to the public other than as a result of the breach of the confidentiality obligations in this Agreement by the receiving party, (ii) is or has been independently acquired or developed by the receiving party without violating any of the confidentiality obligations in this Agreement, (iii) was within the receiving parry's possession prior to it being furnished to the receiving party by or on behalf of the disclosing party, or (iv) is received from a source other than the disclosing party; provided that, in the case of (iii) and (iv) above, the source of such information was not known by the receiving party to be bound by a confidentiality obligation to the disclosing party or any other party with respect to such information. ILl C. Each party agrees that it will keep the Confidential Information strictly confidential and will not use in any way for its own account or the account of any third party, nor disclose to any third party, any Confidential Information revealed to it by the other party without the other party's prior written consent, except to the extent expressly permitted by this Agreement; provided, however, that the receiving party may disclose the Confidential Information, or any portion thereof, in any legal action involving the parties and to its directors, officers, employees, legal and financial advisors, controlling persons and entities who need to know such information to perform such party's obligations under this Agreement and who agree to treat the Confidential Information in accordance with the confidential obligations in this Agreement. Each party shall use the same degree of care to avoid disclosure or use of the other party's Confidential Information as it employs with respect to its own Confidential Information of like importance and represents that it has adequate procedures to protect the secrecy of such Confidential Information. D. In the event that either party is subject to a bona fide requirement (by law, including but not limited to the California Public Records Act, regulation, deposition questions, interrogatories, requests for information or documents, subpoena, civil investigative demand, or similar process, collectively, a "Requirement ") to disclose any Confidential Information, such party, (i) prior to producing any Confidential Information, shall promptly notify the party of the existence, terms and circumstances of such Requirement(s) so that the party may seek, at its sole expense, an appropriate protective order(s), and (ii) cause party's staff to cooperate fully in seeking the aforesaid protective order(s). A party is not obligated to seek any judicial remedy or other judicial intervention to prevent the disclosure of the Confidential Information pursuant to this subsection D. If such party is subject to a Requirement, has complied with the notification and cooperation obligations described in the preceding sentence, is compelled, in the sole opinion of its legal counsel, to make disclosure of such Confidential Information or else stand liable for contempt, sanctions, or other substantial penalty, such party will furnish only that portion of the Confidential Information which it is legally required to produce pursuant to the terms of such Requirement as modified by any protective order(s). 20. INTELLECTUAL PROPERTY INDEMNITY The Vendor shall defend and indemnify City, ILJAOC, their officials, agents, officers, representatives and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs and attorneys' fees. 15 21. RECORDS Vendor shall keep records and invoices in connection with the work to be performed under this Agreement. Vendor shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures and disbursements charged to City or ILJAOC, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Vendor under this Agreement. All such records and invoices shall be clearly identifiable. Vendor shall allow a representative of City and ILJAOC to examine, audit and make transcripts or copies of such records and invoices during regular business hours upon three (3) business days' prior written notice. Vendor shall allow inspection of all work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Vendor under this Agreement. 22. WITHHOLDINGS City and ILJAOC may withhold payment to Vendor of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Vendor shall not discontinue work as a result of such withholding. Vendor shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 23. SOFTWARE LICENSE ILJAOC shall enter into a software license agreement with the software vendor directly, which agreement is attached hereto as Exhibit F. 24. RIGHT TO EMPLOY OTHER VENDORS City and /or ILJAOC reserves the right to employ other vendors in connection with the Project, subject to the following: A. Such other vendors may be retained only in an oversight role and to undertake projects and the implementation of technology components that have to integrate and /or interoperate with the system provided under this Agreement. The Vendor shall cooperate with such other vendors to facilitate completion of the overall work to the extent that such cooperation is consistent with the Scope of Services and deliverables and does not impact the Vendors deliverables or schedule. Notwithstanding the foregoing, the City and ILJAOC acknowledge and agree that such other vendors shall have no right to perform any part of the services or deliver any of the deliverables identified in the Scope of Services; and 16 B. Other vendors may be retained to directly take on the performance of the services and deliverables outlined in this Agreement, utilizing the deliverables and work products delivered to date, in the event that this Agreement is terminated for any reason or if the Vendor is unable to complete the work in accordance with the Agreement and the parties have followed the processes for dispute resolution and /or contract termination as outlined in sections 25and 28of this Agreement. 25. DISPUTE RESOLUTION 25.1 Except for any provisions of this Agreement providing for the payment of any money, the parties agree to use the dispute resolution process set out in this section 24to resolve any disputes under this Agreement, whether arising during the Term or at any time after the expiration or termination of this Agreement, arising in relation to, (a) the validity, construction, meaning, performance or effect of this Agreement, (b) the rights, obligations, and liabilities of the parties, or (c) any other provision that specifically provides for resolution by the Dispute Resolution Process. 25.2 Response timeframes within the dispute resolution process should be proportional to the scale of the scope of services. To that end, the parties shall agree in the Scope of Services for each phase as to what the appropriate dispute response timeframe shall be for that phase of work. 25.3 The Vendor and ILJAOC and the City agree to utilize reasonable commercial efforts to promptly and diligently resolve any dispute, using the following process (the "Dispute Resolution Process "): Step 1 A party (the "Complaining Party') will provide reasonable written particulars of the alleged dispute to the other party (the "Other Party "), and the Other Party will provide a written investigative report to the Complaining Party within the dispute response period agreed upon in the scope of services for that phase of receiving the notice given under this Step 1, upon receipt of which the Complaining Party may escalate the dispute to Step 2 by written notice. Step 2 Each party will, within the dispute response period agreed upon in the scope of services for that phase after `rA receipt of the notice in Step 1, submit to their respective Project Directors a written report on the facts in dispute, any relevant provisions of this Agreement, the positions of the parties and any other relevant information. The Project Directors will endeavor to resolve the dispute within the dispute response period agreed upon in the scope of services for that phase from receipt of the report. 26. CONFLICTS OF INTEREST The Vendor or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act'), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Vendor shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City or ILJAOC. Vendor shall indemnify and hold harmless City and ILJAOC for any and all claims for damages resulting from Vendor's violation of this Section. 27. NOTICES All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first -class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Vendor to City and ILJAOC shall be addressed as follows: Attn: Dave Kiff, City Manager City of Newport Beach 3300 Newport Boulevard Newport Beach, CA92663 Phone: 949 - 644 -3000 Fax: 949 - 644 -3020 Attn: Bob McDonell, Executive Director ILJAOC c/o Jennifer Manzella, ILJAOC Recording Secretary Newport Beach Police Department 870 Santa Barbara Drive Newport Beach, CA92660 11.1 Phone: 949 - 279 -4888 Fax: 949 - 718 -1061 19 With a copy to: Office of the City Attorney City of Anaheim 200 S. Anaheim Boulevard, Suite 356 Anaheim, CA, 92803 Phone: 714-765-5169 Fax: 714-765-5123 All notices, demands, requests or approvals from CITY and IUAOC to Vendor shall be addressed to Vendor at: Attention: Joe Siegel, PMP, Vice President, Justice & Public Safety Sierra Systems Inc. 222 N. Sepulveda Blvd, Suite 1310, El Segundo, California 90245 Phone: 310- 743 -8252 With a copy to: Attn: Legal Department Sierra Systems 2500 —1177 West Hastings Street Vancouver, BC, V6E 2K3, Canada Phone: 604 - 688 -1371 Fax: 604-688-6482 28. TERMINATION In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of ten (10) business days, or if more than ten (10) business days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within ten (10) business days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. 20 Notwithstanding the above provisions, City or ILJAOC shall have the right, in their sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Vendor. In the event of termination under this Section, City or ILJAOC shall pay Vendor for services performed in accordance with the terms and conditions of this Agreement and costs incurred up to the effective date of termination for which Vendor has not been previously paid. On the effective date of termination, Vendor shall deliver to City and ILJAOC all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 29. COMPLIANCE WITH ALL LAWS Vendor shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by Vendor shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator. 30. PREVAILING WAGES Vendor shall comply with the provisions of the David -Bacon Act (40 U.S.C. 276a- 276a-7) as supplemented by Department of Labor regulations (29 CFR Part 3)/ Where required pursuant to the provisions of the State of California Labor Code or the Davis Bacon Act, not less than the general prevailing rate of per diem wages including legal holidays, and overtime work for each craft or type of workman needed to execute the work contemplated under this Agreement, shall be paid to all workmen employed on the work to be done according to this contract by VENDOR or any approved Subcontractor, and shall be deemed to include employer payments for health and welfare, pension, vacation and similar purposes. If both the Davis -Bacon Act and State of California prevailing wage laws apply and the federal and state prevailing rate of per diem wages differ, VENDOR and Subcontractor, if any, shall pay the higher of the two rates. Said prevailing rate of per diem wages are on file at the City of Anaheim, Office of the City Clerk, 200 South Anaheim Boulevard, Anaheim, California92803, and are available to any interested party on request. 31. ACCESS TO RECORDS AND REPORTS Upon the receipt of a minimum of five (5) business days' prior written notice, Vendor shall provide ILJAOC, the City, the Comptroller General of the United States, or other agents of ILJAOC or the City, such access to Vendor's accounting books, records, payroll documents and facilities of the Vendor which are directly pertinent to this Agreement for the purposes of examining, auditing and inspecting all accounting books, records, work data, documents and activities related hereto. Vendor shall maintain such books, records; data and documents in accordance with generally accepted accounting principles and 21 shall clearly identify and make such items readily accessible to such parties during Vendor's performance hereunder and for a period of four (4) years from the date of final payment by ILJAOC and the City. ILJAOC and City's right to audit books and records directly related to this Agreement shall also extend to all first -tier subcontractors identified in this Agreement. Vendor shall permit any of the foregoing parties to reproduce documents by any means whatsoever or to copy excerpts and transcriptions as reasonably necessary. 32. EQUAL EMPLOYMENT OPPORTUNITY Vendor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age, in compliance with Executive Order 11246 of September 24, 1965, entitled "Equal Employment Opportunity," as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR Chapter 60). During the performance of this contract, the Vendor agrees as follows (1) The Vendor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Vendor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer, recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Vendor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause. (2) The Vendor will, in all solicitations or advertisements for employees placed by or on behalf of the Vendor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. (3) The Vendor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the Vendor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post 22 copies of the notice in conspicuous places available to employees and applicants for employment. (4) The Vendor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (5) The Vendor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (6) In the event of the Vendor's non - compliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the Vendor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation or order of the Secretary of Labor, or as otherwise provided by law. (7) the Vendor will include the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or contractor. The Vendor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the Vendor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the Vendor may request the United States to enter into such litigation to protect the interests of the United States. 33. COPELAND ANTI- KICKBACK ACT Vendor shall comply with the provisions of the Copeland "Anti- Kickback" Act (18 U.S.C. 874) as supplemented in the Department of Labor regulations (29 CFR Part 3). 23 34. CONTRACT WORK HORUS AND SAFETY STANDARDS ACT Vendor shall comply with the provisions provided in Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 327 -330) as supplemented by Department of Labor regulations (29 CFR Part 5). 35. NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES Vendor acknowledges and agrees that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the Agreement, absent the express written consent by the Federal Government, the Federal Government is not a party to this Agreement and shall not be subject to any obligations or liabilities to Vendor pertaining to any matter resulting from the Agreement. Vendor agrees to include this requirement in all of its subcontracts 36. ENERGY CONSERVATION REQUIREMENTS Vendor shall comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy Conservation Act. 37. PRIVACY ACT Vendor shall comply with, and assures the compliance of its employees with, the information restrictions and other applicable requirements of the Privacy Act of 1974, 5 U.S.C. §552a. Among other things, Vendor agrees to obtain the express consent of the Federal Government before the Vendor or its employees operate a system of records on behalf of the Federal Government. Vendor understands that the requirements of the Privacy Act, including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of the underlying Agreement. 38. CLEAN WATER REQUIREMENTS Vendor shall comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. Vendor shall report each violation to ILJAOC and the City and understands and agrees that ILJAOC and the City will in turn, report each violation as required to assure notification to appropriate EPA Regional Office. Vendor agrees to include this requirement in all of its subcontracts. 39. CLEAN AIR Vendor shall comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. Vendor shall report each violation to ILJAOC and the City, who will in turn, report each 24 violation as required to assure notification to the appropriate EPA Regional Office. Vendor agrees to include this requirement in all of its subcontracts. Ei)! to] .1- l'1I►.Eel Vendor's who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying ". Each tier certifies to the above that it will not or has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non - Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient. 41. FEDERAL REQUIREMENTS All contractual provisions required by 44 CFR Part 13, whether or not expressly set forth in this document, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. Vendor shall not perform any act, fail to perform any act, or refuse to comply with any requests, which would cause ILJAOC and the City to be in violation of the 44 CFR Part 13.36 terms and conditions. 42. WAIVER A waiver by either parry of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 43. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant, nor any documents not specifically referenced or incorporated herein shall be binding on or held to vary the provisions herein or the rights and obligations of the parties set out herein. 25 44. CONFLICTS OR INCONSISTENCIES In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. Any inconsistency in between the Agreement and the Exhibits shall be resolved by giving precedence in the following order: (1), the Agreement, (2)Deliverables approved and accepted by ILJAOC(3) the Scope of Services, attached hereto as Exhibit D; and (4) the Schedule of Compensation, attached hereto as Exhibit E. 45. INTERPRETATION The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply. 46. AMENDMENTS This Agreement may be modified or amended only by a written document executed by Vendor, City and ILJAOC and approved as to form by the City Attorney and legal counsel for the ILJAOC. The parties agree that once the City has met its obligations as set forth in Section 4.4 hereof or if the ILJAOC is solely liable for all obligations including, but not limited to, payments to be made pursuant to any amendment to this Agreement, this Agreement may be amended by ILJAOC without the City's consent provided that the City does not incur any additional liability by and through said amendment. 47. SEVERABILITY If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 48. CONTROLLING LAW AND VENUE The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 49. CLAIMS Vendor, the City and ILJAOC expressly agree that in addition to any claims filing requirements set forth in this Agreement and Agreement documents, the Vendor shall be required to file any claim the Vendor may have against the City and /or ILJAOC in strict conformance with the California Government Claims Act (California Government Code sections 900 et seq.). 26 50. COUNTERPARTS This Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the same instrument. 27 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. UU2300AD _ 71 i61;167:7iyiA �� rynn�Morley, U Counsel for ILJAOC APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY: )C By: 44-ai u Aaro6Aarp, City Attorney ATTEST: Jwm L'bilahi Brown, City Clerk r� INTEGRATED LAW & JUSTICE AGENCY FOR ORANGE COUNTY, A Joint Powers Authority i By: Scott Jordan,/ Chair CITY OF NEWPORT BEACH, A Municipal Corporation By. Dave Kiff, `} City Manager 1.91=1 &M U91 Corporate Officer) Title: Print Name: /,/, Sy °ors By: (Financial Officer) Title: CF6 Print Name: l/, /A24----n/ rf A�ii Attachments: Exhibit A — Change Order Process Exhibit B — Intentionally Omitted Exhibit C — Intentionally Omitted Exhibit D — Scope of Services Exhibit E — Schedule of Compensation Exhibit F - Software License Agreement 04.71 EXHIBIT A CHANGE ORDER PROCESS This Exhibit A is made pursuant to the Agreement between the City of Newport Beach (the "City "), the Integrated Law & Justice Agency for ran e County ( "ILJAOC "), and Sierra Systems Inc. ( "Vendor ") dated Q 2 ael & (the "Agreement ") and will be governed by the terms of the Agreement unless expressly stated otherwise. If there is an inconsistency or conflict between the terms of the Agreement and this Exhibit A, the parties shall in the first instance deal with the matter in accordance with the Change Order Process and thereafter if the conflict has not been resolved then the dispute resolution procedure in the Agreement shall be invoked. Change Order Process 1.1 If a party wishes to request a change it shall, unless otherwise agreed, submit a written notification of a request for a change (a "Change Request') to the other party having completed the sections outlined in section 1.2 (a) — Q) below. 1.2 Each Change Request shall contain: (a) a unique sequential reference / Change Request number; (b) the title of the change; (c) the requesting party and the date of the request or recommendation for the change; (d) the reasons for the change, (without prejudice to the rights of either party to refrain from disclosing information that it considers Confidential Information); (e) full details of the change including any specification; (f) the charges, if any and if known, for the change; (g) a timetable for implementation together with an implementation plan proposal with acceptance criteria for the change; (h) a schedule of payments if appropriate; (i) details of the likely impact, if any, of the change on other aspects of the Agreement including but not limited to, as applicable, (i) the services and /or the system or deliverables, (ii) the Term, (iii) the personnel, (iv) the charging structure, (v) any payment profile, (vi) the documentation to be provided, (vii) the training to be provided, (viii) the exit management plan, P401 (ix) intellectual property rights, and (x) working arrangements and other contractual issues; and (j) provision for signature by the City, ILJAOC and the Vendor. 1.3 Upon issue of a Change Request completed in accordance with section 1.1 the parties shall arrange to discuss the Change Request as soon as practicable and in any event no later than five (5) business days of the date of receipt of the Change Request by the other party. 1.4 The object of the discussion is to come to a mutually agreeable understanding and agreement between the parties to complete the remaining sections of the Change Request as soon as possible and in any event no later than five (5) business days after the date of commencement of the discussion. 1.5 For each Change Request submitted, the recipient shall evaluate the Change Request within five (5) business days after the date of receipt and, as appropriate (a) approve the Change Request, or (b) reject the Change Request. 1.6 If a Change Request is agreed to by the parties, the parties shall confirm their approval of the Change Request by each signing a copy of the Change Request which shall form part of the Agreement. 1.7 It is recognised that circumstances may be such that the turnaround targets outlined above may not be achievable or appropriate. In such an event, turnaround times may be extended by mutual written agreement. 1.8 A Change Request may be withdrawn at any time by the requesting party prior to the issue of an approval to proceed. 1.9 In the event that the parties fail to reach an agreement and approve a Change Request, either party may, notwithstanding anything to the contrary in this Exhibit A or in the Agreement, have the matter resolved pursuant to the dispute resolution process in the Agreement. W# EXHIBIT D SCOPE OF SERVICES This Scope of Services is made up of this introduction and two subsections: The Scope of Work and the Requirements. The Integrated Law and Justice Agency for Orange County's (ILJAOC) Justice and Homeland Security Integration and Citation Processing Project ( JHSICP) is intended to address the diverse integration needs of the justice agencies in Orange County as they interact with each other as well as external organizations at various levels of government. The first phases of the project will address the citations processing, electronic filing and case tracking needs of the more than 30 criminal justice agencies in the County. It needs to handle criminal case filings from the law enforcement agencies to the District Attorney and a number of City Attorneys as well as integrated citations processing and interaction with the Probation Department and the County Crime Lab. Most importantly, the project needs to provide a platform for the future that will allow additional integration functionality to be implemented to support the justice and homeland security needs of the people of Orange County, California. The justice agencies in Orange County California (as in all jurisdictions to one degree or another) have an immense number of cross agency information interactions. They range from very formal interactions such as filing of a criminal complaint or acquisition of a search warrant to very informal communications such as checking the status of a case, a request for supporting information for an application or a copy of a police report for follow up action. The common attributes of all of these interactions are that they require a significant amount of time by both the originating and destination agency staff, the audit trail for requests and the information provided is weak to nonexistent and information is routinely requested, accessed, and provided multiple times (often to the same agency). At the highest levels, JHSICP should provide the following: Provide a standards based integration platform to facilitate system to system transfer of information between justice systems 2. Provide a user interface to allow users at agencies without interfaces to their systems to initiate, monitor and service transactions with other agencies 31 3. Facilitate automatic transfer of information requests, response information and filings between agencies for the specified applications 4. Track the status of information and service requests for the specified applications 5. Notify personnel and agency specific systems when a status is changed or a service request is made 6. Provide an audit trail for service requests and information provided 7. Provide an archive for documents that are likely to be required in the future by agencies other than the primary custodian of the document 8. Collect and process citations electronically 9. Support the addition of new information transfer transactions and the supporting workflow A number of team members from each of the participating justice agencies will be involved with the overall project. Actual team members will be selected at a later date. Governance for the project shall be provided through the Integrated Law and Justice Agency for Orange County ( ILJAOC). ILJAOC is a joint powers authority that is made up of the local government entities in Orange County California which have direct involvement with the criminal justice system. The JPA provides integrated justice systems and services to its member agencies and to other government entities on a contract basis. SOW — Scope of Work This section outlines the services, equipment, software and tools to be provided by the Vendor in the execution of the contract to provide the ILJAOC JHSICP solution(s). The Scope of Work may be divided into multiple phases that will be defined as funding and operational priorities dictate. Sections 0 through 8 of the SOW shall provide general guidelines to each phase of work as outlined in the work order executed by both parties and issued to authorize such a Phase (the "Work Order"). Subsequent sections of the SOW shall specifically define the scope, tasks, activities, deliverables, and warranty and on -going support for each Phase authorized by ILJAOC. Specific quantities of work products shown in Sections 0 through 8 of this SOW are representative and will be finalized in subsequent amendments to this SOW for additional phases. 32 SONY 0 -1 JHSICP Integration Solution Scope The Integration Solution Vendor shall confirm requirements and then design, implement, and test a consolidated integrated justice solution. The solution must have the ability to interface with existing and future case management systems (already in use in the County) as well as include the audit and workflow capabilities as described in this Scope of Work (). The Integration Solution Vendor shall as part of the Pilot Phase of the project: Provide recommendations on Hardware specifications believed to be necessary to implement the Pilot Project, and that will be capable of being expanded as other elements of the Integration Project are implemented o Implement the Probable Cause Declaration application o Implement supporting Solution Framework components o Implement the user interface for initiating, modifying and monitoring of status of Probable Cause Declarations o Establish an interface to the Santa Ana Police Department Booking System to allow for receipt of Probable Cause Declarations m Establish an interface to the Adobe infrastructure at the Orange County Superior Court to allow for submission of Probable Cause Declarations and receipt of approved or denied declarations o Conduct implementation planning for subsequent project phases SOW 0 -2 Intentionally Deleted SOW 0 -3 Subsequent Phases A number of initiatives or applications including the following will likely be undertaken in subsequent phases of the project. The exact packaging and structure of these follow -on initiatives will vary depending on funding and operational priorities. The intent is that ILJAOC will work to have funding in place to allow for a move from the Pilot Phase immediately into a subsequent phase that would include one or more additional applications. The Vendor will perform implementation planning for subsequent phases of the project as they are contemplated by ILJAOC. This planning will be done cooperatively with ILJAOC and will consider ILJAOC funding and operational priorities. Implementation planning will involve the following activities: 33 o Determine phase scope Develop a detailed project plan o Estimate implementation cost In most cases, the planning and costs will be based on the scope outlined in this document and pricing submitted as part of the accepted proposal but it is understood that as scope, constraints, priorities and influencing factors change over time that the costs of any individual extension to the integration solution may be adjusted as part of the planning. Prior to the start of each subsequent phase, the Vendor will prepare a Work Order for ILJAOC review and approval based on the implementation planning results. The Work Order will contain the following: o Phase scope based on ILJAOC's funding and operational priorities 0 Detailed project plan a Implementation cost Initiatives and Applications currently identified for implementation are: Implementation of additional applications including: - Transmission of infraction citations to the Superior Court from the new citations system Processing and submission of misdemeanor citations to prosecutors - Criminal case filing to prosecutors Juvenile referrals to the Probation Department Integration of Crime Lab requests and results transmissions Arrest Warrant processing - Search Warrant processing Case status updates from the Superior Court 34 - Probation violation processing Probation reporting Integration to COPLINK m Extension of E- Filing to remaining City Attorneys who are involved on behalf of their Police Departments Extension of E- Filing to additional law enforcement agencies Extension of shared citation system to additional departments The Scope of Work will include the integration of the proposed solution(s) and a number of existing systems and processes, as described below. SOW 0 -4 Architecture The following diagram outlines the baseline JHSICP architecture. Note that connectivity from the Court and Public Defender to the workflow engine illustrated in the diagram is not intended for receipt of criminal cases or primary discovery. Those functions will be provided by direct point to point interfaces from the District Attorney to the Public Defender outside of this project. That connection allows those agencies to access other integration applications such as filing of crime lab requests, viewing generally available documents or the case status index, citations processing and future applications. The system works essentially the same way for any type of request whether it is a filing, crime lab request, a warrant transaction or a juvenile referral. An originating agency compiles an initial request and potentially an accompanying document packet. The filing or service request is routed through the workflow engine to the appropriate agency. A notice of receipt along with other information, such as a receiving agency case number will be sent back to the originating agency by the Workflow Engine. Where appropriate, based on filing or request type business rules, the system will store copies of the filing or request in the repository with appropriate access controls. The ultimate configuration of the ILJAOC is illustrated in the final diagram. Individual phases will implement components of the solution and the system will evolve to the ultimate state overtime. 35 36 The solution architecture is divided into the following components: o webMethods O NIEM -based data interfaces MS SQL server o Alfresco o Daeja Vision One The solution architecture and its functionality will be implemented incrementally over multiple project phases. The webMethods, NIEM -based data interfaces, and MS SQL server components will be installed, configured, and deployed to support the Probable Cause Declaration and supporting Solution Framework components in the Pilot Phase. Alfresco and Daeja Vision One will be implemented in future phases. The following sections describe these architectural components in detail. webMethods The JHSICP solution will be built on webMethods from Software AG to provide an overall framework for application development, process management, user interface, messaging, and integration. webMethods will provide the following components: webMethods Business Process Management Platform — a business process management suite that provides the ability to model, test, execute, and monitor business processes. It will be used to develop, execute, and monitor justice processes end to end across all justice domains for all resources, track and manage user access, and provide transaction audit capabilities. webMethods Composite Application Framework — a development environment that integrates with webMethods Business Process Management Platform to extend the functionality of justice processes and develop related user interface screens. webMethods Integration Server — also known as Enterprise Service Bus, this component provides the ability to integrate processes developed under webMethods Composite Application Framework with external components such as web services, data mapping, and process communication. Through this component, the JHSICP solution will provide the centralized gateway to interface with the JHSICP database, Alfresco, and Daeja Vision One, and facilitate messaging and data exchanges among justice agencies. It will also provide the standard 37 services to route integrate and guarantee delivery of required exchange data. My webMethods Portal Server — through this component, the JHSICP solution will centrally manage all portals and user interfaces with a common look and feel. NIEM -based Data Interfaces The JHSICP solution will facilitate the exchange of data and information among justice agencies and their applications through NIEM -based standards. While the exchange of data will occur in the context of and facilitated by individual justice processes such as Probable Cause Declaration, Traffic Citation, etc., the specific data structure and required data elements in these interfaces will be based on NIEM standards to ensure data consistency and portability. A &Y.Y0711111.0=&_ The JHSICP solution will utilize Microsoft SQL Server as the backend database management system to persist structured data related to justice processes (e.g. Probable Cause Declaration, Criminal Case Filing) and metadata. Alfresco (to be implemented in a post pilot phase) The JHSICP solution will utilize Alfresco, an open source content management system, to store and manage electronic and scanned documents. Alfresco will be integrated with webMethods to implement the solution's document management repository. Daeja Vision One (to be implemented in a post pilot phase) The JHSICP solution will utilize Daeja Vision One, a browser -based image reviewer, to render and redact document images from a standard web browser. The viewer will be integrated with webMethods to provide an integrated interface. SONY 0 -5 Data Currency and Integrity The JHSICP solution approaches case management requirements by storing separate transactions (sometimes referred to as events) for each of the exchanges that may transpire over the lifecycle of a case. Transaction examples would include filing a probable cause declaration, filing a DFC with the DA or filing a complaint with the Court. Each of these transactions is time - stamped and stored as an independent object within the JHSICP repository. Cross references can be inferred to link related transactions. The JHSICP concept of a case is actually just a view of multiple related transactions. Data currency is enhanced through presentation of time - stamped transactions rather than complex and error prone data consolidation routines. IN JHSICP transaction auditing will also contribute to the preservation of data currency and integrity. The Vendor will work with the ILJAOC during the Requirements Analysis task to determine the specific audit requirements of the JHSICP. SOW 0 -6 Application Performance Approach and Issue Resolution For systems similar to the JHSICP solution, there are three general areas where performance has been observed to reach some limitation: presentation layer, case volume, and data source availability and performance. At the presentation layer, user concurrency and transactions are known sources of performance slowdown and are remedied by physical load balancing. With regards to case volume, the hardware specification is typically configured to handle 2 -times load to handle peak times and other unexpected increases. If desired, a configuration can be utilized to handle additional, case volume, but this would require additional hardware investment by ILJAOC. Modifications to data sources are outside the scope of this SOW, however queuing may be implemented to reduce failure of exchanges but may slow down the overall performance. Other approaches (also outside the scope of this SOW) including network changes or mirroring of end -point databases can be considered to increase performance. In this case, an approach for syncing must be considered. SOW 1 — General SOW 1 -1 Location of Work The Primary Work Location shall be in facilities provided by the ILJAOC agencies in the State of California. The Vendor can complete much of the work in its own facilities. However, all requirements workshops, project management meetings, training and integration and acceptance testing shall occur at the Primary Work Location. These requirements are applicable to the respective phases of the e- filing project. SOW 1 -2 Vendor Project Manager The Vendor shall assign a Vendor Project Manager to this project. The Vendor Project Manager will be the single point of contact responsible for all work undertaken by the Vendor. The Vendor Project Manager shall be on site in Orange County as needed through the duration of the project. During implementation and up to provisional acceptance the Vendor Project Manager 39 must be on site in Orange County as agreed to by the ILJAOC Project Manager for the respective phases of the e- filing project. SOW 1 -3 System Staff on Site Support For the initial phase, programmers and systems specialists capable of making any required changes to the system shall be on site as necessary for the duration of system integration testing, and through to provisional acceptance. Support personnel capable of restoring the system should be available through Final Acceptance of the solution(s). SOW 1 -4 ILJAOC Responsibilities The JHSICP project will be successful through an integrated partnership between the participating agencies, the ILJAOC and the Sierra Systems team. Sierra Systems will work with the ILJAOC during the Project Initiation phase to clarify and document the responsibilities of all project stakeholders. Specific responsibilities of the ILJAOC will include: Designating a single point of contact for the JHSICP project as liaison with the Vendor Providing access to ILJAOC member organization staff, materials and systems o Active participation in JHSICP requirements workshops and user testing Reviewing JHSICP project deliverables per the project schedule, and consolidating deliverable review feedback to present to the Vendor Resolution of issues presented by the Vendor Project Manager Continuous monitoring of project status as provided by the Vendor Project Manager SOW 2 — Services SOW 2 -1 Inception For the initial phase, the Vendor shall meet with the ILJAOC project management as often as necessary to finalize the project plan, schedule initial meetings and workshops and agree and document project processes, procedures and reporting systems. .X For subsequent phases, the Vendor shall meet with the ILJAOC project management team as often as necessary to finalize the project plan, schedule initial meetings and workshops and agree and document project processes, procedures and reporting systems. SOW 2 -2 Site Surveys In conjunction with the inception meetings, the Vendor shall visit all sites included in the respective phase and work with technical personnel at that agency as well as any of the agency's technology vendors as appropriate, to fully validate their approach and design for integration with the processes and systems at that site. During these visits the Vendor shall determine the installation requirements for the JHSICP components to be installed and the suitability of the facilities and infrastructure of the sites to house the system and associated equipment. The findings of these examinations will be compiled by the Vendor and submitted to the ILJAOC Project Manager. ILJAOC police agencies will implement physical plant electrical and network facilities to support the system based on the report provided by the Vendor. SOW 2 -3 Requirements Validation Workshops The Vendor shall conduct requirements validation workshops to walk through all of the ILJAOC requirements and determine the required configuration details. Workshops will need to be held for each site that will be included in the JHSICP per phase. Logistics for the workshops shall be managed by the ILJAOC team members. SOW 2 -4 System Design Documentation Following the requirements validation workshops the Vendor shall develop design documents detailing the configuration and any custom development. The documentation must be detailed enough for reviewers to understand the function and appearance of all e- filing solution(s) components and functionality. This documentation shall be submitted to the ILJAOC Governing Board for review. During the review period the Vendor shall update the project plan to reflect the configuration and customization effort. Following the ILJAOC's review, the Vendor and the ILJAOC Working Group shall finalize the design documents and project schedule. These requirements are applicable to the respective phases of the e- filing project. SOW 2 -5 Development and Customization The Vendor shall perform the customizations outlined in the finalized System Design Documentation described above. These requirements are applicable to the respective phases of the e- filing project. 41 SOW 2 -6 Configuration The Vendor shall undertake all configuration of the JHSICP to meet the requirements as defined in the workshops and design documentation. These requirements are applicable to the respective phases of the e- filing project. SOW 2 -7 Interfaces The following interfaces must be implemented and supported by the Integration Solution Vendor to support the applications implemented in various phases of the project: 1. The Vendor shall be responsible for implementing all aspects of the interface to the District Attorney's system based on subsequent design specifications. The District Attorney is responsible for any updates to the District Attorney's system required to complete the interface. 2. The Vendor shall be responsible for implementing all aspects of the following interfaces to the Orange County Superior Court a. Criminal case filing for law enforcement direct filed cases b. Juvenile delinquency case filing for law enforcement direct filed cases C. Citations to the traffic infraction system d. Citations to the juvenile infraction system e. Probable Cause Declaration to the Adobe Forms infrastructure The Orange County Superior Court is responsible for any updates to the Orange County Superior Court systems required to complete the interfaces. 3. The Vendor must work with the selected Citations Solution Vendor to develop and collaboratively implement an interface from the new citation system. 4. The Vendor must make available a NIEM compliant web services based interface that allows agencies to query the Case Status repository from their legacy systems and to automatically receive case status updates to their legacy systems. 42 SONY 2 -8 Integration The Vendor(s) will be responsible for coordinating the testing and integration of all interfaces. They will build out their own end of the interfaces and shall actively work with any participating agencies including the District Attorney, City Attorneys, the Sheriff's Department, police agencies and the Orange County Superior Court, their staff, and any other contractors employed by justice agencies within the county to support the testing and integration of the e- filing solution(s). These requirements are applicable to the respective phases of the e- filing project. SONY 2 -9 Server Installation The Vendor(s) will work with ILJAOC agencies to understand existing infrastructure available for use on this project. In the event that more servers are required, ILJAOC will procure all server equipment and infrastructure required to support the e- filing solution(s), and the Vendor shall install, configure, test and commission all said equipment and infrastructure. The production environments must be installed and commissioned prior to commencement of testing. In a number of cases, agencies may already own adequate hardware and server software. This hardware will be identified in Inception. These requirements are applicable to the respective phases of the integration solution. SONY 2 -10 Workstation Software Installation Systems that require the installation of workstation software are discouraged. In the event that a vendor solution requires workstation specific software be installed, the Vendor shall install all workstation software to support the application including any client application software. The Vendor can assume that Microsoft Windows NT, XP, 2000, 2003, 2007 and all standard Windows components already exist on all workstations, including Internet Explorer. These requirements are applicable to the respective phases of the e- filing project. SOW 2 -11 Project Management The Vendor Project Manager shall maintain a detailed schedule of activities for his /her team and update the schedule on a weekly basis until Provisional Acceptance of the system. The updated schedule shall, along with progress reports, be forwarded to the ILJAOC Project Manager on a weekly basis. The Vendor Project Manager shall present the current status of the work at a meeting in Orange County every 2 weeks through the life of the project and respective phases. The ILJAOC Project Manager may approve alternate status report meetings through the use of teleconferencing. Progress reports shall include a table listing all delivery milestones along with the originally scheduled date and the current target date and the number of changes to the date. !X3 SOW 3 — Equipment and Software SOW 3 -1 Integrated Solution The Vendor shall offer an integrated solution(s) including the hardware and software required to operate the e- filing solution. The ILJAOC has a number of Windows 2000 servers and Microsoft SQL Server licenses. During scoping and design of each phase discussions will be undertaken to determine if the solution can be operated on the ILJAOC's existing infrastructure. ILJAOC will be responsible for procuring all of the required hardware and software for the development, test, training, and production environments. The Vendor shall coordinate the procurement of the Software AG License on behalf of ILJAOC. For the avoidance of doubt, ILJAOC shall hold the Software AG License and be Software AG's licensee with respect to Software AG's software. The Vendor shall simply secure the Software AG License on behalf of ILJAOC. SOW 3 -2 Primary Server and Infrastructure Environment The Vendor shall install, configure and test the complete production server hardware and software environment in the selected data center location. ILJAOC will be responsible for procuring server hardware. All warranty and licensing agreements associated with this infrastructure must be in the name of the ILJAOC or their designate. SOW 3 -3 Development / Test Server Environment The Vendor shall consult with the ILJAOC representatives to ascertain the availability of development and test servers. If new equipment will be required, the Vendor shall install, configure and test the complete development server hardware and software environment in the selected data center location. ILJAOC will be responsible for procuring server hardware. All warranty and licensing agreements associated with this infrastructure must be in the name of the ILJAOC or their designate. The Development and Test environment will be used by Vendor personnel to configure and do preliminary testing of the system prior to commissioning. The system must be sized to support the development and configuration that will be performed by the Vendor and must scale to the requirements for all phases of the e- filing project. SOW 3 -4 Development Workstations The vendor shall determine the number of required development workstations in the inception of the initial phase. The Vendor shall provide, deliver, install, configure and test the development workstations and a development local area ,. network infrastructure to be used by Vendor personnel. After the completion of the initial phase, the development workstations will continue to be used for subsequent phases. Any additional workstation requirements for subsequent phase will be determined at that time. All warranty and licensing agreements associated with this infrastructure must be in the name of the ILJAOC or their designate. SOW 3 -5 User Workstations The Vendor shall provide specifications for user workstations as outlined in the submission requirements. If additional or altered specifications are created as a result of changes for later phases of solution implementation, the Vendor will reissue specifications for user workstations. SOW 3 -6 System Software The Vendor shall provide, deliver, install, configure and test all the JHSICP software. The Vendor will be responsible for installing any client software that is required other than standard browsers on all workstations at initial and subsequent phase sites. All warranty and licensing agreements associated with this infrastructure must be in the name of the ILJAOC or their designate. SOW 3 -7 Data Integration and Web Development Tools The Vendor's responsibilities in this area are limited to providing the applications configuration and web development tools used to meet the requirements of the JHSICP solution, and providing training and documentation on any proprietary products and tools supplied. SOW 3 -8 Third Party Software The Vendor shall provide, deliver, install, configure and test all third party software that is required to support the operation of the proposed JHSICP solution on all of the server components as well as any items that are required other than those provided with Microsoft Windows XP /NT/2000/2003, 2007 or later operating systems on the workstations. All warranty and licensing agreements associated with this software must be in the name of the ILJAOC or their designate. SOW 3 -9 System Management Software The Vendor shall provide, deliver, install, configure and test all software that is required to effectively manage the server infrastructure and the applications. All warranty and licensing agreements associated with this software must be in the name of the ILJAOC or their designate. 45 SOW 4 — Acceptance and Testing SOW 4 -1 Acceptance Acceptance of the Solution shall be conducted in a multistage process during the respective phases of the e- filing project. For purposes of the Preliminary Acceptance and Provisional Acceptance milestones referenced below, the following definitions of defect severity level shall apply: Critical: System component does not function per the design specifications and a significant part of the user population cannot perform their duties. Severe: System component does not function per the design specifications and there is no known or established work - around that permits the system to operate during remediation. Moderate: System component does not function per the design specifications and there is a known or established work- around that permits the system to operate during remediation. Minor: System component does not function per the design specifications and there is no disruption of system operations. SOW 4 -2 System Integration Testing System integration testing shall be conducted by the Vendor. The testing shall be conducted on the Production system prior to the commencement of training or user acceptance testing. The testing shall completely test the operation of the JHSICP solution as well as exercise all integration points and interfaces. The testing shall also include load testing that confirms satisfactory operation with concurrent users simulated. The Vendor's primary responsibilities during this testing will be verifying operation of the JHSICP solution at the initial phase sites and repeating the system load test on the production system with all the interfaces active. For subsequent phases, system integration testing will also be conducted by the Vendor. The manner in which system integration testing will be conducted during subsequent phases will be determined in the Inception Phase. SOW 4 -3 Preliminary Acceptance Preliminary Acceptance shall be granted following the acceptable completion of the e- filing solution system integration testing and resolution of all critical or severe defects identified. The System Integration Test Plan with Test Results deliverable shall include the resolution plan for any outstanding moderate or minor defects. These requirements are applicable to all of the respective project phases. SOW 4 -4 User Acceptance Testing User acceptance testing shall be conducted following the System integration testing on the Production System. The testing will be conducted by ILJAOC. The Vendor shall have personnel on site throughout the testing to address defects and operational issues that arise during testing. User acceptance testing will only be performed in the initial phase. However, if changes are introduced into the system as part of subsequent phases of implementation, a subset user acceptance testing phase will be conducted. SOW 4 -5 Provisional Acceptance Provisional Acceptance shall be granted following the acceptable completion of user acceptance testing and resolution of all critical or severe defects identified during user acceptance testing. The User Acceptance Test Results deliverable shall include the resolution plan for any outstanding moderate or minor defects. SOW 4 -6 Final Acceptance Final Acceptance in the initial phase shall be granted after 16 weeks of operation after Production Go -Live without a Critical or Severe Defect or reducing system throughput by more than 20% that is directly related to the Vendor provided Solution software components (the "Failure "). In the event there is a Failure as contemplated above: 1. If the Failure occurs before the 14th week of the 16 week acceptance period then the system must continue to operate for the number of weeks remaining in the acceptance period following the restoration of normal operation. For example, if the system Failure occurs in week 10 of the acceptance period and service is restored in 2.weeks, then the system must run for the remaining time left in the acceptance period plus 2 weeks following the restoration of service, without another Failure. The additional 2 weeks would be considered an extended acceptance period. 2. If a Failure occurs in the final 2 weeks of the original acceptance period,or an extended acceptance period that is the result of an earlier Failure, then the system must operate without another Failure fora period of 2 week following restoration of service. Each 2 week period would be considered an extended acceptance period. Final Acceptance in subsequent phases will follow similar guidelines but will be staggered, according to the project schedule. 47 SOW 4 -7 Deliverable Acceptance Unless otherwise agreed in writing, the parties agree that: One draft version of each major written deliverable will be produced and following its review and any corrections, a final version will be delivered to ILJAOC and the City, 2. For each deliverable, a Deliverable Review Period appropriate to the size and complexity of the deliverable shall be designated and shall be allowed from receipt of the deliverable for ILJAOC and the City to review and approve of the deliverable as required hereunder, 3. Changes to ILJAOC- approved services or deliverables will be handled through the Change Order Process and the Vendor will start no work on any change until ILJAOC or the City has approved and signed off on any applicable change pursuant to the Change Order Process. SOW 4 -8 Acceptance Process Upon delivery by the Vendor of any services or deliverable that includes any software to be developed by the Vendor, such services or deliverable will be tested by ILJAOC and the City to determine if such services or deliverable meets the applicable Acceptance Criteria (i) in accordance with the acceptance tests agreed to by the parties ( "Acceptance Tests "), if any, set forth in the Scope of Services or otherwise agreed in writing by the parties, or (ii) if the parties have not established Acceptance Tests, then in accordance with objective, reasonable and measurable tests as are appropriate, and if such services or deliverable meets the applicable Acceptance Tests, otherwise satisfies the applicable Acceptance Criteria or is used in a production environment it will be deemed accepted by ILJAOC and the City on such date, if such services or deliverable do not meet the applicable Acceptance Tests or satisfy the Acceptance Criteria, ILJAOC or the City will provide written notice within the appropriate Deliverable Review Period to the Vendor setting forth reasonable particulars of any deficiency and the Vendor will endeavor, using commercially reasonable efforts, to re -work the services or deliverable to meet the applicable Acceptance Tests or satisfy the Acceptance Criteria. SOW 4 -9 Deemed Acceptance If ILJAOC or the City fails to provide written notice or fails to respond to the Vendor in writing within the relevant period of time, then ILJAOC's and the City's approval of such services and deliverable will be deemed to have been given. SOW 4 -10 Reasonable Acceptance Criteria For the purposes of this section 23.2 and this Agreement generally, "Acceptance Criteria" shall mean: reasonable and objective criteria jointly established in writing and agreed to in writing by ILJAOC and the City and the Vendor describing the criteria for the completion and acceptability of all services and deliverables all as set out in Exhibit D. SOW 5 — Training SOW 5 -1 General Training Philosophy The Vendor shall develop and conduct all primary system training. Train the trainer courses shall not be used to train users for initial system startup. The ILJAOC shall provide training rooms with furniture and network connection to the production server location. The ILJAOC will designate between 2 and 10 personnel that will become staff trainers following acceptance of the system. These personnel will work with the Vendor to provide input into the operational aspects of the training materials and will be the primary reviewers of the training materials. They will also sit in the courses as instructor trainees to develop an understanding for how the material should be delivered. SOW 5 -2 User Training The Vendor shall develop and deliver user training classes, provide initial delivery of those classes and then provide all training materials to ILJAOC so that member agencies can continue to train staff. End user trainings for other applications are delivered as they are implemented in subsequent phases. Classes shall be conducted in 15 person classrooms The curriculum must be sufficient to allow users with a basic understanding of the police agency's business to become proficient in the use of the system to conduct their day to day activities. SONY 5 -3 Administrator Training The Vendor shall develop and conduct a course suitable for agency system administrators. This course will be delivered at least 2 times in classes of up to 10 people. This course should contain detailed explanations of the administration of the JHSICP solution, including management of security and user profiles as well as agency specific configuration settings. This training is likely to be required in each phase of the project. SONY 5 -4 Technical Administrator Training The Vendor shall develop and conduct a course suitable for technical system administrators. This course will be delivered 2 times in classes of up to 5 people. This course should contain detailed explanations of the technical administration of the JHSICP solution, including configuration of new workflows and troubleshooting of system issues. This service will primarily be provided as part LEO of the initial phase. However, should a significant number of administrator resources be identified in subsequent phases, additional administrator training courses may be required. SOW 5 -5 Technical Infrastructure Training The Vendor shall develop and conduct a course suitable for infrastructure maintenance and administrators. This course will be delivered 2 times in classes of up to 5 people. This course should contain detailed explanations of the technical infrastructure of the JHSICP solution, including routine maintenance and emergency triage and troubleshooting. This service will primarily be provided as part of the initial phase. However, should a significant number of administrator resources be identified in subsequent phases, additional administrator training courses may be required. SOW 6 — Documentation SONY 6 -1 General Documentation The Vendor shall provide complete product documentation (such as standard docs that accompany a purchased server computer) for all software components provided to the ILJAOC as part of this contract. This requirement is applicable to all of the respective e- filing project phases. SOW 6 -2 Solution Systems Documentation Two hard copies and one electronic copy of all Solution system documentation shall be provided in the initial phase. If changes to the JHSICP solution documentation result from work performed in subsequent phases, two hard copies and one electronic copy of updated documentation will be provided. The JHSICP solution documentation includes all project planning and execution deliverables. SOW 6 -3 User Documentation The Vendor shall provide all user documentation in an electronic format simultaneously accessible to all users in or affiliated with ILJAOC agencies. The documentation must be sufficiently detailed and complete so that a computer literate user could use it to learn all functions of the system. The documentation must incorporate instructions on how to use all features customized and configured for this installation. 50 SONY 6 -4 Training Documentation Each training manual must be a substantive document that provides material for training all functionality within the JHSICP solution. These training manuals must be approved by the project management prior to being released to end users. The Vendor shall provide at least 30 copies of each training manual to be distributed to personnel as they receive training on the use of the system. The Vendor shall also provide the ILJAOC with editable electronic versions of these manuals in order that they may be updated and additional copies made for future training of new employees. The manuals must include a quick reference section that users may use on an ongoing basis as well as training exercises, examples of functions and instructions for basic operation of the system. It is expected that these quick references will be a supplement or subset of the online training materials specified above. SOW 6 -5 Technical Documentation The Vendor shall provide 2 sets of all third party software technical documentation provided to the ILJAOC as part of this contract for each site on which these items are installed. The Vendor shall provide 2 sets of technical documentation describing configuration, database mapping integration techniques, systems management and technical support procedures for the JHSICP solution for each site. These requirements apply to all of the phases of this project. If changes to the technical documentation result from subsequent phases of implementation, and those changes are applied to the initial phase implementation, updated technical documentation will be provided to the initial phase sites. SONY 6 -6 Database Documentation Wherever databases are established or significant work is done understanding existing databases, the Vendor shall compile documentation on the database structure and schema suitable to support ongoing support and further extension and expansion of these databases. This documentation shall be left with the ILJAOC for use as they see fit in the ongoing operation, maintenance and expansion of the system. SONY 6 -7 Data Mapping Documentation Data originating from each data source will be transformed (if required) and mapped to a corresponding NIEM and /or Global Justice XML defined element (Specific standards and appropriate extensions will be determined at time of contract). The Vendor must create and maintain documentation for each data source that includes the database fields and the required transformations. This documentation will be a living document, and will continue to be updated as the project progresses. Over time, ownership of the documentation will pass to the 51 ILJAOC. The exact dates will be determined at a later date. Vendor may include this in the System Design Documentation. SOW 7 — Vendor Warranty and Ongoing Maintenance Support SOW 7 -1 Warranty Support A Vendor system and installation warranty must be provided as part of the purchase of the system. Modifications to the services and products provided by the Vendor during the warranty period by a party other than the Vendor or their subcontractors will invalidate this warranty. . This warranty does not cover defects in any third party products. In the event that a defect or a failure of a third party product provided by the Vendor or its subcontractors is identified during the warranty period, the Vendor shall work with the 3rd party provider to expedite the resolution of the issue and delivery of updated software where required. The Vendor shall then and then apply updates to, or modify the previously supplied Vendor services and product to incorporate the third party defect correction as required SOW 7 -2 Warranty Components In addition to standard warranty provisions, for the purposes of this project, warranty is defined to include: o Telephone support o On site callout based outage support o Periodic preventative maintenance and monitoring visits o Upgrades to the latest version of application software as part of preventative maintenance SOW 7 -3 Response times During the warranty period the Vendor shall provide 4 hour on site response to a system deficiency that affects 10 or more workstations, or one server or impacts average transaction time by more than 20% that is directly related to the Vendor provided Solution software components. Staff must be available to respond Monday through Friday from 8 am to 5 pm. 52 SOW 7 -4 Routine Maintenance During the Warranty period, the Vendor will visit the site at least monthly, and at that time verify that all system components are operating within specifications and upgrade all system components to the latest available software release. Operating systems need not be upgraded as new releases are issued but all maintenance patches available must be installed on the servers on the monthly visits. SOW 7 -5 Warranty Considerations For subsequent phases of the implementation, and each site that is integrated into the JHSICP solution, the Vendor shall offer options for 1 year or 3 year warranties as outlined for the initial phase. No additional routine maintenance site visits are required as part of the subsequent phase warranties. SOW 7 -6 Ongoing Maintenance Support The Vendor is expected to offer a range of ongoing support options for the ILJAOC's consideration in the event that they opt not to select the 3 year warranty. One of those options may be a full on -site support option. SOW 8 — Work Not Included The ILJAOC agencies have information technology groups and have been using the services of various consultants to serve the justice community for some time The following services associated with this project may be undertaken by a combination of separate consultants and the ILJAOC agency information technology personnel and are not the responsibility of the Vendor. SOW 8 -1 Change Management Program The Vendor is not responsible for implementing or operating a change management or stakeholder communications program. These activities will be undertaken by ILJAOC and its consultants. SOW 8 -2 Networking Facilities The ILJAOC will implement all local and wide area network facilities other than those specifically requested in the Scope of Services. The Vendor's responsibilities are limited to specifying the improvements required to network infrastructure as a result of the design effort and site visits. 53 SOW 8 -3 Physical Plant and Electrical Service The ILJAOC will implement all physical plant and electrical services based on the requirements the Vendor presents as a result of the site visits. SOW 8 -4 Implementation of Specific Interfaces The following interfaces will be built by other parties outside of this contract 1. District Attorney E- Filing to the Court 2. City Attorney E- Filing to the Court 3. Motions interface from the Public Defender to the Court 4. Discovery from District Attorney or City Attorney to the Public Defender SOW 9 — Pilot Phase Implementation SOW 9 -1 Scope of Service The Vendor, with support from the integration software product provider Software AG, will perform the following for the Pilot Phase implementation: o Work with ILJAOC to identify up to two (2) participating law enforcement agencies (LEAs) for the Pilot Phase, with additional participating agencies to be identified in future phases. o Provide recommendation on hardware requirements. O Procure, install, and configure the webMethods and MS SQL Server software on existing hardware located in the Santa Ana Data Center, and set up and smoke test the Development, Test, and Production environments. Conduct up to 12 hours of requirements workshop in Orange County with the participants being two (2) LEAs and the Orange County Superior Court to confirm requirements for the Probable Cause Declaration process and supporting Solution Framework components. o Conduct technical design for Probable Cause Declaration and supporting Solution Framework components. 54 Develop and test Probable Cause Declaration and supporting Solution Framework components. Provide an interface with the Santa Ana Police Department Booking System. The interface will consist of the receipt of an XML document (generated by the external Booking System) containing Probable Cause Declaration data. Provide an interface with the Orange County Superior Court's Adobe Forms infrastructure. The interface will consist of the generation of an XML document containing Probable Cause Declaration data to be used by the Court. The interface will also include the receipt of XML document (generated by the Court) containing approval /rejection status. o Conduct end user training for the Probable Cause Declaration process for three (3) participating justice agencies. Support user acceptance testing of the Probable Cause Declaration process for three (3) participating justice agencies. o Deploy the Probable Cause Declaration process to the Production environment for rollout to three (3) participating justice agencies. o Conduct implementation planning for Phase 2. 4 Provide warranty, post - implementation, and hourly support. The items listed above constitute the complete scope of the Pilot Phase and shall implement REQ 3 -8 — Probable Cause Declarations and required items under REQ 1 — General, REQ 2 — Functionality, and REQ 4 — Technical to support the Pilot Phase. SOW 9 -2 Phase Specific Timings The following time periods shall be effective for work undertaken during this phase The Dispute Response Period shall be Seven (7) working days The following is the projected schedule for deliverable milestones and review period: 55 SOW 9 -3 Task and Deliverables Task 1 Conduct Project Planning In this task, the Vendor will define the project management approach of the JHSICP project. The approach will encompass the following topics: Project management methodology Project scope management plan 56 Project Charter I Week 3 5 days I JHSICP Environment I Week 2 I 5 days Solution Framework Week 6 7 days and Probable Cause Declaration Functional Requirements Document Solution Framework Week 8 7 days I and Probable Cause j Declaration System Design Document System Integration Week 15 1 5 days Test Plan with Test Results Training Results Week 17 5 days User Acceptance Test Week 18 I 5 days I Results Week 19 '5 days Solution Framework and Probable Cause Declaration Production Go -Live Future Phase Work Week 21 5 days I Order SOW 9 -3 Task and Deliverables Task 1 Conduct Project Planning In this task, the Vendor will define the project management approach of the JHSICP project. The approach will encompass the following topics: Project management methodology Project scope management plan 56 o Quality assurance plan Resource management plan Project organization with roles and responsibilities C Status reporting format, frequency, and content o Risk management plan Change management plan O Issue management o Deliverable review and approval procedures and timeframes, including the five (5) days for deliverable review by ILJAOC, and how ILJAOC will confirm that the required changes are incorporated into the final version of the deliverable prior to approval and acceptance List of deliverables and descriptions The Vendor will document the project management approach in the Project Charter, which will provide the parameters within which the JHSICP project will be executed in accordance to the terms of the contract entered between the Vendor and ILJAOC, and any subsequently adopted addenda. The Vendor will also generate a detailed Project Plan describing project tasks, associated start and end dates, resource assignment, task dependencies, and deliverable milestones for the Pilot Phase. This Project Plan will be used to track, manage, and report on project progress, and will be updated weekly to reflect project progress. As part of this task, ILJAOC will identify two (2) LEAs to participate in the requirements analysis, training, user acceptance testing, and rollout of the Probable Cause Declaration process. Task 1 Deliverable — Proiect Charter The Project Charter will be comprised of the following: o A detailed description of The Vendor's project management approach including the following: Project management methodology - Project scope management plan - Quality assurance plan 57 Resource management plan Project organization with roles and responsibilities - Status reporting format, frequency, and content - Risk management plan Change management plan - Issue management - Deliverable review and approval procedures - List of deliverables and descriptions ® A detailed Project Plan including the following: - Detailed project tasks Start and end dates Resource assignments - Task dependencies - Deliverable milestones Task 2 Set Up and Configure Environment ILJAOC will install all hardware and infrastructure level software for the three (3) environments required to develop, test and deploy the JHSICP solution prior to the project start date so as to not delay the installation of software by the Vendor and the overall project schedule. Once software installation and configuration are complete, the Vendor will perform smoke testing and certifications to ensure to the environments have been set up correctly and are ready for development, testing, and deployment activities. ILJAOC will utilize the existing hardware in the Santa Ana Data Center to set up the environments, and Vendor will conduct site surveys to determine the suitability and installation requirements of the said hardware. In this task, the Vendor will install and configure the webMethods and MS SQL Server software for the three (3) environments required to develop, test, and deploy the JHSICP solution: Development, Test, and Production. As the pilot project progresses, software updates and patches may become available, and the Vendor may, in consultation with ILJAOC, apply these updates and patches to the JHSICP environments as required. RN Task 2 Deliverable - JHSICP Environment The JHSICP Environments will be comprised of the following: o An installed, configured, and smoke - tested Development environment ready for development activities o An installed, configured, and smoke - tested Test environment ready for testing activities An installed, configured, and smoke - tested Production environment ready for production deployment Task 3 Perform Reauirements Analvsis In this task, the Vendor will gather and analyze requirements for the Probable Cause Declaration process. The Vendor will conduct up to 12 hours of requirements workshops in Orange County with the participants being. two (2) LEAs and the OC Superior Court to confirm requirements for the Probable Cause Declaration and supporting Solution Framework components. For the Pilot Phase, the Vendor will utilize webMethods' out -of -box functionality for the common and reusable components of the Solution Framework. These include: user access control, transaction logging and auditing, process and performance monitoring, dropdown list management for record search, error logging and tracking, and notification and alert management. Specific ILJAOC requirements related to these components, as described in the REQ - Requirements section of this Scope of Services, will be analyzed, design, and implemented in future phases. Task 3 Deliverable - Probable Cause Declaration Functional Requirements Document The Probable Cause Declaration Functional Requirements Document will be comprised of the following: Probable Cause Declaration process flows with Visio diagrams and narratives describing the following: - Description of each process flow (i.e. happy path and alternate path(s)) - Description of each activity that makes up a process flow - Inputs and outputs of each activity - Role(s) participating in each activity bes] Workflow and routing requirements User interface requirements. a Organizational hierarchy and user roles and privileges o Inbound and outbound data interface requirements and logical mapping consistent with NIEM standards where practical. o Supporting Solution Framework requirements: User access control - Transaction logging and auditing - Process and performance monitoring - Dropdown list management for record search - Error logging and tracking - Notification and alert management Task 4 Conduct Detailed Design In this task, the Vendor will design components of the technical architecture required to support the Probable Cause Declaration process and supporting Solution Framework components. The architecture will elaborate on the technical design standards that will guide the implementation for both the Pilot and future phases of the project. The technical architecture will include the following: Web service integration and invocation standards, including integration approach with Santa Ana Police Department Booking System and Adobe Forms User interface design standards, including look and feel, navigations, menus, etc. Data definition and database interface standards o NIEM standard for transactions and information exchange on the platform Coding standards User access administration and monitoring .� G Transaction audit and logging The Vendor will also conduct detailed design for the Probable Cause Declaration process encompassing the following: 0 User interface screens and navigational paths 0 Workflow routing 0 Mapping of inbound and outbound data interfaces from logical fields to physical fields consistent with NIEM standard 0 One (1) report to track the status of outstanding Probable Cause Declarations Task 4 Deliverable - Probable Cause Declaration System Design Document The Probable Cause Declaration System Design Document will be comprised of the following: 0 Technical architecture and standards: Web service integration and invocation standards, including integration approach with Santa Ana Police Department Booking System and Adobe Forms - User interface design standards, including look and feel, navigations, menus, etc. - Data definition and database interface standards - NIEM standards for transactions and information exchange on the platform - Coding standards - User access administration and monitoring - Transaction audit and logging 0 Probable Cause Declaration detailed design: - User interface screens and navigational paths - Workflow routing Mapping of inbound and outbound data interfaces from logical fields to physical fields 61 Acceptance of Probable Cause Declaration System Design Document Milestone Task 5 Develop and Test In this task, the Vendor will develop and test the Probable Cause Declaration process and supporting Solution Framework components. First, the Vendor will undertake the following development activities: o Construct process model for Probable Cause Declaration. o Implement business rules for workflow routing. Create user interface screens and forms for the following: Enter /modify PCD records Search for PCD records - View PCD record details and status Create organizational hierarchy and associated roles. Develop database access component. o Implement logging and auditing of transactions. Develop inbound /outbound exchange XML messaging based on NIEM standard for the following: Inbound PCD data from Santa Ana Police Department Booking System Inbound PCD data from exchange UI - Outbound PCD data to Court's Adobe Forms infrastructure Inbound PCD acceptance /rejection Status from Court. Outbound PCD acceptance /rejection status to exchange UI Develop components related to the following: Track and maintain multiple versions of a PCD record. 62 Track processing duration from the time of booking (if provided as part of the initial PCD record submission) to the time a status is received from Court, and send alert to pre- determined individuals or roles if processing duration exceeds time limit specific to an originating LEA. o Set up user access administration based on organizational hierarchy and associated roles. Set up process and performance monitoring facility. o Develop dropdown list management for PCD record search. o Develop error logging and tracking. Set up notification and alert management. ® Develop one (1) report to track the status of outstanding Probable Cause Declarations. The Vendor will also develop the System Integration Test Plan based on the requirements and detailed design. The test plan will be comprised of test cases that exercise system functionality, and test and verify application business rules. Test cases will be comprehensive enough to exercise reasonable permutation of scenarios, including data entry, system interfaces, and system outputs. The System Integration Test Plan will designate the expected results from a user interaction or system output perspective. The expected and documented results will confirm whether the software complies with the functional requirements and detailed design. Upon the completion of development activities, the Vendor will execute the System Integration Test Plan using test data. Test results will be recorded, and defects will be tracked in a central repository and prioritized for remediation. Task 5 Deliverable — System Integration Test Plan with Test Results The System Integration Test Plan with Test Results deliverable will be comprised of the following: Test case number O Test case description with traceability back to Functional Requirements document for requirement(s) tested O Test case execution steps Test data 63 Expected outcome a Actual outcome Date(s) of test execution e Defect(s) identified and associated defect tracking number(s) Preliminary Acceptance Milestone Task 6 Conduct Trainin In this task, the Vendor will conduct training for ILJAOC for the Probable Cause Declaration process and Solution Framework components. The Vendor will utilize a "train the trainer" approach by conducting training for a small group of resources to be identified by ILJAOC and /or the three (3) participating justice agencies, who will in turn be responsible for training the rest of ILJAOC /justice agency users. Two types of training sessions will be conducted: end user training for general users, and administrative training for administrative users. End user training will focus on day -to -day usage of the system by end users to initiate and service Probable Cause Declaration transactions, while administrative training will focus on performance monitoring and reporting of such transactions, and the administration of end user access. The Vendor will conduct a total of three (3) end user training sessions, and two (2) administrative training sessions. End user training sessions will be up to four (4) hours in duration and administrative training sessions will be up to 16 hours in duration. The Vendor will deploy the required software for training to the Test environment, and utilize the System Integration Test Plan as in -class user training material. Training will involve instruction on how to exercise system functions, and will be conducted in the environment with either extract of production data, or test data that closely mimics production data. At the conclusion of training, the Vendor will document training results in terms of number of people trained, number and dates of sessions, and any issues reported during training sessions. Task 6 Deliverable — Training Results The Training Results deliverable will be comprised of the following: Number of sessions held Date of sessions held Training participants Issues identified during sessions Task 7 Conduct User Acceptance Testin In this task, the Vendor will provide support to ILJAOC for user acceptance testing for the Probable Cause Declaration process and supporting Solution Framework components. ILJAOC and the three (3) participating justice agencies will provide necessary resources to execute user acceptance testing in the Test environment, document test results, and report defects found within a period of five (5) days. ILJAOC will utilize the System Integration Test Plan to conduct user acceptance testing, and record defects in a central repository for prioritization and remediation. Task 7 Deliverable — User Acceptance Test Results The User Acceptance Test Results deliverable will be comprised of the following Actual outcome Date(s) of test execution Defect(s) found with associated defect ID in defect tracking repository Provisional Acceptance Milestone Task 8 Deploy and Go -Live In this task, the Vendor will deploy the software containing the Probable Cause Declaration process and supporting Solution Framework components to the Production environment within one (1) week following the completion of user acceptance testing. Upon the completion of production deployment, the Vendor will conduct a one -day site visit to each justice agency participating in Pilot Phase rollout to verify on -site access and execute a subset of test cases in the System Integration Test Plan. If no errors are found, the Vendor will perform production cutover. Task 8 Deliverable — Production Go -Live The Production Go -Live deliverable will be comprised of the following: Deployment of the Probable Cause Declaration process and Solution Framework components to the Production environment 65 Verification of software deployment through successful execution of a subset of User Acceptance Test Plan test cases on -site at participating Pilot Phase agencies Production cutover Note: ILJAOC may choose to roll out the probable cause functionality to additional jails and initiating agencies at its discretion without additional involvement of the Vendor Task 9 Provide Warranty Post - Implementation, and Hourly Support In this task, the Vendor will provide the following warranty, post - implementation, and hourly support: Six (6) month warranty period will commence upon Production Go -Live of Pilot Phase. The warranty will cover the remediation of known configuration and customization defects based on the approved Probable Cause Declaration Functional Requirements Document and Probable Cause Declaration System Design Document during the warranty period. Effort spent correcting such defects during the warranty period do not deduct from the numbers of hours provided in the post - implementation support and hourly support tasks described below. Any modifications not performed by the Vendor during the warranty period will invalidate this warranty. This warranty does not cover defects in any third party products Post - implementation support (not to exceed 160 hours) will be provided within the first month of Production Go -Live. The post - implementation support will encompass infrastructure support, tuning, and production support to users. Hourly support, consisting of eight (8) hours per month for a period of one (1) year, will commence upon Production Go -Live. Consumption of these hours will be in full -day increments for on -site visits, and 2 -hour increments for phone support, with scheduling subject to staff availability. Based on subsequent Work Orders occurring concurrent with the Hourly Support period, support terms may be revisited jointly by the Vendor and ILJAOC. Unused hours may be rolled over month -to -month within the one (1) year support period. Support hours may be utilized for production maintenance, post - warranty defect corrections, other issues, or enhancements to the system. At the conclusion of the one (1) year support period, support may be renewed on an annual basis under terms and conditions to be agreed on between the Vendor and ILJAOC. Support under warranty, post - implementation support, and hourly support will be provided during regular business hours, defined as 8 am to 5 pm, Monday to Friday, excluding County holidays. [:Y:i Final Acceptance Milestone Task 9 Deliverable - Warranty. Post - Implementation, and Hourly Support The Warranty, Post - Implementation, and Hourly Support deliverable will be comprised of the following: o Six (6) month warranty period. C One (1) month post - implementation support. o Hourly support, consisting of eight (8) hours per month for a period of one year. Task 10 Conduct Phase 2 Implementation Planning In this task, the Vendor will work with ILJAOC to conduct implementation planning for Phase 2 as follows: o Define Phase 2 project scope based on ILJAOC funding and operational priorities, including: - List of application(s) - Participating justice agencies - Scope of services and list of deliverables - External interfaces Project timeframe o Develop detailed Phase 2 Project Plan with tasks, start and end dates, resource estimates, task dependencies, and deliverable milestones. The Vendor will generate a Phase 2 Work Order based on findings from Phase 1 implementation. Task 10 Deliverable - Phase 2 Work Order The Phase 2 Work Order deliverable will include the following: G Phase 2 project scope defined as follows: List of application(s) Participating justice agencies [low Scope of services and list of deliverables External interfaces — Project timeframe Detailed Phase 2 Project Plan with tasks, start and end dates, resource estimates, task dependencies, and deliverable milestones. .: REQ — Requirements This document outlines the various requirements for the JHSICP solution to be provided to the members and clients of the Integrated Law and Justice Agency for Orange County (ILJAOC). The requirements have been developed to enhance the efficiency and effectiveness of the various transaction processes of the justice agencies. In some cases, however, the requirements may be subject to change. The right to make changes to the requirements is at the sole discretion of ILJAOC. Requirements consist of four sections as follows REQ 1 — General REQ 2 — Functionality REQ 3 — Applications REQ 4 —Technical Business Problem The justice agencies in Orange County, California (as in all jurisdictions to one degree or another), have an immense number of cross agency information interactions. They range from very formal interactions such as filing of a criminal complaint or acquisition of a search warrant to very informal communications such as a checking status of a case, a request for supporting information for an application or a copy of a police report for follow up action. The common attributes of all of these interactions are that they require a significant amount of time by both the originating and destination agency staff, the audit trail for requests and the information provided is weak to nonexistent and information is routinely requested, accessed, and provided multiple times (often to the same agency). A system is required that at its highest levels does the following: o Facilitate automatic transfer of information requests, response information and filings between agencies O Track the status of information and service requests Notify personnel and agency specific systems when a status is changed or a service request is made © Provide an audit trail for service requests and information provided .• m Provide an archive for documents that are likely to be required in the future by agencies other than the primary custodian of the document (for some applications only) Supports addition of new information transfer transactions and the supporting workflow Transaction Types There are a broad range of potential inter - agency transactions that could be moved to an automated system. However, the fact that it could be moved to such a system does not mean that it should be moved to such a system. In many cases, transactions are best completed manually due to any number of factors such as the security required or the level of interaction required by the parties during the transaction. Preliminary indications are that the following are the transactions judged to be most desirable for implementation in an automated way in the early stages of the Orange County implementation. It is expected that, over time, additional applications will be identified for implementation on the system. Criminal Complaints (Law Enforcement to Prosecutor). The Directions for Complaint form and supporting police reports should be sent electronically to the prosecuting attorney for their initial review and when appropriate, that individual will electronically file the case and make it available to the appropriate parties for the preparation of a Criminal Complaint and eventual hearing. Rejections or requests for additional information on the part of the reviewing prosecutor should also be supported as part of the system. o Criminal Complaints (Prosecutor to Court). The District Attorney and the Court have already implemented a system where the base complaint information is sent to the Court electronically. This interface will be enhanced by the District Attorney and the Court independent of this project. The City Attorneys that undertake criminal filing will (again, independent of this project) establish their own interface to the Courts to perform this function. Electronic Evidence. Currently, a number of agencies are utilizing the ability to store different types of evidence utilizing electronic media (e.g., digital photos, digital video and audio recording, etc.) and transferring them via CDs or DVDs. The JHSICP could provide the ability for law enforcement agencies to upload the electronic evidence into the system and have it transferred electronically to the DA for inclusion in an electronic case file for subsequent filing or for discovery purposes. 70 Discovery Requests. Currently the justice agencies are allocating a significant amount of resources to process the discovery requests (copying and re- copying documents to comply with the multiple discovery requests that could be made). It has been estimated that a large number of documents which are part of the original Court package have to be duplicated multiple times in response to requests. This documentation and electronic evidence will be either transmitted to the Public Defender or potentially a private defense attorney. In some cases discovery files may be placed in a repository to be made available to the defense attorneys (at least the Public Defender), when authorized by law or directed by the DA or Court. As additional evidence and reports are acquired and prepared, they can be transmitted to the appropriate party by the prosecutor or added to the repository for access by the appropriate parties if the information is deemed by the prosecutor or Court as discoverable and suitable for inclusion in a repository. o Traffic Citations. As agencies deploy electronic citations systems, the data associated with those citations should be sent through the system to the Court for processing. o Crime lab results. Overall, the requisition for crime lab tests are primarily paper based, using mail or fax between the local law enforcement agency and the County Crime Lab, with results for such tests as drug or alcohol being available online. The solution should allow for filing of requisitions for crime lab support, tracking the status of requests and routing of results back to the investigating agency electronically. If the crime lab results are deemed discoverable, they will then be made available as part of the original electronic case file, to be viewed by the appropriate agencies. o Warrants. The arrest warrant is issued by the Court once the judge has been shown a signed affidavit showing probable cause that a specific crime has been committed by the defendant. A search warrant is written and issued by the Judge to authorize law enforcement to search the person or location for evidence of a criminal offense and seize the evidence. Currently, both processes are paper -based with opportunities for electronic processing. Different issues arise with arrest and search warrants, but the system should allow for the filing of requests for both types of warrants as well as the review and granting of the warrant by the appropriate judicial officer at the Superior Court. Juvenile Referrals (Law Enforcement to Probation). The process of referring a juvenile offender to the Probation Department mirrors in many ways the filing of a criminal complaint with the District Attorney. The filing of these cases to the Probation Department should be automated along with the disposition reporting back from the Probation Department. 71 o Other transactions. A number of other transactions have been identified during the course of this project which may eventually be electronically processed and /or are being addressed in other County -wide initiatives. These other transactions include Probation Department documents such as Adult Investigation Reports, Adult Field Supervision Reports, Adult Financial Reports, Parental Reports, Pre - Sentence Reports, and Violations, and other information such as pre- booking info to jail, disposition information to jail, disposition information to originating agency, and Emergency Protective Orders. REQ 1 — General The following requirements apply to the JHSICP Solution in general REQ 1 -1 File Documentation Integrity The respective case file housed within the solution is not to be directly accessed by unauthorized personnel within the justice agencies. The intent is that each case cannot be accessed, unless authorized, based on where the case is in the process, and that each case is free from deliberate or inadvertent unauthorized review or manipulation. Additionally, the currency and integrity of the case files is a key requirement as it moves across the process of review and approval. Depending on the type of case, the filing of them may be a dynamic process (requiring interaction between agencies which involve updating case files with supplemental information). Vendor solutions must address how case file currency and integrity is maintained as it is reviewed in the system. REQ 1 -2 Information Ownership The source documentation will originate from a variety of agencies, depending on the type of transaction. Ownership and control of information pertaining to criminal cases is of paramount concern. The prosecuting agency is responsible and must have control of the information flow from the originating law enforcement agencies to the prosecutor and then from the prosecutor to the court. The prosecutor also must control the flow of discovery information to the other parties on the case. REQ 1 -3 Standardization The user interfaces for the different components that make up the application should maintain a standard look and feel. This includes standard buttons such as save, export, copy, paste etc. whenever these buttons are applicable. The web user interface should operate using standard web functionality that is familiar to most users. rY% REQ 1 -4 User - friendly and overall usability Any new solution that is implemented should support the current business processes to the extent possible, and have functions that are easy for the approved users to access, navigate, maintain, etc. Further, the vision for the use for the solution is to provide one centralized electronic -file repository so the appropriate agencies with approved access may view, download, and append the original and unique case file when necessary. REQ 1 -5 Be Web -Based The solution will be accessed by many different agencies. Thus, the new solution should have minimal impact on the current infrastructure and applications being utilized by the respective agencies, be useable across multiple agency networks and interface easily with existing systems. REQ 1 -6 Ability to interface with existing systems The solution provided must be built on modem architectures supporting broad standards. The applications and infrastructure technology should be as current as possible in order to maximize the expected duration of industry support. While building for future expansion, the applications must also support operations for the foreseeable future at participating agencies with legacy environments that include lower bandwidth and other dated technologies. In particular, the solution must integrate with the case management system at the District Attorney's office. REQ 1 -7 Support the laws in place related to case filing The solution must consider and support the applicable federal, state, and local laws corresponding to the filing of criminal cases surrounding processing times, purging, security, access, privacy, etc. REQ 1 -8 Enhanced tracking and accountability The system should facilitate increased case file tracking in order to limit the misplacement of documents and other information. This intent is to increase the accountability with the overall goal of making the process more efficient and effective for all participating agencies (to save time and money and enhance customer service). REQ 1 -9 Designed to expand in the future The system should be designed and developed to have the capacity to grow in terms of both the volume of criminal case filings processed in Orange County and the types of transactions and applications which could lend itself to electronic transference. 73 REQ 2 — Functionality The following requirements apply to the functionality of the JHSICP REQ 2 -1 Information Transport The solution must support the ability of a criminal case file to be electronically transferred from the originating agency into a prosecutor's system for review. Additionally, the solution must support the ability to transfer items such as digital photos, digital recordings, etc. When necessary (e.g., case information is to be provided to the Public Defender), the solution should have the capability for electronic transfer of documents copied or "burned" onto a portable CD. REQ 2 -2 File Repository The solution may include an electronic data repository for holding a record of some or all transmissions through the system. Any repository must be organized in a standardized way in order to be easily located and viewed. Data in any repository must be accessible only by the owner of the data, the originating law enforcement agency and other parties specifically allowed by the data owning agency. REQ 2 -3 Document Input Modes The workflow engine will accept input data, information, and / or documents in the following ways. Direct Entry - Some documents such as service requests will be entered into a form made available directly in the workflow engine (e.g., Direction for Complaint information) Scanning — Documents may be scanned at an originating agency directly into the system. Upload — Electronic files from a disk, flash drive or network may be uploaded to the system Interface — Some agency systems will interface directly with the workflow engine and documents will be transferred through an electronic interface from those systems. REQ 2 -4 Filing Compilation Once source information is input into the system using the selected application, along with any scanned or uploaded documents (as attachments), the user (generally at a law enforcement agency) must have the ability to compile a set of 74 documents (potentially input through diverse input modes or extracted from the repository) into a single package for routing to or filing with the destination agency. REQ 2 -5 Redaction The solution must have the ability to not only carry, and potentially store, the original copies of the criminal case filing, along with any supplemental information, but also have the capability to support either scanned, redacted copies, or copies which could be redacted electronically when such documents are to be disseminated to other than the intended recipients of the original document. As such, other approved recipients must be able to access the file, but only the section of the file containing the redacted documents. It is likely that Police Departments may commence redaction of documents. The assigned prosecutor is ultimately responsible for the redaction and so they will need the ability to reopen the redaction functionality and redact additional material prior to sending it on for filing with the Court or discovery purposes. In many cases the prosecutor will take on all responsibility for redaction. REQ 2 -6 Forms Development The solution must include a police reporting capability in order to capture the necessary information usually captured in a typical crime or police report. REQ 2 -7 Adaptability Over time, the solution must have the capability to extend the ability of electronic transfer and storage for transaction items other than the typical Direction for Complaint, police report, and basic supplemental reports. These transactions may include, but are not limited to the following: o Discovery Requests C Evidence Warrants o Probation reports G Others REQ 2 -8 Imaging The solution must be able to receive, transfer, and store imaged or scanned documents from various sources, including copier scans, typical scanning machines, Laser Fische documents, etc. Depending on the type of imaged 75 document, it would be uploaded or appended into the electronic file in the appropriate "tab" within the file. REQ 2 -9 Workflow The system must support establishment, editing and creation of additional automated workflows. These workflows shall be specific to an application and shall allow for transactions (depending on their type) to be routed for action to one or more central agency receipt and processing points or to a specific individual. When the person with the responsibility of completing the workflow tasks logs into the application they should be presented with the list of tasks that require processing. Where a task in a workflow is assigned to an individual at an agency, a "supervisor" level monitoring screen shall be included where supervisory personnel can monitor the status of each person's outstanding tasks. REQ 2 -10 E -Mail Notification The solution must include an e-mail notification sub - system capable of communicating from the originating agencies to the appropriate personnel at the recipient agencies that some type of action happened which requires attention. While not the default notification system for all transactions, this functionality is likely to be used as an adjunct to the core workflow capabilities of the application. It will likely generally be used to send courtesy or advisory notices to individuals assigned to specific cases. For example, when the crime lab completes testing of an evidence sample the results would be electronically transmitted to the originating law enforcement agency and potentially to the DA's office (in the event that the case has been filed with the DA by this time). The records departments at both the DA and the law enforcement agency would be alerted that new information is available on the case through an interface to their case or records management system. In addition, an email would be generated and sent to the investigator who originally requested the test result as well as the deputy DA assigned to the case advising them that testing is complete and results are available for their viewing. REQ 2 -11 Status Tracking The solution must include functionality that tracks the status of service requests and cases. Where a request has been made or a filing initiated through the system, users should be able to go to a status screen for that transaction and see status information routed from various agency systems or input directly by users. It is intended that interfaces from the Prosecutor's and Court's case management system will transmit case status and staff assignment information back to the workflow platform for criminal case processing so that no manual status setting is required in the workflow system by staff from those agencies. 76 There will likely be a need for manual status updating in the workflow for some other applications. REQ 2 -12 Case Management The solution must contain multi- agency case management functionality, including the ability to track status of cases, including the automatic notification of receipt. Toward this, each case should have a standard face sheet which provides the status of the case (for example, if the case has been assigned, and to who it was assigned). An agency with appropriate access should be able to enter in a case number and view this information. REQ 3 — Applications The following are examples of the types of applications which the integration solution must support: o Probable Cause Declarations Criminal Case Filings Electronic Evidence Discovery Requests Traffic Citations Crime Lab Results Warrants Juvenile Petitions Only Probable Cause Declarations, Criminal Case Fillings and Traffic Citations are to be implemented in the first phase of the project. The first section discusses one of the primary transactions for the solution which is the criminal case filings and its related documents. REQ 3 -1 Criminal Case Filings Overall, the filing of criminal case files is paper, data entry, and time intensive, involving the copying of multiple documents and the manual delivery of packages from the law enforcement agencies to the Prosecutor and the Court, including the manual return of packages to the originating agency when necessary (for case follow -up, etc.). In 2006, over 78,000 cases were forwarded to the District 77 Attorney (and City Attorney) for review from the law enforcement agencies, which include nearly 22,000 felonies. The current process for the filing of criminal cases from law enforcement agencies to the District Attorney is summarized below. Law Enforcement The following points summarize how crime reports are generated and prepared for filing. o Crime report generated. Currently, the law enforcement agencies utilize various ways to complete their crime reports, including hand writing in the field, dictating them with accompanying transcription via private contract, typing in the field or station, etc. o Crime report reviewed. Once an officer completes the crime report, it is then routed to the Watch Commander for review and approval o Investigations /Detective processing. The criminal complaint information is then routed to the appropriate investigations /detective personnel (e.g., property versus person crimes) to "build the case" and gather the appropriate documents for the Court. o Records processing. Personnel in the records section then process the crime report, including the necessary data entry into their respective Records Management System, copying, scanning, and routing. o Court Package creation. Personnel in the records section then develop the Court package for felony (in- custody and out of custody) and misdemeanor cases needing to be reviewed by the Prosecutor. The Court package will typically include the Direction for Complaint, the crime report and other supporting documents, such as the arrest/booking report, DMV records, etc., including the criminal histories of any arrested suspects. Three copies of Court Packages are produced. Once the package is complete, the records personnel will make three copies of the package (1 copy for the Prosecutor, 1 copy for the Court, and 1 copy for the defense). Delivery to the District Attorney. The copies of the Court package are "walked over" by a PD personnel (e.g., Court Liaison, Cadet, etc.) and submitted to the appropriate filing Deputy District Attorney by the deadline depending on the type of case. W District Attorney Once the law enforcement agency creates and produces the three copies of the Court Package, it is then routed to the District Attorney for review of felony and misdemeanor cases, both in- custody and out -of- custody. Court Package is received by the District Attorney. The assigned Deputy District Attorney receives the filing and reviews the Direction for Complaint, crime report, RAP sheet and DMV in order to move ahead with the complaint. Data entry and processing. Once received, the clerk will enter the appropriate data into the DA's case management system, which is used to create a Complaint. The Complaint is reviewed by a Deputy DA and once approved, it is e-filed with the Court to populate the necessary information for their respective Vision System, along with the appropriate routing of the paperwork in order for the Court personnel to make a folder and process. If approved, the Deputy District Attorney will make hand - written notations on the Direction for Complaint and forward the package to a clerk for processing. The clerk will produce multiple copies of the complaint and the supporting documentation and route to the Court for "out of custody cases." Routing back to originating agency. Once the data entry and processing is complete, the clerk may provide copies of the complaint to the originating agency for the Court filing. If rejected or refused, the Deputy District Attorney will make hand - written notations on the Direction for Complaint and route back to the originating agency for action. Court Once the package is approved and processed by the DA, it is routed back to the originating agency for action on in- custody or warrant cases, otherwise, the DA clerk will file the complaint with the Court:. Filing to the Court. Once the complaint documents are provided to the originating agency by the District Attorney, the DA clerk will type up a transmittal letter and submit multiple copies of the complaint and the RAP sheet to the Court window for processing. Court receives the filing. The Court will receive the paperwork, date stamp the documents and create the case folder, which is now ready for case initiation. 79 Court initiates the case. The Court personnel will input the information into the database and assemble the paperwork. Depending on the type of case (Here to Appear, Rush, Future Hearing Date or Warrant, etc.), the case will be forwarded to the corresponding desk. Package is ready for Court. The Court file, which includes copies of the complaint, the minute order and any other supporting documents, is filed and /or delivered to the courtroom for the respective hearings. Disposition. The judge makes a ruling on the case, the defendant completes any necessary paperwork, remains or is sent to jail, terms and conditions identified, the Minute Order is updated, the disposition is entered into the Courts' case management system, as well as electronically reported to the Department of Justice (with a hard -copy report back to the law enforcement agency). City Attorney For some cities (i.e., Anaheim), in- custody and out -of- custody misdemeanor cases are filed directly with the City Attorney for processing, including those felony filings the DA did not pursue, which could possibly be prosecuted. Although the process is similar in some ways to the felony case filing at the DA, the following points summarize the City Attorney process: City Attorney review and processing. The City Attorney's Office personnel are more closely integrated with law enforcement staff, including having their personnel review cases with investigators at the police departments, in hopes of determining which cases meet the threshold for filing. If appropriate, cases are then routed to the Court. Development of Court Package. Cases are processed by City Attorney and Court Liaison personnel located at the Court, where the complaints are typed up and the cases are assembled for filing. Filing to the Court. Once City personnel assemble the cases, the documents are submitted to the appropriate Court window for processing. Currently, the City Attorney does not electronically file information directly to the Courts. Additionally, each of the involved agencies has their respective internal policies and procedures which also involve data entry, case management, copying of documents, and manual routing. Primary Elements of the JHSICP In general, the primary elements of this electronic case filing solution include the following: all o One hard -copy of Court Package. The law enforcement agency could produce 1 master copy file for their internal records once the internal process is complete for developing the case and Court package. o Court Package is input or scanned, imaged, and centrally stored. The law enforcement agency should have the ability to input the Direction for Complaint information directly into the application and attach the scanned and imaged supporting documents (i.e., police report and /or redacted police report, RAP sheet, etc.) to be bundled into an electronic file and transferred to the prosecuting agency case management system. At this point, an individual Court Package that is transferred from the law enforcement agency to the prosecutor must include: - Direction for Complaint (data and image) - Police Report (image) - RAP sheet (image) - Booking information And may include: - Police Report (data) - Redacted Police Report (image) - DMV History - Supplemental information (image, digital media, etc.) m Electronic filing. When appropriate, the case will be filed by the prosecutor to the Court. At this point, an individual Court Package that is approved and filed with the Court by the prosecutor should include, at a minimum: - Complaint (data and image) - RAP sheet (image) Booking information And may include: - Redacted Police Report (image) DMV History Protective order(s) M - Other supporting information Supplemental information appended to electronic file. The originating agency should also have the ability to append the original case file with supplemental information as necessary for review by the DA, and if deemed appropriate, supplemental case information will be made available in the solution to the appropriate agencies. With the ability to electronically file cases with the DA, the potential impact could be less paper copies and hard -copy storage, less staff time required to "courier" the Court packages to the various agencies after processing, less data entry, increased accountability for tracking and record keeping (especially during the discovery process), and overall enhanced timeliness and effectiveness. Law Enforcement to District Attorney Process Flow Given this overall concept, the following flow chart provides the overall business process which would result from implementing an electronic case filing solution, including how the filing flows between the separate agencies: Lnw Enlon:nmem Ina:gmtion SolulLin I I Di:titl AM-," G,pn scan 1 Geaie � Smn_I ReporK• Upload Raimn In p+1 QCCS AiRCir iIUCG Stan Crease AFC ibme EnU 6R� 15 PaGa L I Rqww mua Cesr Y. U roa CFC. Sztp37rarhin9! I Mesa. r;�ngi A wieg _ Rcnc¢: - �.. Resiew - tlpra _ IJ' 1 4 r/v' A`s'9n Cam /�, a cas Y "ice numoet '' II J rzmylo��SSM .0 Requrstl - Compose Gnna18Ln1 CrmyLinl - AsSyn DA = - -- - File COrnplaim� CUUM1 455gP C&>E ca'.A S:Ws L f�nLi I' DISOa41ioU Races ^I Numeer TracaN avnrc ly As shown above, the process begins with the generation of the police report by the law enforcement agency, which will involve the agency scanning and uploading the crime report in preparation for electronic submission to the District Attorney. The solution will include the creation of the Directions for Complaint and importing of any other documents and reports associated with the respective case. The package will be electronically bundled and submitted by the law enforcement agency to the District Attorney for initial review and approval. If and when approved, the DA will then electronically file the case with the court for processing. The solution should include an electronic notification system which allows the originating agency to verify the receipt by the recipient agency. If the Filing Deputy District Attorney approves the case, it will be assigned a number and the complaint will be composed for filing with the Court, who will then create a new case and number in order to be ready for the hearing. If the Filing Deputy District Attorney advises that the case requires additional 1.193 information or is "flat out' rejected, the case is routed back to the originating agency for action. (Either the agency will decide to pursue the case by developing supplemental information, will resubmit the case through an alternative prosecutorial channel (City Attorney where applicable) or will discontinue moving forward with pursuing the case). If the agency decides to provide supplemental information (per the DFC), additional information should then be transferred to the DA and notification sent to the case status engine that the case has been updated. The Direction for Complaint is a standard District Attorney form which is utilized by the law enforcement agencies. The form is made available to the law enforcement agencies in a PDF format which can either be typed into, printed out and hand written or typed. This 2 page form is essentially the "face- sheet' of the Court package which is developed and produced by the law enforcement agencies to be filed with the appropriate Filing Deputy District Attorney, and provides the following types of information: ® Defendant information such as Citation #, Arrest Date, Driver's License #, Address, and other demographic and historical information 9 Charges, Enhancements and Factors in Aggravation including the Count, Code and Section #, CMS Form #, Victim Name, Property, Drug, DUI Test/Result, Etc., Enhancements /Factors in Aggravation Prior Convictions including Prior Section #, Crime Convicted of, Conviction Date, Court, State, County, Case #, etc. Complaint Data — Filing Deputy District Attorney including Case Description Refusal and Details information Officer Witness information Crime Lab /Coroner's Office Witness information e Civilian Witness information The solution must include the ability to electronically transfer this Direction for Complaint form and have a designated and standard position within the electronic file folder to be easily reviewed, retrieved, and retain the ability to be completed on -line by the respective agency. The system must also have the ability for the owner(s) of the data (the law enforcement agency and or the prosecutor) to restrict access to specific pieces of the data package in transit or in a repository. Only the pages of data designated by the sender can be sent on to the next agency for processing and documents and data on a file must be protected from unauthorized access. Law Enforcement to City Attorney Process Flow Given this overall concept, the following flow chart provides the overall business process for the City Attorney which would result from implementing an electronic case filing solution: II Law IErlomxmenlJ 11 f,:eate Roviextenh Create Report CiA �. -` '�w joint Su6mia �J•�. �� Ili I can RelaPlsl -Y -- Realms s -- -_ IIY,egmPOn Solution � I 1 �OC3 J I BRepm (VIaCT L)Da p Vackage $taILS T!adI .g I pea :gLm /alerting OA RejmOea e- FIIe assa:hOtcA - -- °• R4 ^CemFl�n: , r I Remipl A55iyn W � CA ReAw., sue Caw kig n Case N�umoer C.1y AnO new III [ L Court Assign Cace Rc:ei ' Nem;rz: �6� � _ C.re S.unia ��_ 72cNi+ ens � ry�1iO11 As shown above, the process begins with the law enforcement agencies creating a report for a misdemeanor charge. These misdemeanor cases are reviewed by the City Attorney in order to determine to move forward with a complaint. If the City Attorney decides to pursue the case, an attorney and case number is assigned, and complaint information is entered into the electronic - filing solution by law enforcement personnel (e.g., Court liaison, detective, etc.), at which point law enforcement personnel scan and upload the supporting documentation. The City Attorney prepares a complaint and this document is uploaded and combined with the supporting reports from the police department. This case is then electronically assembled and filed to the Court for processing. Additionally, the City Attorney will handle cases which the District Attorney rejected (through automatic electronic notification. With these cases, the Direction for Complaint, police report, and the supporting case documentation have already been electronically bundled and are housed within the electronic- [M filing solution. The City Attorney will review the documents with the Police Department staff and determine if it is feasible to pursue the case. If the City Attorney decides to pursue these cases, a misdemeanor complaint is processed along with the electronic files, and then filed to the Court. During design, it may be found that two repositories are required to support any needs for separating information before it is released by the prosecutorial agency to other parties. Fundamentally though, all case related information shall be sent to the prosecutorial agency assigned to the case prior to release to any other agency. The prosecutorial agency that owns the case shall make the determination as to whether the information is discoverable or needs to be released to another party and then shall take some action in the system to actually make that information available to parties other than the prosecutor and the originating entity. Filing documents from the originating law enforcement agency would always be stored in the integration system repository. Once a case is accepted by a prosecutor, that prosecutorial agency would store its own copy of the case documents in its own repository/ filing system and may supplement those case documents with new documents forwarded from the originating agency or originated by the prosecutor. The prosecutors copy of the case documents becomes the official case record and dissemination of information on the case will be undertaken and controlled by the prosecutor from that point forward. The system must also have the ability for the owner(s) of the data (the law enforcement agency and or the prosecutor) to restrict access to specific pieces of the data package in transit or in a repository. Only the pages of data designated by the sender can be sent on to the next agency for processing and documents and data on a file must be protected from unauthorized access. REQ 3 -2 Electronic Evidence In addition to the electronic criminal case filing documents, the solution must have the capability to also process electronic evidence (such as digital photos, digital video recordings, audio recordings, etc.), including retrieving electronic copies of evidence which may be part of the original case file, or later appended into the file as appropriate. Once reviewed by the Prosecutor and if deemed discoverable, (note that no decision has been made at this point to allow private defense attorneys access to the system) the Prosecutor can transmit to the appropriate defense attorneys. Overall, the solution should have the ability to transfer and store these items once they are converted into a digital recording or image by law enforcement agency personnel. These items should then be uploaded into the system and routed to the prosecutor as appropriate. The following chart summarizes the process for electronic evidence: M. The system must also have the ability for the owner(s) of the data (the law enforcement agency and or the prosecutor) to restrict access to specific pieces of the data package in transit or in a repository. Only the pages of data designated by the sender can be sent on to the next agency for processing and documents and data on a file must be protected from unauthorized access. REQ 3 -3 Discovery Requests Typically, the defense makes a discovery request to the Prosecutor (which lists the items needed in order to properly defend the case), who then forwards the request to the respective law enforcement agency for compliance. The law enforcement agency will then gather and duplicate the necessary information (e.g., crime reports, supplemental reports, evidence such as photos, recordings, etc.) and will then package that information to be directed to the prosecutor for review, compilation with additional materials and subsequent distribution to the original requestor. M The following chart summarizes the electronic handling of discovery requests: Law ^ Enforcement, / 51'" ��ILw Ipicnnaum _ ScVnle "mmul _ r• ' ` Raq�m�ro � - bti,,n"mind ....... f Integration $olUgon — � rmmn Dols i CCprpLP Gpcl F ra I. ¢MSlbr)' -r I pwu : .W br Cmnc ^,IS Rbprars Par.:egr. Rer I IAessnppg iPjlEnirg Prosecutor I � I y �, Rp+ievis o:iyir• Jl� 2eC4Pap doll PIC rOtKdn1W $JppIP.Inp::IJI Recebu Rq., DGiEICb 1nlINrndJ� �:aw i;'(yladlgrr R.Cllcl 1 Defense ra0utnc U1.to11 .ry RO•'O� y;.pyl Inlomd4an. -1:1," ReCUe•1 Upon Receipt of a discovery request the prosecutor would determine if they require additional information from the originating law enforcement agency or whether they can fulfill the request from within their own files. Upon receiving a request from a prosecutor, the law enforcement agency would determine if they possess any additional evidence beyond what is already included in the case file in the integration system repository. Supplemental information from the law enforcement agency would be uploaded to the integration system repository and then sent to the prosecutor's system where the master file would be updated and a discovery package compiled for sharing with the requesting entity. At this time, the intent is that Discovery transactions between the prosecutor and the defense attorneys will be handled outside of the JHSICP solution. The transaction between the prosecutor and the law enforcement agency would be handled within the JHSICP system. Direct interfaces between the prosecutors and the Public Defender will be established outside of the project. REQ 3 -4 Traffic Citations This section outlines the various requirements for the electronic traffic citation solution(s) to be provided to the Integrated Law and Justice Agencies for Orange County (ILJAOC) for the processing of moving violations between the law enforcement agencies and the Courts. The traffic citation requirements have been developed to enhance the efficiency and effectiveness of the ticket :: issuance process. This information is based upon site visits and discussions with the law enforcement agencies, the California Highway Patrol, the Sheriff, and the Court. Current Traffic Citation Process Overall, the processing of traffic citations is primarily paper based, involving multiple points of data entry. Currently the officer creates a hard copy citation which goes through internal scanning and data entry processing before being sent over to the Court. Once the appropriate information is entered into the local law enforcement system by their respective personnel, the Court copy is then submitted as appropriate. Subsequently, the Court is utilizing vendors for the scanning and imaging of the citations, as well as the data entry for uploading necessary information into the Court Management System. Currently, the Court is processing over one -half million citations per year and has dedicated personnel for quality control of data entry. The processing of traffic citations is summarized in the diagram below. Hard -Copy y Hard -ropy_ HardCopy_ Gtations Citations Citations citati n Data ` Data File Images Envy -- - Law Enforcement The following points summarize how traffic citations are typically processed within the law enforcement agency: Law enforcement officer issues a pre - printed paper -based citation to the offender, writing in the demographic information, the driver's license number, the citation, location, etc., and includes the Court appearance d ate Citations are in triplicate, with one copy going to the offender, one copy for the law enforcement agency, and one copy for the Court :• The law enforcement officer routes the citation for data entry by the records clerk into the information management system (e.g., Crossroads, RMS, etc.) Citation is then sent to the Court for processing Court Once the Court receives the package of hard -copy citations: o Citations are then sent to vendor for scanning and imaging Images of the citations are then sent to a vendor for data entry G Files are then sent to the Court for the automatic uploading of the pertinent data into the Courts' case management system Citations with errors are routed back to the originating agency for correction and re- submission Overall, the current process involves considerable data entry and review by officers in the field and administrative staff in the law enforcement traffic and records divisions. The proposed solution will help automate the traffic citation data collection and entry, and significantly reduce the data entry error rate, based upon the quality of the source documents produced and the skill set of those entering the information. Electronic Citation Concept With the electronic solution, the appropriate data could be obtained in the field by the law enforcement officer (by a citation system provided by another vendor), which would then electronically transfer the necessary information into the Court's information management system in preparation for the Court hearing. The detailed process flow is outlined in a series of diagrams below. The system will need to make an initial determination as to whether the citation should be prosecuted as a misdemeanor based on some configurable business rules. Once it passes through this initial classification, it moves on to internal department review. Each department has two internal review points for citations. One is usually conducted by a Sergeant while another is generally conducted by a records clerk. Departments differ in the order in which these reviews are conducted and the system must support the review being conducted in either order. At any point in the process a reviewer must have the capability to change the classification of the citation between misdemeanor and infraction status and to route the citation back to the originating officer for correction. Where a correction is made to the citation, the system must make that correction on an amended citation form and that form must be attached to the original 4 citation file for processing and printed for mailing to the defendant by the law enforcement agency. Citations classified as infractions after the internal department review will then be routed to the Court for processing. Citations classified as misdemeanors shall be routed into the core integration solution. Someone at the department will complete the required directions for complaint and the additional documents required for processing the case as a misdemeanor and that case would be routed either to the appropriate prosecutor through the E- Filing Solution as any other misdemeanor or in some cases shall be directly filed by the law enforcement agency with the Court. Law Enforcement agencies in Orange County have independent agreements with their prosecutors that allow them to direct file some misdemeanor citations. Business rules vary between departments and must be configurable by department in the solution. The following diagram outlines the process flow for citations for those agencies that route their misdemeanors to the Prosecutor. Gta:un l� n Ucbaa u; t� T Pm Ciga:nni K Ilt6aflLa titUA Rd +'sx capup RENgx Cut MKCe.reana tnbymlTtn U-0m.a:ilar _ _ — _ d , I {pa JZ�?.GIYG, tAtl�n,I Dvec.: a_ -x Geacq UFt Re b Pa-I'r 9hMru I Ert. - 4i i _ -- N ___ _ SIaw9 Tr;.digSl F1n'ex hbl � Cmafe /Ua:a R6}iCITh'I �. fIVISUa / Y OFC �1A{Htllg j I Ubt b AlmmaV � JEeeaIPl UP RV +Inn n./'� - "a4mrt h4.._.�.! Rnnai ..�a�nx`• r A ^s yn l'nsn � M1V .LT I J_ - � Cr4'R'IY.a I H11FlPt! Cannia ^1. t CIlmIY.pllll -_- _ Cruel 1 - CNPtnat f IgnC �c Cex se lu lvCy al Cwn Hrt�iJPt Nu., aq. TmrAf IS 11i P m � I AnMt Panli� -r AcVl Glnllc.n Plpaaaa TlbR: J CAUNt PIbWYb ltaili[ l Rl Rpl LHxanl Coco z As with all criminal complaints, a slightly different process is followed where an agency works with their City Attorney rather than the District Attorney. That flow is outlined below. 91 Cnallon Upin3d to SYSIem U ¢ Agency RMS erond �. nrac ++tmo Infractim ilst U ?Re nea,es/ed'ns —• +/ +lew a 6Gne �istle:neanor •`0— vie« isaen+ean " ldisdemOanOr I I Law Enforcement Rena +s'wi:h Grease Submit Cily /Llny Complaint r Import Oocs 131ach Dos £:a,us g.aamgi C Repdns Pabngx McL°aging /Maniq E- Filing SObILW h� 1I File C'w�l p'leint I� ASSembled [ 1191 I Cily Adomep Recelm 4sslgn Case Assgn C ?. � Rumher iA Revive Pursue Gase9 I N— F.ntl I GOUd I Lr:Oor' � �6 a menlJ A54 n GdSe Q892 fJblp: ecel xlember Lackm Di OSlllcn liecei � +. n.,nlr Infrdtlldn C"'.0n P:OCB6s T: d1T!C Receq+l Case REQ 3 -5 Crime Lab Results Currently, law enforcement agencies make requisitions to the crime lab for testing utilizing a standardized form which can be downloaded (and faxed to the crime lab), in addition to the physical evidence being delivered to the lab. The requisition form currently cannot be manipulated or sent online. The crime lab will then prioritize and assign the test and submit the results to the originating agency when appropriate (either by hard -copy mail, fax, etc.). Test results currently are not available online for police agencies to review. The proposed solution should have the capability of viewing electronic versions of the crime lab results and receiving automatic notifications of when those crime lab tests have been completed. There is an opportunity to make the current process more electronic, including the law enforcement agency having the ability to send an electronic requisition to the County (with any physical evidence being transported as necessary, and then the crime lab having the ability to electronically send the results back to the law enforcement agency or having the ability to append the electronic case file with the lab results (with proper notification to the originating agency). The solution should have the ability to support this type of transaction. A The following chart summarizes the electronic handling of crime lab requisitions and results: As shown above, the law enforcement agency will make an electronic requisition via e-mail or online utilizing the County form and submit to the County crime lab (along with any physical evidence to be delivered). The crime lab will acknowledge receipt, schedule, request/receive physical evidence, and assign /conduct the test as appropriate, with the results being electronically sent back to the originating agency with an automatic notification and tracking via the solution workflow engine. The originating law enforcement agency can then review the results and append the original case file electronically with the necessary materials, with any notifications being automatically sent to the appropriate agencies that test results have been appended to the electronic case file. In the event that the case has been referred to a prosecutorial agency prior to the results being available, those results and the notification of the availability of results would be sent simultaneously to the prosecutorial agency and the originating law enforcement agency. REQ 3 -6 Warrants Currently, the process for a law enforcement agency obtaining either an arrest or search warrant is primarily paper or telephonic -based involving the completion of a probable cause declaration, affidavit, and /or other documents required to be reviewed by a judge. The judge will then apply his or her signature if there is probable cause for the warrant, and if there is a complaint on oath supported by an affidavit. Overall, an arrest warrant is requested by the law enforcement agency through the Prosecutor's (District or City Attorney) office, who then requests the warrant from the Court. If approved, the arrest warrant is granted and the warrant stored 93 in the Arrests Warrant Repository of the Orange County Sheriff's Department. Similarly for search warrants, the request is made by the law enforcement agency through the Prosecutor, who then requests the search warrant from the Court. If approved, the search warrant is granted directly to the law enforcement agency. The paper -based warrants are normally a single, paper document that is handled by the multiple agencies in the process. As a result, there are a number of associated issues, including the possibility of the warrant being lost or damaged, and the time required by police officers having to hand -carry warrants. The proposed solution should have the capability of supporting the electronic delivery and processing of warrants between agencies to reduce delays, errors, associated time and costs. The primary elements of utilizing the solution for the electronic transfer of warrants would include: o The law enforcement agency having the ability to electronically file the necessary documents (probable cause declaration, affidavit, etc.) with the original case files, which may include the rap sheet (DOJ record of arrests and convictions) being faxed accordingly. o Notification to the Prosecutor that a warrant is being requested and to review the pertinent information o The Prosecutor reviewing and sending the request electronically to the Court A judge reviews the warrant request to determine probable cause in order to approve and issue the warrant electronically to the case file (with possible utilization of electronic signatures) o The law enforcement agency is notified electronically and is able to serve the warrant .. The following chart summarizes the electronic warrant process. As shown above, the law enforcement agency requests a warrant electronically through the filing solution which is submitted to the Prosecutor for review. If additional information is required, the DA will notify the originating agency electronically for action. If no additional information is required, it is submitted to the Court for review and approval. If additional information is required, the Court will send notification for action. If no additional information and the judge finds probable cause, the warrant is approved and uploaded into the solution with a notification to the originating agency for action. REQ 3 -7 Juvenile Petitions The juvenile petition process begins at the law enforcement level. When an officer believes that a juvenile has broken the law and if there is sufficient evidence to bring the case before the juvenile Court, a juvenile petition is filed. Once the petition has been filed, the Probation Department conducts an interview with the juvenile and with one or both of the parents or legal guardian to discuss and advise on the case. Depending on the circumstance, the Probation Department recommends further Court action. If that is not appropriate, the Probation Department can also recommend the case be dismissed or the juvenile be diverted to a community -based program. In the Court case, the judge will make the final decision in order to determine the case disposition (e.g., dismiss the case, refer to counseling, commit to corrections, etc.). 95 The proposed solution should have the capability of electronically processing the juvenile petitions and include them with the case filings from the law enforcement agency to the Probation Department. The primary elements of utilizing the solution for the electronic transfer of juvenile petitions are as follows: a The law enforcement agency files the juvenile petition along with the supporting documents with a notification to the juvenile Court and the Probation Department a The Probation Department will then have access to the case electronically (including the original report from the law enforcement agency) and move forward with discussions with the juvenile o Court will have access to the appropriate documents electronically for the proceedings in order to make a determination on disposition The following chart summarizes the electronic juvenile petition process: law I Scan � EnfDtcemen! ea '� 'i --PE JJVmile �_ RP.md Uplodd R6P0ne _ II Corti DPlontl Am!'J0112! I it II In•o tl -- - -- IraegmYon \ I Cma:e FAe Jvn A "uact Dnc ` -Souaa San Package aoner. SbtnJ!� a ASestaba s 2: rfJ r a7rA.'dlen n6 r f g V 1 ! r J �0D1i1On ecer:as , ewEws. De•cnni:Da Jv +er.Re Rac,Nd I n�,�`•� Ro;.emmontla;c +t Prn� : ?/ � DGpesition �apenment J miti'n a OrV'" ..n on n xMNa <. t � � Ip. .Racelp! PWIcr y9 I Renew• RD�pe Ny_ tns:re Ca:,s?� -Y -,n Nbw D.DPO RequS r, L elect Ili �+ - - --� - - -__ Ayign DA CitmRtui a dev,ew a _�, _ Fib. Cnil'pinin! -t CtmPlninl Pomrlainl - -T�_ �•re ^ile ac5r,vs rr rnon Js,e-�e �rr..DUrt Hearitm =- Jw=nite ,� Jarenua ?2flbvt II� o^�Lnns DIsPnS�,icm I I As shown above, the documents supporting the juvenile petition are filed electronically with the Probation Department for review. Once this has been filed, the probation officer conducts the appropriate interviews in order to gather enough information to aid the Juvenile Court in making a decision. If a decision is made to file the case through the court, the Probation Department refers the petition to the Prosecutor's office for attention. The Prosecutor reviews the case and actually files the complaint/petition with the court. The probation officer makes a recommendation for the Court and a judge determines whether the juvenile is covered under the Juvenile Corrections Act, at which point the proper disposition is made and the e -filed case documents are updated with the appropriate agency notifications and alerts. REQ 3 -8 Probable Cause Declarations Probable cause declarations (PCDs) are filed as part of several different types of transactions but they are also filed independent of any other transaction by an arresting officer in order to receive approval for an arrested individual to be held in custody beyond 36 to 72 hours (depending on the applicable rules). They are used for both juveniles and adults. At present, the probable cause declaration form is completed at time of booking. These forms are then either transported manually or sent by facsimile to the Superior Court where a Judicial Hearing Officer (JHO) reviews the declaration and any supporting documentation to validate whether the arresting officer had probable cause to hold the individual. In some cases, the JHO may request additional clarifying information from the arresting officer before making a determination. Currently all declarations are reviewed at a courthouse. The JHO operation runs 7 days per week from 6AM to 2 PM. In the future, the system would provide the ability for an arresting officer to create, modify, search for and view PCDs via a web interface, as well as to capture new PCDs from law enforcement agency systems such as the Santa Ana Police Department's Booking System via a defined XML interface. The system would submit the PCDs to the Superior Court for review and approval /rejection by JHO. The system would receive approval /rejection status from JHO, along with any request for additional information, and notify the arresting officer for follow up via e-mail, and provide the ability for existing PCDs to be modified and re- submitted to the Superior Court. The system would interface with the Superior Court's Adobe Forms infrastructure via a defined XML interface that conforms to the Adobe standard. The system may be required to support the attachment of supplementary information. 97 REQ 4 — Technical The following discuss the technical requirements of the JHSICP solution REQ 4 -1 Reliability As a mission critical function, the reliability of the JHSICP solution is of critical importance. Toward this, the solution should have 100% redundancy capability with site diversity and mirrored databases. If one electronic transfer and storage site is not operational, the other must be engaged without any disruption in the processing and storage of criminal case files. The Phase 1 implementation is not required to have full redundancy. Full redundancy would be an optional enhancement to the overall solution and is expected in a subsequent phase of the project. REQ 4 -2 Security To illustrate the overall security intent, cases should only be reviewed by specific agencies as necessary, such as a case filed by law enforcement agency "A" should only be reviewable by law enforcement agency "A" and the intended DA reviewer (unless other permissions were granted). Further, security will have to be a high priority for each individual agency, with each agency developing their respective user profile and managing the access to the solution. In addition, the system must meet the specific security requirements outlined below. REQ 4 -2 -1 Multi -Level User ID Management Users will be located throughout Orange County and they will all access the tool through their own agency network. As each agency is tied to its own independent information technology structure a common active directory infrastructure is not feasible. Due to the number of agencies involved, networking of existing directory solutions is also not likely feasible. User login IDs, must be managed within the solution provided. A multi -level management structure is required where an overall system administrator can define user groups and administrator privileges by agency. Administrators at each agency must have the ability to manage the user logins and privileges at their individual agency. REQ 4 -2 -2 Enable role based security Provide an administrative tool and user interface that allows the administrator to create security roles for the solution. .. REQ 4 -2 -3 Enable definition of user rights and privileges through administrative user interface Provide an administrative tool and user interface that allows the administrators to perform the following tasks for the respective case filings: Add New Users o Remove Users Add Roles to Users O Remove Roles from Users a Add individual Privileges to users Remove individual Privileges from users Administrative Users should include two roles. The first would be a super user administrator role, which provides rights and privileges to manage users at all sites. The second administrator role should provide administrative rights at one or select sites. REQ 4 -2 -4 Support Passwords Provide the following functionality with respect to user passwords: Enable a user to change his or her password o Enable a system administrator to specify the minimum length of user passwords, the frequency of required password changes, and automatic expiration of passwords a Warn the user when he /she enters a "weak" password (e.g., passwords that use common dictionary words, passwords based on the username) Store passwords in an encrypted format and in a location where only an administrator may have access to them. REQ 4 -2 -5 Maintain a User List Maintain a single list of users within the system for the respective electronic case filings, including the following types of information: o Name Logon name 1[1U] o Password o Security group profile (e.g., department, detective, officer, records clerk, Prosecutor, etc.) • Active date range • Title (e.g., director, officer, supervisor, captain, etc.) • Contact information (i.e., phone number, fax, email, etc.) Enable an administrator to add, edit, and delete information from the user list as appropriate. REQ 4 -2 -6 View a List of Users Allow an administrator to view a list of users. The list should include: User information User expiration date o Security profile assignments Last login date and time An administrator must be able to filter the list of users by status and security privilege. REQ 4 -2 -7 Add New Users Allow an administrator to add new users to the system. When adding a new user, an administrator must enter the following information: o User name • User log -on name • User title (e.g., Deputy District Attorney) • User expiration date (optional) • Type of adjudicator • User default security profile(s) 101 REQ 4 -2 -8 Set the Default Password for a New User When creating a user, the system must designate a default password for the user. When the user logs on for the first time, the system will prompt the user to change the default password. REQ 4 -2 -9 Assign a Security Profile for a User Allow an administrator to assign a security profile for a user. When assigning a security profile, an administrator must specify the location, profile, and active date range for the user. REQ 4 -2 -10 View /Edit a User Log -On Allow an administrator to view and edit existing user information, including expiration date and security profile assignments. REQ 4 -2 -11 Inactivate a User Log -On Allow an administrator to inactivate an existing user. When a user is inactivated, the user will be unable to log -on to any location within this system. REQ 4 -2 -12 Reset a Password to Default Allow an administrator to reset a user's log -on password. The system must designate a default password for the user. When the user logs on the next time, the system will prompt the user to change the default password. REQ 4 -2 -13 Administer Password Functionality Allow an administrator to manage certain password functionality. An administrator must be able to specify values for the following functionality: o Minimum and maximum length of passwords • Amount of time before the user is required to change password • Number of failed log -on attempts required to lock out a user ID • Interval of time before user locked out ID becomes available again • Whether old passwords can be reused • Amount of time user can be inactive before timing out • Whether to check for "weak" passwords 102 REQ 4 -3 Administration The following requirements relate to administrative functionality that should be available within the JHSICP. REQ 4 -3 -1 Log Errors Maintain a log of all the errors that occurred within the system. An administrator should be able to specify what types of errors should be logged. The error log should contain entries with the following information: • Error criticality • Date and time of error • User who caused the error • Contact information for the user who caused the error • Location of error (what screen, module, etc.) • Error message • Actions that occurred prior to error (e.g., a case was updated) • Actions that occurred after the error (e.g., system was shutdown) This error log must be maintained in real time by the system and should be exportable to other types of software (e.g., MS Excel), where the error log can be analyzed. REQ 4 -3 -2 Support Error Notification Warn or alert administrators whenever a critical error occurs, such as a database failure or a network failure. The system should support alerts by network message, email, beeper, and /or visual and audio alerts at the console level (e.g., a flashing red light at the central server screen). REQ 4 -3 -3 Enable administration of drop -down lists Within the JHSICP, there should be a number of opportunities for the user to enter specific search criteria to locate the case file in question. In many cases, to facilitate use of standard data and codes drop down or select lists are provided for the user. They help eliminate typing required by the user as well as prevent the user from mistyping search criteria. These lists should be managed dynamically, and an administrative user should have the ability to maintain them through an administrative user interface. List administration could include the following, but not limited to: 103 Case number (a cross reference number for the varying agency case identifying numbers) C Date submitted o Originating agency o Assigned personnel Others REQ 4 -3 -4 Disable access to data sources The administrator of the solution should have the ability to take a data source offline without affecting production operation of the JHSICP. REQ 4 -4 Audit Trail The sensitive nature of the case filing information provided through this solution combined with the relative widespread access requires that an extensive auditing system be in place. For accountability and tracking purposes, the auditing function is a critical component of the solution. The following requirements pertain to auditing use of the electronic transferring and storage of criminal case files. REQ 4 -4 -1 Record user logons Maintain a history of all user log -ons. For each user log -on, the system should maintain the user ID, log -on date and time, and IP address. REQ 4 -4 -2 Record user logoffs Maintain a history of all user log -offs. For each user log -off, the system should maintain the user ID, log -off date and time, and IP address. REQ 4 -4 -3 Record unsuccessful login attempts Maintain a history of all unsuccessful log -on attempts to the system. For each unsuccessful log -on attempt, the system should maintain the user ID entered, the user password entered, the IP address, and the failed log -on date and time. 104 REQ 4 -4 -4 Record executed case file reviews When a user has logged into the electronic file repository and executed a search and review, the system should record and maintain information about the review. The information provided in this audit record should allow, at any time, an administrative user to reconstruct a file search and review previously executed by a user. REQ 4 -4 -5 Record review results When a user has logged into the solution and executed a review, the system should record and maintain information about the results of that review. It should also record all transactions affecting the contents or alterations to the contents of the repository by that user (for example, the deposit of any additional files, evidence, reports, etc.). REQ 4 -4 -6 View Audit Trail Information Provide the ability for an administrator to view audit trail information in an easy to use searchable user interface. The audit log viewer should be searchable, allowing the user to input search criteria and return filterable results. Input criteria, at a minimum, should include user, agency, name, date, etc. The administrative user should be able to export results from a search to a delimited file. REQ 4 -5 Storage and Expansion The solution must have the capability to expand the storage of electronic based information over time. It is expected the solution will have an incremental implementation, perhaps only a limited number of agencies participating in the solution, and only for a limited number of case types. Over time, however, it would be expected to have all agencies participating for the maximum number of case types to enhance the solution's value. 0111 EXHIBIT E SCHEDULE OF COMPENSATION This pricing section outlines pricing that will serve as the basis for the overall implementation program as well as firm fixed pricing that will be used for the implementation of the pilot project as described in SOW 9. PRI -1 Program Pricing This section provides pricing and shall be used as the basis for planning each subsequent implementation component as outlined in section SOW 0 -3. The Vendor has provided the following pricing in their proposal and through subsequent negotiation during the procurement process for the Pilot Phase, Phase 1 (Traffic Citations and Criminal Case Filings) and other contemplated extensions to the solution. For the Pilot Phase, the pricing is described in detail in PRI -2 Pilot Pricing. For Phase 1, the Vendor anticipates that pricing will be in the range of $1.55 million based on the Phase 1 scope of the original ILJAOC JHSICP RFP R3 and the description of the components in this document. ILJAOC and the Vendor will work to finalize scope for the project within the $1.55 million budget. Exact cost will be refined prior to execution based on a requirements review and estimated implementation effort, and will be included in the Work Order for each respective phase. Deviations in scope and pricing from the originally defined Phase 1 Project will be accompanied by a detailed explanation justifying any change in costs incurred. For Additional Components, the costs provided are estimates based on the descriptions provided in the SOW. Exact costs will be refined during requirements validation prior to execution of a subsequent Work Order. The Additional Component pricing below was prepared assuming the use of the Metatomix technology as included in the Vendors original proposal. This pricing may be adjusted based on a difference in the level of effort associated with the implemented software framework or changes in the expected scope and requirements at time of implementation. These revised prices will be included in the Work Order for each respective phase. 106 Pilot Phase — Probable Cause Declarations (SOW 9) Core Solution Software 203,666 35,667 Services 660,021 Total 863,687 Phase 1 — Electronic Filing and Citation Integration* Integration and implementation of workflow associated with Shared Citation System Design, configuration, development and testing of criminal case filing Implementation of criminal case filing at 3 law 1,548,469 enforcement agencies Integration with District Attorney Integration with one City Attorney Additional Components Implement Disaster Recovery Site 194,822 Implement Additional Agencies (All Available Applications) (10 concurrent users and one exchange) 27,300 2,970 Add Probation Department (20 concurrent users) 21,600 3,960 Crime Lab Application (2 additional exchanges) 76,200 1,980 Juvenile Referral Application (4 additional exchanges) 76,000 3,960 Probation Violation Application (2 additional exchanges) 54,200 1,980 Warrant Request Application (3 additional exchanges) 59,700 2,970 Discovery Request Application (3 additional exchanges) 59,700 2,970 Training Days 2,160 The scope of Phase 1 includes Traffic Citations, Criminal Case Filings, and supporting Solution Framework components. It is assumed the Phase 1 will be an extension of the Pilot Phase. 107 PRI -2 Pilot Pricing This section describes the Vendor pricing for services and products described in SOW 9 — Pilot Implementation. Services Pricing The total cost for services is $660,021. The following table presents the payment milestones for services. Contract Signing 5% $33.001 Acceptance of Probable Cause 20% $132,004 Declaration System Design Document Preliminary Acceptance 30% $198,006 Provisional Acceptance 25% $165,005 Final Acceptance 20% $132,004 Product Pricing The initial software acquisition cost, to be incurred in the Pilot Phase, is $203,666 plus applicable sales tax on the Software AG License terms and conditions in Exhibit F. This will include licensing costs for the webMethods and Daeja Viewer products as well as any maintenance associated with those products during their warranty period, and will be invoiced at contract signing. The Daeja Viewer license will cover the Daeja Vision One product. ILJAOC shall enter into a webMethods software license agreement with Software AG directly. ILJAOC will procure webMethods product support directly from Software AG commencing at the end of the software warranty period. ILJAOC will maintain an active webMethods support contract for the entire duration of this Agreement. M CDD (20 ,6 / EXHIBIT F SOFTWARE LICENSE AGREEMENT 0703 Safi ee AG C.fidmUal 109 Software license agreement Effective date: '� / a2 /"ra No.: This SOFTWARE LICENSE AGREEMENT (together with all referenced attachments, the "Agreement ") is entered into on the Effective Date by and between the following parties: Software AG USA, Inc. 11700 Plaza America Drive, Suite 700 Reston, VA20190 703.860.5050(Phone) 703.391.6975(FAX) Referred to as "Software AG" Integrated Law and Justice Agency for Orange County, a Joint Powers Authority 870 Santa Barbara Drive Newport Beach, CA92660 949 - 279- 4888(Phone) 949 - 718- 1061(FAX) Referred to as "Licensee" or "ILJAOC" Software support. Provided Licensee has paid the License Fees, any service fees, and the applicable Software Support fee for an annual term commencing on the Effective Date or for a term otherwise set forth herein, Licensee and its Designated Outsourcers shall receive (i) technical consultation with Software AG's technical support staff on the use of the Software, and (ii) all updates and new version releases to the Software, provided such updates and releases are generally made available to licensees of the Software. A description of the Software Support offerings (also referred to as "Software AG Product Support and Maintenance Services ") is attached hereto as Exhibit A. If Licensee permits annual Software Support to expire without renewal, then subsequently elects to renew Software Support, Licensee shall pay the Support fees that would have been due for the period during which Software Support was not provided. Licensee. For purposes of this Agreement, the "Licensee" shall consist of Integrated Law and Justice Agency for Orange County and each agency and organization that is or becomes a member of Integrated Law and Justice Agency for Orange County. Authority. Licensee warrants that it is authorized to enter into this Agreement and that it may be bound thereby. Execution. To facilitate execution, this Agreement may be executed in two identical counterparts; and the signature of each party shall appear on each counterpart. Either counterpart shall constitute an original, binding version of the Agreement. In no event shall Software AG be bound to perform until the Agreement moa SO.=AGCM W1W 110 is executed by a duly authorized Software AG official. Presentation of the Agreement to Licensee for signature shall not oblige Software AG to execute the Agreement. IN WITNESS WHEREOF, the undersigned do hereby execute this Agreement by duly authorized officials as of the Effective Date: SOFTWARE AG USA, INC.: By: POWERS AUTHORITY Print Name: VVSthford Smith^ Title: Date: THE INTEGRATED LAW AND JUSTICE AGENCY FOR ORANGE COUNTY, A JOINT POWERS AUTHORITY By' Print Name: Title: \ Q Date: APPROVED AS TO FORM: CRISTINAL. TALLEY, CITY ATTORNEY !Y C��se�J -�Crz s 0703 Soft"mAGCwfidenhal 111 1. License grant 1.1. Subject to the terms and conditions set forth in this Agreement and in consideration of Licensee's strict compliance with the terms of this Agreement (including, without limitation, its payment obligations), Software AG hereby grants to Licensee a nontransferable, non - sublicensable, nonexclusive, perpetual, limited internal use license during the License Term to use the Software AG computer software product(s) identified in the Product Schedule attached hereto as Exhibit B (the "Software "), together with all Documentation accompanying such Software. For purposes of this Agreement, "Documentation" shall mean the user manuals delivered to Licensee pursuant to Section 3 of this Agreement. Except as expressly permitted by this Agreement, Licensee shall not: (1) copy, modify, distribute, loan, lease, resell, sublicense or otherwise transfer any right of any Software; or (b) disassemble, decompile or reverse engineer any Software to gain access to confidential information of Software AG. Neither this Agreement nor the Software may be sold, leased, assigned (except as otherwise set forth in Section 11.2), sublicensed, or otherwise transferred by Licensee, in whole or in part. From time to time, the parties may document changes to products, quantities and rates associated with the licenses granted under this Agreement in one or more Product Schedules that shall become part of Exhibit B. Each modification to Exhibit B must be approved in writing by each party to this Agreement. In the event of a conflict between the terms of this Agreement and the terms of a Product Schedule in Exhibit B, the terms of the Product Schedule shall take precedence. 1.2. Access Right. Software AG grants to Licensee and each Authorized Third Party the right to Access (as defined below) the Software, as it is embedded into one or more applications developed by Licensee with the Software (each, an " ILJAOC Application"). For purposes of this Agreement, (i) "Authorized Third Party" means any person or entity that Licensee allows to access Licensee's internal, secure information technology environment to use an ILJAOC Application; and (ii) "Access" means the ability of the entity that is granted such right to use, execute, store, and display the Software, as embedded into an ILJAOC Application. 1.3. Outsourcing Right. Subject to Licensee's compliance with the terms and conditions of this Agreement, Software AG grants Licensee the right to select one or more third parties (each a "Designated Outsourcer') to Access the Software and receive Software Support on behalf of Licensee, provided that (i) Licensee is not in default under this Agreement, and (ii) Licensee ensures that each Designated Outsourcer acknowledges and agrees in writing that it will Access the Software in accordance with the terms and conditions of this Agreement (including, without limitation, the confidentiality provisions hereof).Each Designated Outsourcer's right to Access the Software is contingent upon Software AG's receipt of written notice from Licensee that contains the name, address, telephone number, and contact person for the Designated Outsourcer. Each Designated Outsourcer shall have the right to Access the Software solely for the purpose of providing outsourcing services to Licensee, which services shall last until the earlier to occur of (a) the date Licensee ceases to renew or maintain Software Support for the Software, or (b) the date on which such Designated Outsourcer ceases to provide outsourcing services to Licensee. Any other use of the Software by a Designated Outsourcer is strictly prohibited. Licensee shall have the right to replace a Designated Outsourcer with another third party upon delivering written notice of the replacement to Software AG no later than five (5) business days after the replacement. For purposes of this Agreement, "outsourcing services" means any arrangement by which a commercial third party Accesses the Software to develop and operate the ILJAOC Applications, host Licensee's servers and systems on behalf of 0707 Software AG Confidenliel 112 Licensee, and provide on -going data processing services to Licensee. The definition of outsourcing services does not include any services or hosting provided by a member agency or organization of ILJAOC. 1.4. Licensee hereby chooses the following entity to be its initial Designated Outsourcer: Sterra. S6ss roe, � T.,,e 1.5. Unless specifically set forth herein, Licensee shall be prohibited from: (a) permitting any third party, including any parent, subsidiary, or affiliated entity to use the Software, subject to the provisions provided in Section 1.3 above; (b) using the Software to process or cause or permit third parties, subject to the provisions in Section 1.3 above, to process the data of any other party without the authorization of that party; or (c) using the Software in the operation of a service bureau or similar arrangement for the sale or leasing of computer or information services. 2. Scope of use 2.1. ILJAOC shall furnish to Software AG such documents and materials may be relevant and pertinent to the provision of services hereunder as ILJAOC may possess or acquire. 2.2.AII documents and materials furnished by ILJAOC to Software AG pursuant to Section 1.2 above, shall remain the property of ILJAOC and shall be returned to ILJAOC upon termination of this Agreement, for any reason. 2.3. The Software licensed under this Agreement shall be perpetual. 2.4. Licensee may reproduce the number of copies of the Software specified in the Product Schedule and may reproduce the Documentation as reasonably necessary for use at Licensee's facility. At no time will Licensee permit the Software to be used in excess of the usage specified in this Agreement, including, without limitation, the Product Schedule. Licensee will keep records of each copy reproduced, where located, and the identity of the authorized user of each authorized copy. Such records will be available for inspection at any reasonable time by Software AG upon ten (10) days' notice. Licensee may make one copy of the Software for archival purposes. The use of such an archival copy shall be limited to (a) testing (not to exceed more than five (5) days per year) of Licensee's disaster recovery procedures, and (b) operation in a production environment subsequent to the occurrence of an actual disaster during which Licensee cannot operate the Software because of such disaster. Licensee shall provide notice to Software AG of an actual disaster no later than ninety (90) days after the start of Licensee's use of the archival copy due to such disaster (the "Disaster Recovery Reporting Date "),In the event that Licensee needs to use the archival copy for a period of time beyond the Disaster Recovery Reporting Date, Licensee shall request from Software AG an extension of time to use the archival copy until it can restore service at the primary location, which Software AG shall not unreasonably withhold. Licensee shall notify Software AG, and Software AG may require Licensee to pay temporary relocation or upgrade fees, in the event that the applicable time frame in either subpart (a) or (b) of this Section is exceeded or if Licensee requires the operation of the Software on (i) an operating system different from the operating system license granted by 0703 SofimmAG Canfidenfial 113 Software AG to Licensee, or (ii) an environment with capacity or capability greater than that licensed by Software AG to Licensee. 2.5. With reasonable notice and not more frequently than once per calendar quarter (unless deficiencies are found, in which case as frequently as is required to ensure that deficiencies are eliminated), Software AG may periodically carry out an audit of Licensee's facilities and systems to ensure Licensee's compliance with the terms set forth herein. Licensee will reasonably cooperate with Software AG in such an exercise and provide Software AG with reasonable access to its facility and systems to enable Software AG's audit. Software AG shall not disrupt Licensee's normal business activities and shall perform the audit in a professional manner. Any discrepancies shall be promptly disclosed to and remedied by Licensee. Software AG shall bear the cost of the audit. 2.6. Licensee has the right to independently develop interfaces to the Software strictly for its use in conjunction with its licensed use of the Software; provided, however, that Licensee shall perform all such development without misappropriating, infringing, or otherwise violating any patent, copyright, trade secret, or other United States or international intellectual property right of Software AG and without using, examining, or otherwise referencing any Software AG source code. Such Licensee - developed software interfaces shall be the property of Licensee. For the avoidance of doubt, the parties acknowledge and agree that this Section shall in no way be construed as granting Licensee any rights in or to Software AG's source code or as otherwise expanding the specific license rights granted to Licensee in Section 1 of this Agreement. 3. Delivery; installation 3.1. The Software and Documentation shall be distributed electronically over the Internet through a password - protected web page, and neither the Software nor any related media, label or packaging shall be subject to inspection prior to delivery of the Software. Following execution of this Agreement, Software AG will deliver a software activation password key and software download instructions to Licensee via an e-mail message sent to Licensee's designated contact person. Licensee agrees that acceptance of the Software will occur upon delivery of the software activation key and download instructions, and that such acceptance shall not be revoked. If Licensee requests shipment by CD, then Software AG will deliver the CD F.O.B. point of shipment and acceptance of the Software will occur upon shipment of the CD, and such acceptance shall not be revoked. Licensee is solely responsible for installation of the Software on computers as permitted under this Agreement. 4. [Intentionally omitted] 5. Payment 5.1. Except as otherwise set forth in a product schedule, Licensee shall pay to Software AG the total fees specified on each product schedule not later than thirty (30) days from the date the software activation key or Software CD, as applicable, is delivered to Licensee. All other payments pursuant to this Agreement shall be due and payable within thirty (30) days of the date of invoice. Any payment due or portion thereof not received by Software AG within thirty (30) days after the date of invoice shall bear an additional charge of 1'/z percent (1.5 %) per month from the date due until actually received, less the sum, if any, in excess of applicable state law. 5.2. All payments under this Agreement shall be made without recoupment or set -off and are exclusive of taxes and duties, and Licensee agrees to bear and be responsible for the payment of all taxes and duties 0703 Soft.reAGCo rdemial 114 including, but not limited to, all sales, use, rental, receipt, personal property and other taxes (but excluding taxes based upon Software AG's income), which may be levied or assessed in connection with this Agreement. 6. Proprietary information 6.1. Licensee understands and agrees that the Software, Documentation, and all other related materials provided to Licensee, and all intellectual property rights therein, are the exclusive property of Software AG and its suppliers. Licensee further understands and agrees that the Software, Documentation, the pricing and any negotiated terms of this Agreement, and the correspondence and discussions relating thereto ( "Information ") are the proprietary and confidential information of Software AG and /or a third party that has granted marketing and licensing rights to Software AG (a "Tech Partner). Licensee agrees to maintain the Information in strict confidence and, except for the right of Licensee to make copies of the Software and Documentation pursuant to Section 2.1, Licensee agrees not to disclose, duplicate, or otherwise reproduce, directly or indirectly, the Information in whole or in part. Licensee further agrees to use such Information solely for purposes of exercising its license rights under Section 1 or other rights that are clearly contemplated by this Agreement. 6.2. Licensee acknowledges that the Software and its structure, underlying concepts, organization, architecture, and source code constitute valuable trade secrets of Software AG and its suppliers, Accordingly, Licensee agrees not to (a) disassemble, reverse engineer, or reverse compile the Software in whole or in part; (b) modify, adapt, alter, translate, or create derivative works from the Software; (c) merge the Software with other software; (d) sublicense, lease, rent, loan, or otherwise transfer (except as otherwise expressly set forth herein) the Software to any third party; or (e) otherwise use, provide access to, or copy the Software or Documentation except as expressly allowed under Section 1.Licensee agrees to take all reasonable steps to ensure that no unauthorized persons shall have access to the Information and that all authorized persons having access to the Information shall refrain from any disclosure, use, duplication or reproduction prohibited by this Section. Licensee agrees not to remove any copyright notice or other proprietary markings from the Information, and any copy thereof made by Licensee for backup purposes shall contain the same copyright notice and proprietary markings contained on the copy of the Information furnished by Software AG to Licensee pursuant to this Agreement. 6.3. Licensee acknowledges that Licensee's failure to comply with the provisions of this Section shall result in irreparable harm to Software AG and /or its Tech Partners for which a remedy at law would be inadequate, and therefore, in the event of the breach or threatened breach by Licensee of its obligations under this Section, Software AG shall be entitled to seek equitable relief in the form of specific performance and/or an injunction for any such actual or threatened breach, in addition to the exercise of any other remedies at law and in equity. 6.4. Licensee shall have no obligation to preserve the proprietary nature of only that portion of Software AG's information that: (i) Licensee establishes was previously known to Licensee free of any obligation to keep it confidential; (ii) Is or becomes generally available to the public by other than unauthorized disclosure; (iii) Is developed by or on behalf of Licensee independent of any information furnished under this Agreement; or 0703 SafAVam AG Confidenllal 115 (iv) Is received from a third party lawfully in possession thereof whose disclosure does not violate any confidentiality obligation. In addition, Licensee may disclose Information only to the extent that such information is required to be disclosed by law or by any governmental agency having jurisdiction pursuant to an order to produce or in the course of a legal proceeding pursuant to a lawful request for discovery; provided, however, that if Licensee is so required to disclose the Information for such purpose, Licensee shall not disclose the applicable Information for any other purpose and Licensee shall promptly notify Software AG of the order or request in discovery and reasonably cooperate with Software AG if Software AG elects (at Software AG expense) to seek to limit or avoid such disclosure by any lawful means. 6.5. Licensee agrees not to challenge, directly or indirectly, the right, title, and interest of Software AG in and to the Software or Documentation. Licensee agrees not to directly or indirectly, register, apply for registration, or attempt to acquire any legal protection for any of the Software, Documentation, or any proprietary rights therein. 6.6. Licensee agrees to notify Software AG immediately and in writing of all circumstances surrounding the unauthorized possession or use of the Software or Documentation by any person or entity. 6.7. Software AG reserves all proprietary and commercial rights regarding the Software, Documentation, and Information owned or licensed by Software AG to the extent such rights are not expressly granted to Licensee in this Agreement. 6.8. Notwithstanding any other provision of this Agreement, the obligations set forth in this Section shall continue perpetually and irrevocably. 7. General 7.1. Software AG warrants that for a period of one (1) year after the date of delivery of the Software by Software AG (the "Warranty Period"), that the Software, when properly used, will operate substantially in accordance with the specifications contained in the Documentation. Software AG's entire liability and Licensee's exclusive remedy under this warranty shall be that Software AG, in its sole discretion, will use reasonable commercial efforts to correct, provide a workaround for, or replace (each such action a "Remedy ") any reproducible error in the Software, at Software AG's cost and expense, provided written notice itemizing such error is given to Software AG during the Warranty Period. 7.2. The warranty set forth in Section 7.1 above shall not apply to the degree that the reproducible error occurs because (a) the affected Software has not been used in accordance with the Documentation; (b) the affected Software has been altered, modified, merged, or converted by Licensee; (c) of the malfunctioning of Licensee's hardware or software; or (d) the affected Software, or a portion thereof, has become inoperative due to any other causes beyond the control of Software AG.The warranty set forth in Section 7.1 shall not apply if Licensee has not timely paid amounts due and owing to Software AG under this Agreement. 7.3. SOFTWARE AG DOES NOT WARRANT THAT THE SOFTWARE WILL OPERATE UNINTERRUPTED OR ERROR FREE THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL FUNCTION WITH OTHER SOFTWARE, HARDWARE, OR WITHIN A SYSTEM, OR THAT SOFTWARE AG' EFFORTS, THE ASSOCIATED SERVICES, OTHER SERVICES PROVIDED HEREUNDER, THE SOFTWARE, THE 0703 S.R am AGConfidenlia) 116 DOCUMENTATION, OR OTHER MATERIALS SUPPLIED HEREUNDER WILL FULFILL ANY OF LICENSEE'S PARTICULAR PURPOSES OR NEEDS. 7.4. THE WARRANTIES SET FORTH IN THIS SECTION 7 ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS, STATUTORY, AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF ACCURACY, QUIET ENJOYMENT, NON- INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. The warranties set forth in this Section 7 are expressly subject to the limitations of Section 9 (Limitation of Liability), and shall apply to Licensee only and shall not extend to any third party. 8. Software AG indemnification 8.1. Software AG shall indemnify, defend, and hold Licensee harmless from any action brought by a third -party against Licensee alleging that the Software licensed under this Agreement has infringed a United States intellectual property right or trade secret, and pay those damages or costs related to the settlement of such action or finally awarded against Licensee in such action, including but not limited to attorneys' fees, provided that Licensee (a) promptly notifies Software AG of any such action, (b) gives Software AG full authority, information, and assistance to defend such claim, and (c) gives Software AG sole control of the defense of such claim and all negotiations for the compromise or settlement of such claim. 8.2. Software AG shall have no liability under this Agreement with respect to any claim based upon (a) Software that has been modified by anyone other than Software AG; (b) use of other than the then - current release of the Software, if infringement could have been avoided by use of the then - current release and such current release has been made available to Licensee; (c) use of the Software in conjunction with Licensee data where use with such data gave rise to the infringement claim; (d) use of the Software with other software or hardware, where use with such other software or hardware gave rise to the infringement claim; (e) use of any Software in a manner inconsistent with its documentation, (f) open source software or technology included within the Software and/or (g) use of any Software which use breaches this Agreement. 8.3. If Software AG determines that the Software is or is likely to be the subject of a claim of infringement, Software AG shall have the right (a) to replace Licensee's copy of the Software with non - infringing software that has substantially equivalent functionality; (b) to modify the Software so as to cause the Software to be free of infringement; (c) to procure, at no additional cost to Licensee, the right to continue to use the Software; or (d) to terminate the license to use the Software and Documentation, and refund to Licensee the applicable License Fee (depreciated on a straight -line basis over a five (5) year period for a perpetual license term or pro -rated over the applicable renewable license term). 8.4. THE PROVISIONS OF THIS SECTION STATE THE EXCLUSIVE LIABILITY OF SOFTWARE AG AND THE EXCLUSIVE REMEDY OF LICENSEE WITH RESPECT TO ANY CLAIM OF INTELLECTUAL PROPERTY OR TRADE SECRET MISAPPROPRIATION OR INFRINGEMENT BY THE SOFTWARE, ANY PART THEREOF, AND ANY MATERIAL OR SERVICES PROVIDED HEREUNDER, AND ARE IN LIEU OF ALL OTHER REMEDIES, LIABILITIES, AND OBLIGATIONS. 9. Limitation of liability EXCEPT AS EXPRESSLY SPECIFIED IN THIS AGREEMENT, NEITHER SOFTWARE AG NOR ITS TECH PARTNERS SHALL BE LIABLE FOR ANY LOSS OR DAMAGE THAT MAY ARISE IN CONNECTION WITH LICENSEE'S USE OF THE SOFTWARE.IN NO EVENT SHALL SOFTWARE AG OR 0703 SoltwamAGCon6denlial 117 ITS TECH PARTNERS BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH ANY CLAIM THAT ARISES FROM OR RELATES IN ANY WAY TO THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION ALLEGED, EVEN IF SOFTWARE AG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED OR EXCLUSIVE REMEDY OF ANY KIND. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 9 ARE INDEPENDENT OF EACH EXCLUSIVE OR LIMITED REMEDY SET FORTH IN THIS AGREEMENT. EXCEPT WITH RESPECT TO THE DEFENSE OF INFRINGEMENT CLAIMS UNDER SECTION 8, IN NO EVENT SHALL LICENSEE BE ENTITLED TO ANY MONETARY DAMAGES AGAINST SOFTWARE AG OR ITS TECH PARTNERS, REGARDLESS OF THE FORM OF ACTION ALLEGED, IN EXCESS OF THE LICENSE FEES PAID TO SOFTWARE AG BY LICENSEE HEREUNDER FOR THE PRODUCT TO WHICH LICENSEE'S CLAIM RELATES. THE PARTIES FURTHER ACKNOWLEDGE AND AGREE THAT LICENSEE SHALL HAVE NO RIGHT TO OBTAIN SPECIFIC PERFORMANCE TO ENFORCE ANY RIGHT OR OBLIGATION HEREUNDER. Licensee acknowledges that the License Fees and other fees set forth herein reflect the allocation of risk set forth in this Agreement and that Software AG states that it would not have entered into this Agreement without the limitations of liability set forth in this Agreement. LICENSEE'S SOLE REMEDIES FOR SOFTWARE AG'S LIABILITY REGARDING THE PERFORMANCE OF TRAINING, CONSULTING, SOFTWARE SUPPORT, OR OTHER SERVICES, IF ANY, PROVIDED UNDER THIS AGREEMENT OR IN CONJUNCTION WITH THE SOFTWARE SHALL BE LIMITED TO THE REPERFORMANCE OF ANY DEFECTIVE SERVICE PROVIDED BY SOFTWARE AG, OR IF REPERFORMANCE IS NOT AVAILABLE OR PRACTICAL, THEN A PRO -RATA REFUND OF THE FEES PAID TO SOFTWARE AG THAT ARE ALLOCABLE TO THE DEFECTIVE SERVICE. The limitations of liability set forth in this Section 9 shall not apply to bodily or personal injury to, or physical damage to the property of, persons not a party to this Agreement. 10. Default and remedies 10.1. If Licensee (a) breaches or threatens to breach its obligations under Section 6 (Proprietary Information) or Section 2 (Scope of Use) and such breach shall remain uncured for a period of thirty(30) days after the receipt by Licensee of written notice from Software AG of such breach, (b) fails to pay any License Fees or service fees, or other amount due to Software AG and such failure continues for ten (10) days after the date due, (c) otherwise fails to comply in material respects with any or all covenants, agreements, or conditions herein and such failure continues for thirty (30) days after written notification from Software AG, (d) in the case of export, is in violation of any laws or regulations of any applicable government authority in connection with the Software or its use, or, Software AG may then, at its sole discretion, and regardless of any cure, notice of intent to cure, or attempted cure beyond the time limits set forth in this Section 10.1; upon ten (10) days written notice to Licensee, cancel the license granted under this Agreement. 10.2. In the event of any cancellation under this Agreement, any amounts owed to Software AG under this Agreement before such cancellation will be immediately due and payable, all license rights granted in this Agreement shall immediately cease to exist, and Licensee shall promptly discontinue all use of the Software and Documentation and shall, within thirty (30) days after the effective date of any such cancellation, certify in writing to Software AG that such Software, Documentation, and all copies and 0703 Sol ..AGCanfN.MW 118 materials relating thereto in the possession of Licensee have been removed from its system and destroyed. 10.3. Termination for convenience. Licensee may terminate this Agreement for its convenience at any time by delivering written notice to Software AG at least ten (10) days before the termination date. If License terminates this Agreement for its convenience, all outstanding fees shall become due and payable to Software AG on the date of termination. 11. General 11.1. No waiver. No waiver or retraction of a waiver under this Agreement shall be valid or binding unless set forth in writing and duly executed by the party against whom such waiver is sought. The failure of either party to exercise any right granted herein, or to require the performance by the other party hereto of any provision if this Agreement, or the waiver by either party of any breach of this Agreement, will not prevent a subsequent exercise or enforcement of such provisions or be deemed a waiver of any subsequent breach of the same or any other provision of this Agreement. 11.2. Assignment.. Licensee may not assign or transfer this Agreement, or any part thereof, without the written consent of Software AG, which consent shall not be unreasonably withheld, conditioned or delayed. 11.3. Government uselprocurement. If this Software is being licensed under the terms of a proposal or agreement with the U.S. Government or any contractor or any other third party on the U.S. Government's behalf, the Software is commercial computer software and both the Software and the Documentation are developed exclusively at private expense, and (a) if acquired by or on behalf of a civilian agency, shall be subject to the terms of this commercial computer software license agreement as specified in 48 C.F.R 12.212 of the Federal Acquisition Regulation and its successors, or (b) if acquired by or on behalf of units of the Department of Defense ( "DOD "), shall be subject to the terms of this commercial computer software license agreement as specified in 48 C.F.R 227.7202, Defense Federal Acquisition Regulation Supplement and its successors. 11.4. Benefit. Subject to provisions hereof restricting assignment, this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and assigns. 11.5. Force maieure. If the performance of this Agreement or any obligation under this Agreement, except for the making of payments, is prevented, restricted or interfered with by reason of fire, flood, earthquake, explosion or other Act of God or casualty or accident, or strikes or labor disputes affecting third -party vendors, inability to procure or obtain delivery of parts, supplies or power, war or other violence, any law, order, proclamation, regulation, ordinance, demand or requirements of any governmental agency, or any act or condition whatsoever beyond the reasonable control of the affected party, the party so affected will take all reasonable steps to avoid or remove such cause of nonperformance and will resume performance hereunder with dispatch whenever such causes are removed. 11.6. Export. Licensee shall not export, re -export or transfer, whether directly or indirectly, the Software and material delivered pursuant to this Agreement, or any system containing the Software outside the United States of America without first complying with the applicable export laws of the United States of America and the import laws of the country in which the Software is to be used. 0703 SORwam AG ConfiEen W 119 11.7. Priority. In the event of any conflict or inconsistency in the definition or interpretation of any term or provision set forth in the body of this Agreement and Exhibits, such conflict or inconsistency shall be resolved by giving precedence first to the body of this Agreement, and then to the Exhibits, with the Product Schedule in Exhibit B having the highest priority among the Exhibits. Any contrary or additional terms and conditions attached to or part of any purchase order or similar document related to this Agreement shall be invalid and non - binding on the parties. 11.8. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be or becomes unenforceable or illegal, such provision shall be adjusted to the minimum extent necessary to cure such unenforceability or illegality and the remainder of this Agreement shall remain in effect in accordance with its terms as modified by such adjustment. 11.9. Modifications in writing. Any modification or amendment of any provision of this Agreement must be in writing and bear the signature of the duly authorized representative of each party. 11.10. Jurisdiction. This Agreement is made and will be governed by and construed in accordance with the laws of the State of California, 11.11. Press release. Licensee agrees that Software AG, upon acceptance and productive use of an application utilizing Software AG's products , may announce this relationship and, subject to Licensee's reasonable and prompt review, issue a press release indicating that Licensee has chosen Software AG to provide its integration platform solution. Licensee agrees to permit Software AG to acknowledge in the press release Licensee's customer relationship with Software AG. Further, Licensee hereby agrees that Software AG may use Licensee's corporate name and logo in Software AG's marketing materials including identification on the Software AG website. 11.12. The Software is licensed to Licensee only for use at the Installation Address designated by Licensee by delivering written notice to Software AG no later than five (5) calendar days after the installation date. Licensee must install the Software in the United States, and such Software shall be subject to the applicable restrictions set forth in the Agreement and any amendments thereto, as well as the restrictions indicated in any applicable Product Schedule (together, the "License Restrictions ") regarding designated: Operating System; License Metric (including number); and category of license. The Software shall be installed by Licensee, unless noted otherwise. An "upgraded license" means a license previously granted by Software AG to Licensee whose license restrictions are modified as set forth in a Product Schedule. 11.13. Integration. This Agreement, including the attached Exhibits, constitutes the entire agreement between the parties regarding the subject hereof and supersedes all prior and all contemporaneous agreements, understandings, marketing materials, and communications, whether written or oral. The following Exhibits are attached to this Agreement: Exhibit A — Software Support Description Exhibit B — Product Schedule /List of Software Exhibit C — Exchanges 0703 Software AG ConfiOenlial 120 EXHIBIT A to the SOFTWARE LICENSE AGREEMENT SOFTWARE AG SUPPORT AND MAINTENANCE SERVICES 0703 Saff em AGConfidolial 121 Software AG product support and maintenance service Customer is a licensee of certain Software AG products under a software license and software maintenance agreement that the customer has executed with a Software AG subsidiary (hereinafter "Licensor "). The product support and maintenance services that the Licensor has agreed to deliver as provided in the software license and software maintenance agreement are defined herein, and this document forms an attachment to the software license and software maintenance agreement. © Software AG 1. Definitions a. Business Day. "Business Day" shall mean the days from Monday to Friday excluding the public holidays in the United States. b. Business Hour. "Business Hour' shall mean the hours from 8.00 am to 5.00 pm on a Business Day. Documentation. "Documentation" shall mean the user manuals that the Licensor makes available to licensees of the Software. d. Error. "Error" shall mean any verifiable and reproducible failure of the Software to substantially conform to the specifications for such Software. Notwithstanding the foregoing, "Error' shall not include any such failure that is caused by: (i) the use or operation of the Software with any other software or code or in an environment other than that intended or recommended in the Documentation, (ii) modifications to the Software not made or approved by Software AG Global Support in writing, or (iii) any bug, defect, or error in third -party Software used with the Software. e. Error Correction. "Error Correction" shall mean either a modification or addition to or deletion from the Software having the effect that such Software substantially conforms to the then current specifications, or a procedure or routine that, when exercised in the regular operation of the Software, eliminates any material adverse effect on the customer caused by an Error. An Error Correction may be a correction, workaround, fix, or service pack. f. Software AG Global Support. "Software AG Global Support" shall mean Software AG's Global Support Organization providing the support and maintenance services for the respective Licensor. g. License Agreement. "License Agreement" shall mean the software license and software maintenance agreement under which the Software is licensed to the customer. h. Software. "Software" shall mean the Software AG software programs licensed to the customer under the License Agreement. 0703 Safi am AGConfidenb'al 122 Update. "Update" shall mean additional or replacement code or Documentation for the Software that is provided to remedy an Error. Software AG's Support Portal. "Software AG's Support Portal" shall mean Software AG's web - based customer support system, designed with proactive services, information and Error Corrections. Software AG's Support Portal can currently be accessed on " http : / /servline24.softwareag.com" (this URL may change from time to time). 2. Service description Standard product support service. Software AG's Standard Product Support Service comprises the following services: 0 Twenty -four (24) hour access to Software AG's Support Portal including access for authorized technical contacts to Software AG's request reporting system for browsing and submitting trouble tickets, online access to new product information, documentation, knowledge center, and information on available Software fixes. 0 9x5 (9 hours a day; 5 days a week) telephone support according to this agreement during Business Hours. The respective telephone number is available in Software AG's Support Portal. If not provided in local language, telephone support is provided in English language. 0 Seven (7) authorized technical contacts of the customer entitled to access Software AG's Support Portal. Licensee may contract for additional authorized contacts. 0 Information on new features, events, and customer application articles. Extended 24x7 support service for crisis cases. Subject to a separate agreement, the Licensor also offers to provide extended 247 support service for crisis cases. If the parties agreed about the 24x7 support service for crisis cases, telephone support according to this agreement is available 247 (24 hours a day; 7 days a week) for crisis requests. The 247 telephone support is provided in English language only. 3. Processing customer requests Customer requests will be received by Software AG Global Support and will be documented in Software AG's Support Portal for further processing. The customer will be given a reference processing number for future reference. Service expectations. The following support severities are used for classifying the customer's issues. These classifications ensure consistent treatment of issues handled by Software AG Global Support. Software AG Global Support will determine the appropriate severity level according to the following table: Security level Crisis Critical IStandard Definition Customer's problem has a Customer's problem has a Customers problem has severe business impact. significant business impact; some business impact. The Customer is unable to use however, operations can software is usable and the Software, resulting in a continue in a restricted causes only minor major impact on customers fashion. The Software is inconvenience. It may be a operations. Work cannot usable buts verely limited. minor Error, documentation 0703 SoR am AGConfidenfial 123 Security level Crisis Critical Standard reasonably continue. There is no acceptable Error, or incorrect operation workaround available. of the application, which Customer is experiencing a does not significantly significant loss of service. impede the operation of a system. Reaction time 1 Business Hour: call -back 4 Business Hours: call -back 1 Business Day: call -back or or electronic reply. or electronic reply. electronic reply. Reporting (timeframe) Daily reporting (unless As agreed with Software AG As agreed with Software AG otherwise agreed with Global Support on a case- Global Support on a case - Software AG Global Support by -case basis. by -case basis. on a case -by -case basis). Reaction measure Customer is provided with a Customer is provided with a o Information about timeline for Error Correction. timeline for Error Correction. publication date of the Software release that will solve the issue. o Indication that changes /enhancements are being handled in accordance with Software AG's strategy. Required effort Economically justifiable Reasonable effort within Reasonable effort within effort with standard scope of standard scope of standard scope of resources. resources. resources. It is recommended that crisis requests are reported by telephone to obtain best possible service in crisis situations. The reaction time is the time the customer gets in contact with a Software AG support representative. Software AG Global Support is not obliged to solve the customer's issue within the reaction time. Tools and processes. Software AG Global Support uses the following processes and tools to solve or find a workaround to the customer's issues: • Fault diagnosis /analysis for Software AG products: • Evaluation of customer data supplied (including diagnostic information) • Classification of the reported situation as product issue, user issue or third -party issue • Research in Software AG's Support Knowledge Center • Reproduction of the error situation (if possible) • Coordination with Software AG's product development Results and /or solutions or workarounds will be provided via one of the following media: • Telephone • Software AG's Support Portal • E -mail • Data carriers 0703 SCUM AGC.fidenUal 124 Remote diagnosis. Software AG Global Support may perform remote diagnosis to facilitate issue analysis. In such case, Software AG Global Support will access customer's environment via a Remote Online Diagnostic Tool for purposes of diagnosis and analysis only. Remote access to customer's environments will occur during Business Hours at the times agreed between the customer and Software AG Global Support. 4. Software and documentation updates Software AG Global Support provides: • New versions of licensed Software AG products • Updates of licensed Software containing error corrections • Documentation updates for the Software Information regarding availability of Software and Documentation updates is available in Software AG's Support Portal. 5. Services outside the scope of software AG's product support and maintenance service Provision of these services is subject to a separate service agreement and payment of applicable fees: • Application of Fixes • Application of Initial Natural Program Load (INPL) • Transfer of Diagnostic Information • Execution of Programs • Fix/analysis of Job Control Language (JCL) • File /Field Modifications • Database Monitoring • Database Services • Performance Analysis • Tuning Services • Migration Services • Health Check • Security Services • Installation of Software and/or patches • On -site Support • Hardware Support • Training of Employees • Individual Amendments /Enhancements of the Software 6. Customer responsibilities The services to be performed are subject to the following conditions: The customer entered into a valid software support and maintenance agreement with the Licensor and has fully paid the respective support and maintenance fees coos SAweas connaeWfal 125 The customer entered into a valid License Agreement with the Licensor regarding the Software to be supported and has fully paid the respective license fees that are due to payment C The Software is installed at the customer's site • The customer provides appropriate tools to enable remote access for Software AG Global Support (e.g., Interactive Problem Control System (IPCS), Time Sharing Option (TSO), Terminal - Emulation, Netviewer) • The customer establishes appropriate security measures to ensure that Software AG Global Support's access is restricted to permissible areas • The customer has installed the release levels of the Software which are supported at the time the relevant customer request occurs • The customer uses hardware, operating system software and database software that comply with the specifications of the release levels of the Software which are supported at the time the relevant customer request occurs; the release levels of the Software which are supported at the time the relevant customer request occurs can be identified on Software AG's Support Portal • The customer provides Software AG Global Support with sufficient information and assistance as requested by Software AG Global Support regarding the customer's environment (including appropriate computing time) and all necessary information on the error • The customer provides Software AG Global Support with specific third party expertise relevant to the customers environment, if applicable • The customer provides Software AG Global Support with information on any used software tools upon Software AG Global Support's request • The customer provides Software AG Global Support with diagnostic information such as traces, dumps, parameters, etc. upon Software AG Global Support's request. 0703 WmmAGWdmUel 126 EXHIBIT B to the SOFTWARE LICENSE AGREEMENT PRODUCT SCHEDULE 0703 SO.= AG Canitlen0al 127 Licensee ( "Licensee "): INTEGRATED LAW AND JUSTICE AGENCY FOR ORANGE COUNTY License agreement "A reement" : Software license agreement, dated f e � V 201 This Product Schedule (the "Product Schedule') is made as of the Effective Date of the Agreement and is issued under, subject to, and governed by, the terms of the Agreement, as amended from time to time. The terms and conditions referenced herein and in the Agreement reflect the entire order and are the only terms and conditions that apply; any shrink -wrap, click -wrap or license card terms accompanying the Software (as defined in the Agreement) do not apply unless otherwise provided herein. No additional or contradictory terms supplied by a purchase order from Licensee shall apply. Any capitalized terms set forth in this Product Schedule but not otherwise defined herein shall have the same meanings assigned to those terms in the Agreement. In the event of any conflict between this Product Schedule and the terms of the Agreement or any amendments to the Agreement prior to or contemporaneous with the Effective Date, the terms of this Product Schedule shall prevail. N/A = Not Applicable The licenses listed above are perpetual. 0703 Sob"M AG ConGdenUal 128 License metric Code Product name If upgrade, upgrade from Oper. system Number Category # to Ship New production products: WMPPE BPMS Project Edition Bundle N/A WIN SVR 30 Exchanges 1 BZA Fair Isaac Blaze Advisor N/A WIN SVR 1 INN CentraSite Community Edition NIA WIN SVR 1 KPIPU KPI Instance Project Unlimited N/A WIN SVR 1 MWS My webMethods Server N/A WIN SVR 1 OBE Optimize Base Engine N/A WIN SVR 1 PIEBP Integration Server for BPMS NIA WIN SVR 1 PIFBP Broker for BPMS N/A WIN SVR 1 WMC CAF UI Development N/A WIN SVR 1 WMD Process Development N/A IWIN SVR I 1 WMO Optimize for Process N/A WIN SVR 1 WMS Simulation — Plugin N/A WIN SVR 1 WPE Process Engine NIA WIN SVR 1 WTN Task Engine N/A WIN SVR 1 WMPNU BPMS Seat/concurrent User Option N/A WIN SVR 100 Concurrent Users 1 PIP wM Integration Platform Project NIA IWIN SVR 30 Exchanges 1 PIE Integration Server N/A WIN SVR 1 PIF wM Broker N/A WIN SVR 1 WOK Business Rules N/A WIN SVR 30 Exchanges 1 JDB JDBC Adapter NIA WIN SVR 30 Exchanges 1 N/A = Not Applicable The licenses listed above are perpetual. 0703 Sob"M AG ConGdenUal 128 Subtotal — License fees: Net 30 days from Date of Invoice Subtotal — Technical service fees (period January 15, 2012— January 14, 2013): Total amount of fees due: (shipping included: tax not included) Software AG and Licensee acknowledge and agree that Licensee shall pay License Fees and Technical Service Fees (for the first year of Technical Services, which starts on January 15, 2012 and ends on January 14, 2013) to Sierra Systems Group, Inc. pursuant to the (NAME OF CONTRACT] dated i— �"cn g a&' . 201:LLicensee shall pay directly to Software AG any fees for new and updated licenses and for'subsequent years of Technical Services. The Technical Services first year renewal rate for the period January 15, 2013 through January 14, 2014 is $ it shall not be adjusted by more than the published Consumer Price Index increase published for the previous year. Definitions: a) Fair Isaac Blaze Advisor. Fair Isaac Blaze Advisor is strictly limited as follows: each step of a business process may invoke only a single rule service; a rule service may be comprised of no more than two hundred fifty (250) rules; and a rule service may not invoke another rule service. b) webMethods BPMS Seats /Concurrent Users. A wM BPMS Concurrent User is a person, entity, device, or process that accesses, operates, or maintains a software product simultaneously with other users. Concurrent Users are a subset of the number of potential users of the software product. This definition specifically excludes administrative users. Administrative users are users whose primary job responsibility is deployment, maintenance, and configuration of the servers, processes, services and process participants. Their responsibilities include server control, user management, process deployment, and configuration. c) Key Performance Indicator (KPI). A "business" KPI Instance (KPII) is a measurement of one slice of business data from a single dimension. The scope of the measurement is based on Licensee's deployment of the applicable software. From an "infrastructure" or "system" perspective, the KPI would consist of the amount of memory used and the dimension would be the host or the port. d) Definition of "Exchange . For purposes of this Product Schedule, the term "Exchange" shall mean an Entity either receiving or sending a unique information structure within a unique Application. The term °Entity ", with respect to this definition of Exchange, includes any agency function (e.g., City Attorney, District Attorney, Superior Court, Law Enforcement, Probation) under ILJAOC's jurisdiction that directly or indirectly joins the ILJAOC integration solution. For the avoidance of doubt, law enforcement agencies (e.g., Santa Ana Police Department, Anaheim Police Department, and others) are collectively considered one (1) Entity and city attorney agencies (e.g., Santa Ana City Attorney, Anaheim City Attorney, and others) are collectively considered one (1) Entity. The term "Application," with respect to this definition of Exchange, means a unique business function facilitated by the ILJAOC integration solution (e.g., Probable Cause Declaration filing, District Attorney Direction For Complaint filing, and others). 0703 Softmm AG Coddenlial 129 Additional provisions and notes: Note 1: a) Option to Purchase Additional Exchanges and Concurrent Users. The licensing metrics for the Software listed on this Product Schedule is based on the number of exchanges. Software AG hereby grants Licensee a right to use the Software to execute thirty -four (34) Exchanges, with a maximum of one hundred (100) concurrent users. The permitted Exchanges are set forth in Exhibit C of the Agreement. Software AG also grants Licensee an option to purchase additional Exchanges and /or additional concurrent users of the Software at the following rates: Option License Fee: Option Software Support Fee: Additional Exchanges: $5,500 per Exchange $1,100 per year for incremental Software Support Additional Concurrent Users: $1,100 per Concurrent User $220 per year for incremental Software Support b) Expiration of Option. The option set forth herein shall expire on July 1, 2014. Note 2: The Licensee is purchasing only the products and services specified in this Product Schedule. The availability of any future versions, features, or functionality of the purchased Software shall not be relied upon by Licensee in connection with its decision to execute this Product Schedule. Contracts and Addresses: ;SliiVin '7AddressS Billrn ",A88[ess: 4nstallati6n Address >. Contact: Wayne Chen Contact: Joe Siegel Contact: SAME AS SHIPPING ADDRESS Title: Title: Vice President Title: Phone: 310.743.8245 Phone: 310.713.6300 Phone: Email: Wa neChen sierras stems.com Email: JoeSie el sierras slems.com Email: Street Address: 222 N. Sepulveda Blvd., Ste. 310 Street Address: SAME AS SHIPPING ADDRESS Street Address: SAME AS SHIPPING ADDRESS City: El Segundo Cit : State: CA Zip: 90245 Stale: Zip: 2.1 Sta le: Zip: 07W&Uem AGC n6tlendd 130 EXHIBIT C to the SOFTWARE LICENSE AGREEMENT EXCHANGES 0703 SaOvamAGConfi0ealial 131 Exchanges Process Flow Entity 1 Entity 2 Exchange Law Enforcement to District Attorney DFC) Any LEA District Attorney 1 District Attorney Any LEA for this Process 1 District Attorney Superior Courts 1 Superior Courts District Attorney 1 Sub Total Exchanges: 4 Law Enforcement to City Attorney Any LEA City Attorney 1 City Attorney Any LEA for this Process 1 City Attorney Superior Courts 1 Superior Courts City Attorney 1 Sub Total Exchanges: 4 Probable Cause Declaration Any LEA Superior Courts 1 Superior Courts Any LEA for this Process 1 Sub Total Exchanges: 2 Citations District Attorney Brea PD Citation System District Attorney 1 Anaheim PD Citation System District Attorney 1 Orange PD Citation System District Attorney 1 ILJAOC Citation System District Attorney 1 District Attorney Brea PD Citation System 1 District Attorney Anaheim PD Citation System 1 District Attorney Orange PD Citation System 1 District Attorney ILJAOC Citation System 1 Superior Courts District Attorney 1 District Attorney Superior Courts 1 Sub Total Exchanges: 10 Citations City Attorney Brea PD Citation System City Attorney 1 Anaheim PD Citation System City Attorney 1 Orange PD Citation System City Attorney 1 ILJAOC Citation System City Attorney 1 City Attorney Brea PD Citation System 1 City Attorney Anaheim PD Citation System 1 City Attorney Orange PD Citation System 1 City Attorney ILJAOC Citation System 1 Superior Courts City Attorney 1 City Attorney Su erior Courts 1 Sub Total Exchanges: 10 Total Exchanges: 30 0703 Softa.AGCon5danlial 132