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HomeMy WebLinkAboutTIBURON (FORMERLY COMPUDYNE - PUBLIC SAFETY - SOFTWARE LICENSE) 2006SANTA A NA FIRE CLASS t 24 even Software Contract March 15th, 2oo6 Rev.03 /15/2006, ss x. A 4A -` r Software License Agreement Master Support Agreement ME--MSA Appendix A: Statement of Work Ew SOW Attachment A -1: SAFD Reports SOW Attachment A -2: Interface Control Document �_JI SOW Attachment A -2a: • CAD Services Overview SOW Attachment A -2a -a: CAD Codes SOW Attachment A -2a -b: NEI-- CAD Data Dictionary Messages SOW Attachment A -2b: • Telestaff Interface Documentation Preliminary Project Schedule 0 CompuDyne Proprietary i This document contains commercial or financial information or trade secrets of CompuDyne — Public Safety & Justice, Inc. ( "CompuDyne ") which are confidential and exempt from disclosure to the public under the • Freedom of Information Act, U.S.C. 552(b)(4), and unlawful disclosure thereof is a violation of the Trade Secrets Act, 18 U.S.C. 1905. Public disclosure of any information or trade secrets shall not be made without the prior written permission of CompuDyne. CompuDyne Proprietary f- • INSURAN',L ON FILL. UO tXPIRES ,10 ; If lr SOFTWARE LICENSE AGREEMENT A- 2005 -251 L This Software License Agreement is made and entered into as of the � day of March, 2006 (the "Effective Date'), by and between City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (the "Licensee "), and Compudyne — Public Safety & Justice, Inc., a Virginia corporation ( "CompuDyne "). RECITALS WHEREAS, CompuDyne has developed certain software applications that have been installed on the Licensee's automated computer system; and WHEREAS, CompuDyne has the right to sublicense certain software applications developed by third parties that have been installed on the Licensee's automated computer system; and WHEREAS, the Client previously remitted funds to pay for a site license with respect to software applications, and subject to the terms and conditions of this Agreement, CompuDyne is licensing those software applications to Client for no additional license fee; NOW THEREFORE, in consideration of the mutual covenants contained herein this Agreement, the Licensee and CompuDyne hereby agree as follows: AGREEMENT Definitions The following definitions apply to the terms used within this Agreement: 1.1. "Agreement" shall mean this Software License Agreement and its exhibits, as the same may from time to time be amended in accordance with the terms hereof. 1.2. "As -Built Specification Document' shall mean, with respect to any Licensed Application, the document setting forth the specifications for such Licensed Application delivered upon acceptance of the Licensed Application in accordance with the applicable implementation agreement, as such specifications may thereafter be modified or supplemented from time to time to reflect Enhancements subsequently provided by CompuDyne. 1.3. "Authorized Server" shall mean, with respect to any Licensed Application, the server identified as corresponding to such Licensed Application on Exhibit 1 attached hereto and incorporated herein by this reference. 1.4. "Authorized Site" shall mean, with respect to any Authorized Server, the address and room number identified as corresponding to such Authorized Server on Exhibit 1 attached hereto and incorporated herein by this reference. 1.5. "Derivative Works" shall mean, with respect to any Licensed Application, any translation, abridgement, revision, modification, or other form in which such Licensed Application may be recast, transformed, modified, adapted or approved after acceptance of the As -Built Specifications for such Licensed Application in accordance with the applicable implementation agreement. 1.6. "Documentation" shall mean any written, electronic, or recorded work that describes the use, functions, features, or purpose of the System, or any component or subsystem thereof, and that is •published or provided to the Licensee by CompuDyne, CompuDyne's subcontractors or the original manufacturers or developers of third party products provided to the Licensee by CompuDyne, including, Page 1 of 10 Software License Agreement ©2005 CompuDyne — Public Safety &Justice, Inc. •without limitation, all end user manuals, training manuals, guides, program listings, data models, flow charts, logic diagrams, and other materials related to or for use with the System. 1.7. "Effective Date" is defined in the preamble hereof. 1.8. "Enhancement" shall mean, with respect to any Licensed Application, a computer program modification or addition, other than a Maintenance Modification, that alters the functionality of, or adds new functions to, such Licensed Application and that is integrated with such Licensed Application after acceptance of the As -Built Specifications for such Licensed Application in accordance with the applicable implementation agreement, or that is related to a given Licensed Application but offered separately by CompuDyne after acceptance of the As -Built Specifications for such Licensed Application in accordance with the applicable implementation agreement. 1.9. "Error" shall mean, with respect to any Licensed Application, a defect in the Source Code for such Licensed Application that prevents such Licensed Application from functioning in substantial conformity with the As -Built Specifications with respect thereto. 1.10. "Licensed Application" shall mean each of the software applications set forth on Exhibit 1 attached hereto and incorporated herein by this reference, which software applications were developed by CompuDyne and furnished to the Licensee in conformity with the As -Built Specifications with respect thereto, together with all Derivative Works, all Maintenance Modifications and all Documentation with respect thereto; provided, however, that Licensed Applications shall consist of Object Code only and shall not include any Enhancements. 1.11. "Licensee" is defined in the preamble hereof. 1.12. "Maintenance Modifications" shall mean, with respect to any Licensed Application, a •computer software change to correct an Error in, and integrated into, such Licensed Application, but that does not alter the functionality of such Licensed Application and that is provided to the Licensee by CompuDyne after acceptance of the As -Built Specifications for such Licensed Application in accordance with the applicable implementation agreement. 1.13. "Object Code" shall mean computer programs assembled or compiled in magnetic or electronic binary form on software media, which are readable and usable by machines, but not generally readable by humans without reverse - assembly, reverse - compiling, or reverse - engineering. 1.14. "Source Code" shall mean computer programs written in higher -level programming languages, sometimes accompanied by English language comments. Source Code is intelligible to trained programmers and may be translated to Object Code for operation on computer equipment through the process of compiling. 1.15. "Sublicensed Applications" shall mean the software application specified on Exhibit 1 attached hereto developed by any source external to CompuDyne, such as a subcontractor, distributor, re- seller, personal computer software supplier or system software supplier, and furnished to the Licensee by CompuDyne for integration into the System. 1.16. "System" shall mean the Licensee's computer automated system consisting of the Licensed Applications combined with any of the Authorized Servers, the operating systems installed on each of the Authorized Servers, any database or other third parry software products installed on any of the Authorized Servers, any PC or other workstation equipment having access to any of the Licensed Applications, any communications interfaces installed on any of the Authorized Servers, any network communications equipment and any other third party software, wiring, cabling and connections and other hardware relating to any such Authorized Servers, workstation or network communications equipment located at any of the Authorized Sites. • 1.17. "CompuDyne" is defined in the preamble hereof. Page 2 of 10 Software License Agreement ©2005 CompuDyne — Public Safety &Justice, Inc. . 1.18. "CompuDyne Confidential Information" is defined in Section 6.1 hereof. 2. Licenses and Restrictions 2.1. Grant of Licenses. Subject to the conditions set forth in Section 2.2 hereof, CompuDyne hereby grants to the Licensee, pursuant to the terms and conditions hereof, a perpetual, nonexclusive, nontransferable license: (a) to use each Licensed Application and each Sublicensed Application, in Object Code only, on the Authorized Server with respect thereto and at the Authorized Sites with respect thereto; (b) to conduct internal training and testing on each Licensed Application and each Sublicensed Application; (c) to perform disaster recovery, backup, archive and restoration testing, and implementation with respect to each Licensed Application and each Sublicensed Application; (d) to make no more than two (2) archival copies of any Licensed Application or Sublicensed Application, provided that each copy of any Licensed Application shall include CompuDyne's copyright and other proprietary notices and each copy of any Sublicensed Application shall include the copyright and other proprietary notices required by the developer of such Sublicensed Application. 2.2. Conditions to Grant of Licenses. No grant of any license or right pursuant to Section 2.1 hereof with respect to any Licensed Application or any Sublicensed Application shall be effective, and the Licensee shall have no license or right to use such Licensed Application or such Sublicensed Application, until • such Licensed Application or such Sublicensed Application has been accepted by the Licensee in accordance with the acceptance terms set forth in the applicable implementation agreement and all license fees, sublicense fees or royalties with respect to such Licensed Application or such Sublicensed Application have been paid in full in accordance with the payment terms set forth in the applicable implementation agreement. 2.3. Restrictions on Use (a) The Licensee agrees to use the Licensed Applications and the Sublicensed Applications only for the Licensee's own use. The Licensee shall not allow use of any Licensed Application or any Sublicensed Application by any parent, subsidiaries, affiliated entities, or other third parties, or allow any Licensed Application or any Sublicensed Application to be used on other than on the Authorized Server at the Authorized Site with respect thereto. (b) Except as otherwise specifically set forth in Section 2.1 hereof, the Licensee shall have no right to copy any Licensed Application or any Sublicensed Application. Any copy of any Licensed Application (whether or not such copy is permitted) shall be the exclusive property of CompuDyne. Any copy of any Sublicensed Application (whether or not such copy is permitted) shall be the exclusive property of the developer of such Sublicensed Application. The Licensee shall not distribute or allow distribution of any Licensed Application or any Sublicensed Application or any Documentation or other materials relating thereto without CompuDyne's prior written consent. (c) The Licensee's licenses and rights to use the Licensed Applications and the Sublicensed Applications are limited to a license and right to use only the Object Code relating thereto. The Licensee shall have no license or right with respect to the Source Code for any Licensed Application or any Sublicensed Application. • (d) The Licensee shall not, and shall not permit any other party to, make any alteration, modification or enhancement to any Licensed Application or any Sublicensed Application unless, and Page 3 of 10 Software License Agreement ©2005 CompuDyne — Public Safety &Justice, Inc. • only to the extent, specifically authorized by CompuDyne. The Licensee shall not, and shall not permit any other party to, disassemble, de- compile or reverse - engineer any Licensed Application or any Sublicensed Application. (e) The Licensee shall not use any Licensed Application or any Sublicensed Application, and shall not permit any third party to use any Licensed Application or any Sublicensed Application, for processing data of any entity other than the Licensee. 3. Ownership. Except for the rights expressly granted therein pursuant to Section 2 hereof, CompuDyne shall at all times retain all right, title and interest in and to each Licensed Application and all copies thereof (whether or not permitted), including all Derivative Works, Maintenance Modifications, Enhancements and Documentation with respect thereto (whether or not developed by CompuDyne). By this Agreement, the Licensee hereby assigns to CompuDyne any and all rights it may have or later acquire to any and all Derivative Works (whether or not developed by CompuDyne). 4. Term and Termination 4.1. Effective Date. This Agreement shall take effect on the Effective Date after (i) it has been fully executed by duly authorized representatives of both parties, and (ii) CompuDyne's receipt of written notification from the Licensee that any certification or approval of this Agreement required by statute, ordinance, or established policy of the Licensee has been obtained. 4.2. Term. This Agreement shall continue in effect until terminated as set forth under Section 4.3 hereof. 4.3. Termination. The Licensee may terminate this Agreement by providing thirty (30) days •prior written notice to CompuDyne of its intent to do so. CompuDyne may terminate this Agreement immediately if the Licensee breaches any material provision of this Agreement. 4.4. Effect of Termination. Upon termination of this Agreement, all licenses granted to the Licensee hereunder shall be revoked. Upon termination of this Agreement, (a) the Licensee shall return to CompuDyne, within ten (10) business days of such termination, all CompuDyne Confidential Information and all devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings, blueprints, sketches, materials, equipment other documents or property relating thereto and all copies of any of the foregoing (in whatever medium recorded); (b) the Licensee shall discontinue all use of the Licensed Applications and the Sublicensed Applications; and (c) the Licensee shall certify in a written document signed by an authorized representative that the material specified in the preceding clause (a) has been returned to CompuDyne, that all copies of the Licensed Applications and the Sublicensed Applications have been permanently deleted or destroyed, and that all use of the Licensed Applications and the Sublicensed Applications has been discontinued. The expiration or termination of this Agreement will not relieve the Licensee of its obligations under Section 6 hereof regarding CompuDyne Confidential Information. 5. Limited Warranties and Liability 5.1. Warranty. THE LICENSED APPLICATIONS ARE LICENSED "AS IS ". NO EXPRESS OR IMPLIED WARRANTIES FOR THE LICENSED APPLICATIONS, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE CREATED BY THIS SOFTWARE LICENSE AGREEMENT. 5.2. Limitation of Liability. NEITHER CompuDyne NOR ANY PERSON ASSOCIATED WITH CompuDyne SHALL BE LIABLE TO ANY PARTY FOR ANY DIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR BREACH OR FAILURE TO PERFORM UNDER THIS AGREEMENT, EVEN IF CompuDyne HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING BUT NOT •LIMITED TO LOSS OF ANTICIPATED BENEFITS OR PROFITS RESULTING FROM THE OPERATION OR FAILURE TO OPERATE OF THE LICENSED PROGRAMS. THIS CLAUSE SHALL SURVIVE THE FAILURE OF Page 4 of 10 Software License Agreement 92005 CompuDyne — Public Safety &Justice, Inc. •ANY EXCLUSIVE REMEDY FOR BREACH OF WARRANTY OR ANY OTHER PROVISION OF THIS AGREEMENT. 6. Confidential Information 6.1. CompuDyne Confidential Information. The Licensee agrees to maintain the confidentiality of any CompuDyne Confidential Information (as defined below) and to treat such information with the same degree of care and security as it treats its own most confidential information. The Licensee shall not, without CompuDyne's prior written consent, disclose such information to any person or entity other than to the Licensee's employees or consultants legally bound to abide by the terms hereof and having a need to know such information, or sell, license, publish, display, distribute or otherwise use such information except as authorized by this Agreement. The term "CompuDyne Confidential Information" shall include all Licensed Applications and any other CompuDyne software applications (whether or not licensed to the Licensee) and all Derivative Works, Enhancements, Maintenance Modifications and Documentation with respect thereto as well as any written information of a confidential nature clearly labeled by CompuDyne as being confidential or otherwise indicated by CompuDyne in writing as being confidential. The Licensee understands and agrees that CompuDyne Confidential Information constitutes a valuable business asset of CompuDyne, the unauthorized use or disclosure of which may irreparably damage CompuDyne. In the event of the Licensee's breach or threatened breach of any of the provisions in this Agreement, CompuDyne shall be entitled to an injunction obtained from any court having appropriate jurisdiction restraining the Licensee from any unauthorized use or disclosure of any CompuDyne Confidential Information. 6.2. Exclusions. Notwithstanding Section 6.1 hereof, CompuDyne Confidential Information shall not include information which the Licensee can demonstrate by competent written proof (a) is now, or hereafter becomes, through no act or failure to act on the part of the Licensee, generally known or available or otherwise part of the public domain; (b) is rightfully known by the Licensee without restriction on use prior to its first receipt of such information from CompuDyne as evidenced by its records; (c) is hereafter furnished to the Licensee by a third •party authorized to furnish the information to the Licensee, as a matter of right and without restriction on disclosure; or (d) is the subject of a written permission by CompuDyne to disclose. 6.3. Exceptions. Notwithstanding Section 6.1 hereof, disclosure of CompuDyne Confidential Information shall not be precluded if: (a) such disclosure is in response to a valid order of a court or other governmental body of the United States or any political subdivision thereof; provided, however, that the Licensee shall first have given notice to CompuDyne and shall have made a reasonable effort to obtain a protective order requiring that the information to be disclosed be used only for the purposes for which the order was issued; (b) such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary for such purpose; or (c) the Licensee received the prior written consent to such disclosure from CompuDyne, but only to the extent permitted in such consent. 6.4. Survival. Unless mutually agreed otherwise in writing, the obligations hereunder with respect to each item of CompuDyne Confidential Information shall survive the termination or expiration of this Agreement. 7. Miscellaneous 7.1. Relationship. The relationship created hereby is that of Licensor and Licensee. Nothing herein shall be construed to create a partnership, joint venture, or agency relationship between the parties • hereto. Neither party shall have any authority to enter into agreements of any kind on behalf of the other and shall have no power or authority to bind or obligate the other in any manner to any third parry. The Page 5 of 10 Software License Agreement ©2005 CompuDyne — Public Safety 8 Justice, Inc. • employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purpose whatsoever. Each party hereto represents that it is acting on its own behalf and is not acting as an agent for or on behalf of any third party. 7.2. No Rights in Third Parties. This Agreement is entered into for the sole benefit of the CompuDyne and the Licensee and, where permitted above, their permitted successors, executors, representatives, administrators and assigns. Nothing in this Agreement shall be construed as giving any benefits, rights, remedies or claims to any other person, firm, corporation or other entity, including, without limitation, the general public or any member thereof, or to authorize anyone not a party to this Agreement to maintain a suit for personal injuries, property damage, or any other relief in law or equity in connection with this Agreement. 7.3. Entire Agreement. This Agreement sets forth the final, complete and exclusive agreement and understanding between CompuDyne and the Licensee relating to the subject matter hereof and supersedes all quotes, proposals understandings, representations, conditions, warranties, covenants, and all other communications between the parties (oral or written) relating to the subject matter hereof. CompuDyne shall not be bound by any terms or conditions contained in any purchase order or other form provided by the Licensee in connection with this Agreement and any such terms and conditions shall have force or effect. No affirmation, representation or warranty relating to the subject matter hereof by any employee, agent or other representative of CompuDyne shall bind CompuDyne or be enforceable by the Licensee unless specifically set forth in this Agreement. 7.4. Amendments. No amendment or other modification of this Agreement shall be valid unless pursuant to a written instrument referencing this Agreement signed by duly authorized representatives of each of the parties hereto. 7.5. Assignment. Neither party hereto may assign its rights or obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld, provided, • however, that CompuDyne may assign this Agreement to its successor in connection with a sale of its business without obtaining consent of any party. Subject to the foregoing, each and every covenant, term, provision and agreement contained in this Agreement shall be binding upon and inure to the benefit of the parties' permitted successors, executors, representatives, administrators and assigns. Any assignment attempted in contravention of this section will be void. 7.6. Governing Law. All questions concerning the validity, operation, interpretation, construction and enforcement of any terms, covenants or conditions of this Agreement shall in all respects be governed by and determined in accordance with the laws of the State of California without giving effect to the choice of law principles thereof. The United Nations Convention on the International Sale of Goods shall not apply to any transactions contemplated by this Agreement. 7.7. Arbitration. [Section omitted intentionally.] 7.8. Venue. All legal proceedings brought in connection with this Agreement may only be brought in a state or federal court located in the State of California. Each party hereby agrees to submit to the personal jurisdiction of those courts for any lawsuits filed there against such party arising under or in connection with this Agreement. 7.9. Waiver. In order to be effective, any waiver of any right, benefit or power hereunder must be in writing and must be signed by an authorized representative of the party against whom enforcement of such waiver would be sought, it being intended that the conduct or failure to act of either party shall imply no waiver. Neither party shall by mere lapse of time without giving notice or taking other action hereunder be deemed to have waived any breach by the other party of any of the provisions of this Agreement. No waiver of any right, benefit or power hereunder on a specific occasion shall be applicable to anyfacts or circumstances other than the facts and circumstances specifically addressed by such waiver or to any future events, even if such future • events involve facts and circumstances substantially similar to those specifically addressed by such waiver. No waiver of any right, benefit or power hereunder shall constitute, or be deemed to constitute, a waiver of any other right, benefit or power hereunder. Unless otherwise specifically set forth herein, neither party shall be Page 6 of 10 Software License Agreement 02005 CompuDyne — Public Safety &Justice, Inc. . required to give notice to the other party, or to any other third party, to enforce strict adherence to all terms of this Agreement. 7.10. Severability. If any provision of this Agreement shall for any reason be held to be invalid, illegal, unenforceable, or in conflict with any law of a federal, state, or local government having jurisdiction over this Agreement, such provision shall be construed so as to make it enforceable to the greatest extent permitted, such provision shall remain in effect to the greatest extent permitted and the remaining provisions of this Agreement shall remain in full force and effect. 7.11. Survival of Provisions. All provisions of this Agreement that by their nature would reasonably be expected to continue after the termination of this Agreement, including but not limited to Section 6.1, will survive the termination of this Agreement. 7.12. Notices. All notices, requests, demands, or other communications required or permitted to be given hereunder must be in writing and must be addressed to the parties at their respective addresses set forth below and shall be deemed to have been duly given when (a) delivered in person; (b) sent by facsimile transmission indicating receipt at the facsimile number where sent; (c) one (1) business day after being deposited with a reputable overnight air courier service; or (d) three (3) business days after being deposited with the United States Postal Service, for delivery by certified or registered mail, postage pre -paid and return receipt requested. All notices and other communications regarding default or termination of this Agreement shall be delivered by hand or sent by certified mail, postage pre -paid and return receipt requested. Either party may from time to time change the notice address set forth below by delivering notice to the other party in accordance with this section setting forth the new address and the date on which it will become effective. To CompuDyne: Attn: Contract Administrator • CompuDyne — Public Safety & Justice, Inc. 39350 Civic Center Dr., Ste, 100 Fremont, CA 94538 Phone: 510- 792 -2108 Fax: 510- 742 -1057 • To Licensee: Attn: Deputy Chief of Support Services City of Santa Ana Fire Department 1439 South Broadway Santa Ana, CA 92707 Phone: 714 - 647 -5788 Fax: 714-647-5733 7.13. Construction. The paragraph and section headings used in this Agreement or in any exhibit hereto are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement. Any term referencing time, days or period for performance shall be deemed calendar days and not business days, unless otherwise expressly provided herein. 7.14. Counterparts. This Agreement may be signed in two or more counterparts, each of which shall constitute an original, and all of which together shall constitute one and the same document. Page 7 of 10 Software License Agreement ©2005 CompuDyne — Public Safety &Justice, Inc. 0 IN WITNESS WHEREOF, the parties have hereunto set their hands as set forth below. ATTESTc- � CITY OF ITA ANA., -PATRICIA E HEALY DAVID N. REA Clerk of the Council City Manager APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney Bv: [[ (( ( M p i La ra Sheedy . Assistant City Attorney 0 02005 CompuDyne — Public Safety & Justice, Inc. Page 8 of 10 Compu yne - Public Safety & Justice, Inc �2. 5enier Vice Fre5idej)f t0once and Adrylilw)"fict l Software License Agreement 0 � -1 LJ • EXHIBIT 1 To Software License Agreement LICENSED APPLICATIONS AND AUTHORIZED ENVIRONMENTS This Exhibit is attached to, incorporated into and forms part of the Software License Agreement, dated March , 2006, between the Licensee and CompuDyne (herein referred to as the "Agreement'). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the eventof conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. LICENSED APPLICATIONS The following software applications constitute Licensed Applications under the Agreement. The server and site locations corresponding to each Licensed Application shall constitute the Authorized Server and Authorized Site with respect to such Licensed Application for purposes of the Agreement. Name of Application Make, Model, Serial Number Address and Room Number of Authoriz of Authorized Server Site of Authorized Server 24 Seven Dell Power -Edge 120 W. Walnut Street, Santa Ana, Ca Incident System 6600. SN: #79LYD41 92701 NFIRS CAD Adaptor Interface Telestaff Interface (Site License) 24 Seven Dell Power -Edge 120 W. Walnut Street, Santa Ana, Ca Prevention, 6600. SN: #79LYD41 92701 Inspection Activity, Training, Hydrant Maintenance Facility, and Vehicle Inventory (Site License) SUBLICENSED APPLICATIONS The following software applications constitute Sublicensed Applications underthe Agreement. The server and site locations corresponding to each Sublicensed Application shall constitute the Authorized Server and Authorized Site with respect to such Sublicensed Application for purposes of the Agreement. Name of Make. Model Serial Number of Address and Room Number of Authorized Site Application Authorized Server of Authorized Server None Page 9 of 10 Updated 07/13/05 CompuDyne Software License Agreement — Exhibit 1 ©2005 CompuDyne — Public Safety & Justice, Inc. 0 0 0 Page 10 of 10 Updated 07/13/05 CompuDyne Software License Agreement— Exhibit 1 ©2005 CompuDyne— Public Safety & Justice, Inc. 0 • MASTER SUPPORT AGREEMENT This Master Support Agreement (this "Agreement ") is entered into this '41 uq#�, day of March 2006 (the "Effective Date "), by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (the "Client ") and CompuDyne — Public Safety & Justice, Inc., a Virginia corporation ( "CompuDyne "). WHEREAS, TriTech Software Systems Corporation ( "TriTech ") agreed with the Client to install and sublicense a fire records management system known as 24Seven ( "FRMS ") which system was developed and owned by 90 Degrees, Inc. ( "90 Degrees ") and the Client paid for a site license for the FIRMS system (set forth on Exhibit 2 as the Covered Applications); WHEREAS, in August 2004, CompuDyne acquired the assets of 90 Degrees, including the FRMS product; WHEREAS, TriTech failed to complete the installation of FIRMS and Client has elected to terminate its agreement with TriTech; WHEREAS, Client has elected to complete installation of FIRMS through CompuDyne and to obtain support services related to FIRMS from CompuDyne; NOW THEREFORE, in consideration of the mutual covenants contained herein, the Client and CompuDyne hereby agree as follows: List of Exhibits Exhibit 1: Definitions Exhibit 2: Covered Applications Exhibit 3: Training Exhibit 4: Third -Party Support Contracts Exhibit 5: Site, System and Network Specifications Exhibit 6: Back Up Schedule and Procedures Exhibit 7: Warranty & Maintenance Support — Guidelines & Options Appendix A Statement of Work Definitions Capitalized terms used herein and in any exhibit hereto shall have the definitions set forth on Exhibit 1 attached hereto and incorporated herein by this reference, unless otherwise defined herein. 2. Installation Services; Basic Support; Enhancements 2.1. Completion of Installation. Subject to the terms and conditions set forth in this Agreement, CompuDyne will provide the installation, consulting, system integration, project management, training and technical services (the "Installation Services ") set forth in the Statement of Work attached hereto as Appendix A (the "Statement of Work ") at no additional cost to Client unless otherwise set forth in the Statement of Work. Client shall be responsible to provide those services and facilities necessary for the completion of the Installation Services which are set forth as Client's obligations and responsibilities in the Statement of Work. In the event an Installation Service set forth in the Statement of Work provides a price, Client agrees to make payment with respect to that Installation Service upon CompuDyne's certification of completion of the task with respect to such Installation Service. 2.2. Project Manager and Client Representative Updated 111505 Page 1 of 15 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Master Support Agreement • (a) CompuDyne shall designate in writing a single individual to act as the project manager (the "Project Manager "). The Project Manager shall ensure CompuDyne's compliance with, and shall coordinate appropriate schedules in connection with, CompuDyne's obligations in the Statement of Work. CompuDyne may change the individual designated by providing the Client with advance written notice designating the new individual authorized to act as the Project Manager. With respect to the support services set forth below, CompuDyne's Account Manager will coordinate such services. (b) The Client shall designate in writing a single individual to act as the Client's authorized representative for purposes of this Agreement (the "Client Representative "). Such individual (a) must be authorized to act on the Client's behalf with respect to all matters relating to this Agreement; (b) shall ensure the Client's compliance with its responsibilities under this Agreement; and (c) shall coordinate appropriate schedules in connection with CompuDyne's services under this Agreement. The Client may change the individual designated by providing CompuDyne with advance written notice delivered designating the new individual authorized to act as the Client Representative. 2.3. Changes. The scope and schedule of services and materials provided under the Statement of Work may be changed from time to time by a written change order (a "Change Order") mutually agreed upon and signed by duly authorized representatives of each of the parties. 2.4. Intellectual Property Ownership. CompuDyne shall retain all title and interest in and to each of the Covered Applications and all Derivative Works, Maintenance Modifications, Enhancements and Documentation] with respect thereto and all CompuDyne Confidential Information. 2.5. Warranty. CompuDyne warrants to Client that the Installation Services will be performed in accordance with standard practices in the industry. 9 2.6. Basic Support. Subject to the terms and conditions set forth in this Agreement, CompuDyne shall provide the following support for the Covered Applications ( "Basic Support"). (a) Application Errors. CompuDyne will correct Errors in any of the Covered Applications discovered by the Client in accordance with CompuDyne's Warranty & Maintenance Support — Guidelines & Options, provided (a) the Client provides all information regarding such Error that may be requested by CompuDyne in accordance with Section 5.1 hereof (Technical Service Requests], (b) such Error is reproduced by the Client in accordance with Section 5.4 hereof (Error Reproduction), and (c) the Client has provided CompuDyne with remote access to the System as required under Section 5.2 hereof (Remote Access). (b) Client Support Center. CompuDyne will provide toll -free telephone support for operational and technical assistance during CompuDyne's normal support hours of 8:00 a.m. to 5:30 p.m. local time in the Client's time zone (not including weekends and CompuDyne holidays). CompuDyne reserves the right to charge reasonable call -out fees for any call received other than during CompuDyne's normal support hours. (c) Account Manager. CompuDyne will designate in writing a single individual to act as the account manager for purposes of coordinating technical support as set forth herein (the "Account Manager "). The Account Manager shall ensure CompuDyne's compliance with, and shall coordinate appropriate schedules in connection with, its obligations set forth herein. CompuDyne may change the individual designated hereunder by providing the Client with advance written notice delivered in accordance with Section 24 hereof (Notices) designating the new individual authorized to act as the Account Manager. • Page 2 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. • (d) Status Reports. CompuDyne will provide the Client with a monthly status report (a "Monthly Status Report"t. Each Status Rennrt will inHi 0p a ci immnn, of oite �Mi. iti ­a — , of requests by the Client for technical services delivered in accordance with Section 5.1 hereof (CompuDyne Service Requests). Additional information that may be contained in the monthly status report is described in Exhibit 7 (Warranty & Maintenance Support — Guidelines & Options). Each Monthly Status Report will be delivered to the Client in accordance with the notice provisions set forth in Section 24 hereof (Notices). (e) Back -Ups. Subject to the Client's obligations under Section 5.4 hereof (Maintenance and Back -Ups), CompuDyne will (a) provide and maintain automated back -up scripts, (b) support database recovery and restoration procedures; and (c) provide database problem diagnosis and resolution support. (f) NFIRS, NCIC, NIBRSIUCR Updates. CompuDyne will provide updates to the Covered Applications for Client use and installation in response to legal requirements mandated by National Fire Incident Reporting System (NFIRS), the National Crime Information Center (NCIC) and National Incident Based Reporting System / Uniform Crime Reporting (NIRS /UCR) when such requirements necessitate modification(s) to the Source Code relating to any Covered Application and are necessary for the proper performance of the Covered Application. Any other changes, including but not limited to, those mandated or offered by any state, county, city or municipal governmental entity, as well as changes to any Protocols are outside the scope of this Agreement. (g) Database Administration (DBA) Support. DBA support will be provided in the manner as set forth in Section 4.3, "Level 1 DBA Support", of Exhibit 7 (Warranty & Maintenance Support — Guidelines & Options). • (h) System Administration (SA) Support. SA support will be provided in the manner as set forth in Section 4.4, "Level 1 DBA Support", of Exhibit 7 (Warranty & Maintenance Support — Guidelines & Options). (i) Version Management Program. The Version Management Program (VMP) provides Clients with eligible products with ongoing product enhancements and new features. VMP will be provided in the manner as set forth in Section 4.5, "Version Management Program ", of Exhibit 7 (Warranty & Maintenance Support — Guidelines & Options). 2.7. Support Options. In addition to Basic Support, the Client may purchase support options described in Exhibit 7 (Warranty & Maintenance Support — Guidelines & Options). The terms and conditions for each Support Option shall be set forth in a separate exhibit which, upon payment of the required annual fee for such Support Option, shall automatically become part of this Agreement and shall be subject to the terms hereof. The Client may discontinue any Support Option by providing CompuDyne at least ninety (90) calendar days prior written notice identifying the Support Option to be discontinued; provided, however, that such discontinuance shall not be effective until the next occurring Payment Date. 2.8. Enhancements. From time to time, the Client may request CompuDyne to provide under this Agreement services and materials to furnish, install and implement an Enhancement. The installation and implementation of such Enhancement shall be provided, at CompuDyne's option, on a fixed -quote basis with payment milestones or on a time and material basis at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. No Enhancement shall be provided under this Agreement unless (a) this Agreement is amended as necessary or appropriate to incorporate the Enhancement Terms relating to the Enhancement; (b) the Enhancement Terms are attached to this Agreement as a new exhibit and, except as specifically set forth therein, may be subject to the terms of this Agreement; (c) the Enhancement Terms include terms regarding final acceptance of the Enhancement; (d) the Enhancement Terms provide that, upon final acceptance of the Enhancement, Exhibit 2 to this Page 3 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne — public Safety & Justice, Inc. All rights reserved. Agreement shall be amended to incorporate the Enhancement as a Covered Application subject to the • Client's payment of any necessary additional support fees relating to the Enhancement; and (e) the Enhancement Terms provide that, upon final acceptance of such Enhancement, the Software License Agreement shall be considered amended as necessary or appropriate to grant to the Client the appropriate rights to use the Enhancement, subject to payment in full of all amounts due under the Enhancement Terms. 2.9. Out of Scope Services. From time to time, the Client may request CompuDyne to provide under this Agreement certain Out of Scope Services. CompuDyne shall be under no firm obligation to perform any Out of Scope Services, but shall undertake to make a good faith effort to perform such services to the extent that it is capable of doing so without substantially interfering with its other obligations under this Agreement or with its obligations to its other clients. Any Out of Scope Services shall be provided, at CompuDyne's option, on a fixed -quote basis with payment milestones or on a time and material basis at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incur. No Out of Scope Services shall be provided under this Agreement unless: (a) this Agreement is amended as necessary or appropriate to incorporate the terms relating to the Out of Scope Services; (b) those terms are attached to this Agreement as a new exhibit and, except as specifically set forth therein, may be subject to the terms of this Agreement; and, (c) those terms include agreed -to criteria regarding completion of the work, if applicable. 3. Term The term of this Agreement shall commence on the Effective Date and shall continue in effect until terminated in accordance with its terms. 4. Fees and Payment 4.1. Annual Support Fees • (a) Basic Support. The Client shall pay an annual fee for Basic Support for each of the Covered Applications. The amount of such annual fee shall be set forth on Exhibit 2 attached hereto and incorporated herein by this reference and shall be paid in advance on or prior to the expiration of any Warranty Period applicable to such Covered Application and, thereafter, on each Payment Date during the term of this Agreement. (b) Support Options. The Client shall pay an annual fee for any requested Support Options. The amount of such annual fee shall be set forth on the exhibit pertaining to such Additional Support Option and shall be paid on or prior to the commencement of any services relating to such Additional Support Option and, thereafter, on each Payment Date during the term of this Agreement unless such Additional Support Option has been discontinued in accordance with Section 2.7 hereof (Support Options). (c) Enhancements and Out of Scope Services. Payment shall be as stated in the applicable Enhancement/Out of Scope Services proposal. 4.2. Annual Adjustments. The fees payable pursuant to Section 4.1(a) and Section 4.1(b) hereof (Annual Support Fees) may be increased on an annual basis by five percent (5 %) upon at least thirty (30) days prior written notice to the Client. Such increase shall become effective on the next occurring Payment Date. 4.3. Invoices. Invoices pursuant to Section 4.1 hereof shall be payable on or prior to each Payment Date during the term of this Agreement or shall be payable within thirty (30) days of receipt unless otherwise specifically provided. 4.4. Consequences of Late Payment. Failure to pay any amount owing hereunder when such Page 4 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. amount is due shall constitute a material default under this Agreement and would result in the termination of • this Agreement in all or part. The Client shall reimburse CompuDyne for all collection fees, including reasonable attorneys' fees and expenses, incurred by CompuDyne in connection with the collection of any amount owing hereunder. CompuDyne reserves the right to charge the Client an administrative fee to reinstate any part of its support that has lapsed due to nonpayment. The administrative fee shall equal ten percent (10 %) of the then - current annual support fee for the lapsed support. 5. Client Responsibilities 5.1. CompuDyne Service Request. The Client shall provide all information requested by CompuDyne necessary to complete its CompuDyne Technical Service Request form for each request for technical services, Enhancements, and Out of Scope Services. 5.2. Remote Access. The Client shall install and monitor during the term of this Agreement a dedicated high -speed data connection and any other networking equipment specified by CompuDyne to provide CompuDyne remote access to the System. CompuDyne shall not be responsible for any costs relating to the procurement, installation, maintenance and use of such equipment and all associated telephone use charges. CompuDyne shall use the data connection solely in connection with the provision of its services hereunder. The Client shall run appropriate tests following each remote access as requested by CompuDyne. If the Client fails to run necessary tests as required in this Section 5.2, CompuDyne will provide such services and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses. 5.3. Physical Access. The Client shall provide CompuDyne with physical access to the System at any time during normal business hours. After normal business hours, the Client shall ensure that one of the Technical Support Coordinators designated under Section 5.11 hereof (Technical Support Coordinators) can be reached by phone or pager to (a) provide physical access to the System within two (2) hours of IS CompuDyne's request for such access, and (b) remain on -site until CompuDyne determines that there is no longer a need for physical access. 5.4. Maintenance and Back -Ups. The Client shall ensure that maintenance and back -up activities relating to the Covered Applications and the System, including without limitation backing up databases and journal logs, purging out of date records and running reports and performing diagnostics as requested by CompuDyne, are carried out in accordance with the schedule and methodology specified in Exhibit 6 (Back Up Schedule and Procedures) attached hereto and incorporated herein by this reference. 5.5. Data Input. The Client shall enter, update and maintain the input data as may be required by CompuDyne for satisfactory operation of the Covered Applications, and be responsible for the accuracy of all Client - provided data. 5.6. Third -Party Product Support. The Client shall obtain, pay for and maintain in effect during the term of this Agreement the technical support contracts for certain Third -Party Products as specified on Exhibit 4 attached hereto and incorporated herein by this reference, and shall ensure that, in addition to authorizing the Client to request support services there under, each such support contract also expressly authorizes CompuDyne to request support services there under on the Client's behalf. 5.7. System Security. The Client shall ensure that the security of the System conforms in all respects to the federal, state, and /or local mandated law enforcement telecommunications requirements. The Client shall ensure that no workstations have access to the Covered Applications other than those licensed by CompuDyne to access the Covered Applications. 5.8. System Change, Alteration, or Modification. The Client shall ensure that, with respect to each Covered Application, such Covered Application is installed only on the Authorized Server and only at the Authorized Site. The Client shall ensure that each Authorized Site conforms in all respects to the Site • Page 5 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne— Public Safety & Justice, Inc. All rights reserved. Specifications set forth on Exhibit 5 attached hereto and incorporated herein by this reference (the "Site, System • and Network Specifications"). The Client shall ensure that no change, alteration or modification is made to the System Configuration without the express prior written consent of CompuDyne; provided, however, that said consent is not intended to constitute in any manner CompuDyne's approval, certification, endorsement, or warranty of the System Configuration or System performance. 5.9. Database Change Authorization. Client shall maintain a system to ensure that only authorized personnel have the ability to make changes to the Client's database and that a list of all such authorized personnel (and any updates thereto) be promptly delivered to the CompuDyne Client Support Center. Each request for any change to a Client's database shall be accompanied by a signed letter of authorization from the Client's authorized department head, and shall contain all details of the requested change. CompuDyne cannot assist Client personnel other than those on the most current authorization list. 5.10. Authorized Client Representative. The Client shall designate, in a written notice delivered in accordance with Section 24 hereof (Notices), a single individual to act as the Client's authorized representative for purposes of this Agreement (the "Client Representative "). Such individual (a) must be authorized to act on the Client's behalf with respect to all matters relating to this Agreement; (b) shall ensure the Client's compliance with its responsibilities under this Agreement; and (c) shall coordinate appropriate schedules in connection with CompuDyne's services under this Agreement. The Client may change the individual designated hereunder by providing CompuDyne advance written notice delivered in accordance with Section 24 hereof (Notices) designating the new individual authorized to act as the Client Representative. 5.11. Technical Support Coordinators. The Client shall designate, in a written notice delivered in accordance with Section 24 hereof (Notices), one or more individuals to act as the Client's technical support coordinator (a "Technical Support Coordinator'). The Client shall ensure that each Technical Support Coordinator designated hereunder shall have received the training required under Section 5.12 hereof (Training) . and shall otherwise be familiar with the Covered Applications and the System. The Client shall ensure that, at all times, a Technical Support Coordinator is available (a) to screen operational assistance calls and handle operational problems, where appropriate; (b) to provide access to the System as required under Section 5.3 hereof (Physical Access); (c) to provide on -site technical assistance as required by CompuDyne to aid CompuDyne in performing its services hereunder; and (d) to review all Monthly Status Reports delivered hereunder and, if required, provide CompuDyne with required direction regarding recommended preventative maintenance activities. The Client may change any individual designated hereunder by providing CompuDyne with advance written notice delivered in accordance with Section 24 hereof (Notices) designating the new individual authorized to act as a Technical Support Coordinator. 5.12. Training. The Client shall ensure that all Technical Support Coordinators and other personnel have received the training specified on Exhibit 3 attached hereto and incorporated herein by this reference, and otherwise maintain sufficient personnel with sufficient training and experience to perform its obligations under this Agreement. 5.13 Error Reproduction. Upon detection of any Error in any of the Covered Applications, the Client shall provide CompuDyne a listing of command input, resulting output and any other data, including databases and back -up systems, that CompuDyne may reasonably request in order to reproduce operating conditions similar to those present when the Error occurred. 6. Exclusions 6.1. Failure to Observe Obligations. Basic Support provided hereunder is expressly conditioned on the observance of the responsibilities of the Client set forth in Section 5 hereof (Client Responsibilities) and in the Software License Agreement. Any Additional Support Option provided hereunder is expressly conditioned on the observance of the responsibilities of the Client set forth in Section 5 hereof (Client Page 6 of 15 Updated 111505 Master Support Agreement 02006 CompuDyne — Public Safety & Jusbcs, Inc. All dghts reserved. Responsibilities), in the Software License Agreement and in the exhibit pertaining to such Additional Support • Option as specified in Section 2.7. 6.2. Erroneous Reported Problems. If CompuDyne performs diagnosis of erroneously reported problems, the Client may be charged for such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. 6.3. Failure of Remote Access. If the Client fails for any reason to provide remote access to the System as required by Section 5.2 hereof (Remote Access), CompuDyne will, at the Client's request, provide on -site services to correct an Error to the extent otherwise required hereunder and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. 6.4. Unauthorized Modifications. CompuDyne is under no obligation to correct any Error in any of the Covered Applications if the Error is due to a modification or alteration to such Covered Application in violation of the terms of the Software License Agreement or relates to any portion of such Covered Application that has been affected by software not developed and installed by CompuDyne. CompuDyne is under no obligation to correct any problems caused by any modification or alteration to any component of the System or to the System Configuration in violation of the terms of this Agreement or caused by software or hardware not developed and installed by CompuDyne. If requested by the Client, CompuDyne will provide technical support services to resolve such problems pursuant to Section 2.9 hereof (Out of Scope Services) and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. 6.5. Unauthorized Use. CompuDyne is under no obligation to correct any Error in any of the Covered Applications or any problems with any other component of the System if such Error or other problem is caused by (a) accident, neglect, misuse or abuse on the part of any party other than CompuDyne; • (b) is due to exposure to conditions outside the range of the environmental, power and operating specifications provided by CompuDyne in the Site Specifications delivered pursuant to Section 5.9 hereof (System Change, Alteration, or Modification); or (c) use of any of the Covered Applications or any other component of the System for any purpose other than that for which it was originally acquired. If requested by the Client, CompuDyne will provide technical support services to resolve such problems pursuant to Section 2.9 hereof (Out of Scope Services) and will charge the Client for such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. 6.6. Third -Party Products. CompuDyne shall have no responsibility for correcting or resolving any errors, defects or failures in any Third -Party Products. CompuDyne's only obligation with respect to such Third -Party Products is to assist with the coordination of support services with the appropriate third -party vendor to the extent such support services are available to the Client. 6.7. Third -Party Product Compatibility. CompuDyne shall have no responsibility for any Third -Party Product provided and installed on or integrated into the System by any other party without CompuDyne's prior written authorization, including but not limited to responsibility for the installation and integration of any such Third -Party Products, the condition, operation and performance of any such Third - Party Products, the compatibility of any such Third -Party Products with the Covered Applications, and any impact any such Third -Party Products have on the overall operation or performance of any of the Covered Applications or any other component of the System. If requested by the Client, CompuDyne will provide technical support services pursuant to Section 2.9 hereof (Out of Scope Services) to resolve any operation or performance problems relating to any of the Covered Applications or any other component of the System caused by any such Third -Party Products or to assist with the integration of any such Third -Party Products with or into any of the Covered Applications or any other component of the System. CompuDyne will charge the Client for any such services at CompuDyne's then current technical service rates plus all related travel, per diem and other expenses invoiced as incurred. Page 7 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety, & Justice, Inc. All rights reserved. 6.8. General Disclaimer. EXCEPT AS MAY BE EXPRESSLY SET FORTH HEREIN, CompuDyne DISCLAIMS ALL WARRANTIES WITH RESPECT TO ANY OF THE COVERED APPLICATIONS OR ANY OTHER COMPONENT OF THE SYSTEM, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF SUITABILITY, MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, NON - INFRINGEMENT AND /OR FITNESS FOR A PARTICULAR PURPOSE. 7. Protection of Confidential and Proprietary Information 7.1. All Client Confidential Information shall be held in strict confidence by CompuDyne, and CompuDyne shall not, without the Client's prior written consent, disclose such information to any person or entity other than to CompuDyne's employees or consultants legally bound to abide by the terms hereof and having a need to know such information in connection with CompuDyne's performance of the services hereunder, or use such information other than in connection with the performance of the services hereunder. The term "Client Confidential Information" shall include all Client data and other written information of a confidential nature clearly labeled by the Client as being confidential. CompuDyne understands and agrees that the unauthorized use or disclosure of Client Confidential Information may irreparably damage the Client. In the event of CompuDyne's breach or threatened breach of any of the provisions in this Section 7.1, the Client shall be entitled to an injunction obtained from any court having appropriate jurisdiction restraining CompuDyne from any unauthorized use or disclosure of any Client Confidential Information. 7.2. All CompuDyne Confidential Information shall be held in strict confidence by the Client, and the Client shall not, without CompuDyne's prior written consent, disclose such information to any person or entity other than to the Client's employees or consultants legally bound to abide by the terms hereof and having a need to know such information in connection with the Client's performance of its obligations hereunder, or use such information other than in connection with the performance of its obligations hereunder. The term "CompuDyne Confidential Information" shall include the Covered Applications and all other CompuDyne software applications, whether or not licensed to the Client, as well as any written information disclosed by CompuDyne to the Client under this Agreement, including, but not limited to, any trade secrets, confidential knowledge, data, information relating to CompuDyne products, processes, know - how, designs, formulas, methods, developmental or experimental work, improvements, discoveries, plans for research, new products, marketing and selling, business plans, budgets and unpublished financial statements, licenses, prices and costs, suppliers and clients, information obtained through contact with CompuDyne's clients, proprietary information of CompuDyne's clients, and information regarding the skills and compensation of CompuDyne's employees or other consultants. The Client understands and agrees that the CompuDyne Confidential Information constitutes a valuable business asset of CompuDyne, the unauthorized use or disclosure of which may irreparably damage CompuDyne. In the event of the Client's breach or threatened breach of any of the provisions in this Section 7.2, CompuDyne shall be entitled to an injunction obtained from any court having appropriate jurisdiction restraining the Client from any unauthorized use or disclosure of any CompuDyne Confidential Information. 7.3. Notwithstanding Section 7.1 or Section 7.2 hereof, neither Client Confidential Information nor CompuDyne Confidential Information shall include information which the recipient can demonstrate by competent written proof (a) is now, or hereafter becomes, through no act or failure to act on the part of the recipient, generally known or available or otherwise part of the public domain; (b) is rightfully known by the recipient without restriction on use prior to its first receipt of such information from the disclosing party as evidenced by its records; (c) is hereafter furnished to the recipient by a third party authorized to furnish the information to the recipient, as a matter of right and without restriction on disclosure; or (d) is the subject of a written permission by the disclosing party to disclose. 7.4. Notwithstanding Section 7.1 or Section 7.2 hereof, or any other provision hereof, disclosure of Client Confidential Information or CompuDyne Confidential Information shall not be precluded if: • Updated 111505 Page 8 of 15 Master Support Agreement 02005 CompuDyne— Public Safety & Justice, Inc. All rights reserved. (a) such disclosure is in response to a valid order of a court or other governmental body of the United States or any political subdivision thereof; provided, however, that the recipient of such confidential information shall first have given notice to the other party and shall have made a reasonable effort to obtain a protective order requiring that the information to be disclosed be used only for the purposes for which the order was issued; (b) such disclosure is necessary to establish rights or enforce obligations under this Agreement, but only to the extent that any such disclosure is necessary; or (c) the recipient of such confidential information received the prior written consent to such disclosure from the disclosing party, but only to the extent permitted in such consent. 7.5. The obligations hereunder with respect to each item of Client Confidential Information and CompuDyne Confidential Information shall survive the termination of this Agreement. 8. Insurance CompuDyne shall procure at its own expense and maintain at all times while CompuDyne is performing services under this Agreement at the Client's facilities, (a) a comprehensive general liability insurance policy including coverage for contractual liability for obligations assumed under this Agreement, blanket contractual liability, products and completed operations and owner's and contractor's protective insurance; and (b) comprehensive automobile liability insurance policy including owned and non -owned automobiles. Liability coverage shall be equal to or greater than the limits for claims made under the California Tort Claims Act with minimum coverage of $1,000,000 per occurrence (combined single limit for bodily injury and property damage claims) or $1,000,000 per occurrence for bodily injury and $100,000 per occurrence for property damage. Liability coverage shall be provided on an "occurrence" basis. "Claims made" coverage will not be acceptable. Upon the Client's written request, CompuDyne shall provide the Client with a certificate of insurance evidencing CompuDyne's compliance with the requirements of this section. Any such certificate shall provide that coverage under the policy cannot be canceled and restrictive modifications cannot be made until at least thirty (30) days prior written notice has been given to the Client. 9. Limitation of Liability CompuDyne's liability to the Client for any claim, whether in tort, contract or otherwise, shall be limited to the annual maintenance fees paid hereunder for the period in which the cause of action occurred. IN NO EVENT SHALL CompuDyne BE LIABLE TO ANY PARTY FOR LOSS OR DAMAGES DUE TO ERRORS IN ANY OF THE COVERED APPLICATIONS, OPERATOR ERROR, OR DATA CORRUPTION OR INACCURACIES. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY DAMAGES RESULTING FROM LOSS OF PROFIT OR BUSINESS, OR FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER ARISING IN AN ACTION OF CONTRACT, TORT OR OTHER LEGAL THEORY AND REGARDLESS OF WHETHER SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. THE LAWS IN SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, AND THE ABOVE LIMITATION OR EXCLUSION SHALL BE CONSTRUED SO AS TO GIVE IT THE MAXIMUM PRACTICAL EFFECT WITHOUT VIOLATING SUCH LAWS. 10. Informal Dispute Resolution 10.1. The parties to this Agreement shall exercise their best efforts to negotiate and settle promptly any dispute that may arise with respect to this Agreement in accordance with the provisions set forth in this Section 10.1. Page 9 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. (a) If either party (the "Disputing Party') disputes any provision of this Agreement, or the interpretation • thereof, or any conduct by the other party under this Agreement, that party shall bring the matter to the attention of the other party at the earliest possible time in order to resolve such dispute. (b) If such dispute is not resolved by the Account Manager and the Technical Coordinators responsible for the subject matter of the dispute within ten (10) business days, the Disputing Party shall deliver to the first level of representatives below a written statement (a "Dispute Notice') describing the dispute in detail, including any time commitment and any fees or other costs involved. (c) Receipt by the first level of representatives of a Dispute Notice shall commence a time period within which the respective representatives must exercise their best effort to resolve the dispute. If the respective representatives cannot resolve the dispute within the given time period, the dispute shall be escalated to the next higher level of representatives in the sequence as set forth below. (d) If the parties are unable to resolve the dispute in accordance with the escalation procedures set forth below, the parties may assert their rights under this Agreement. Escalation Timetable CompuDyne Client (Business Days) Representative Reoresentative 0 to 51h Director of Account Management Captain 6th to 10th Operations Manager Deputy Chief of Support Services 11th to 15th Executive Officer Deputy Chief of Support Services 10.2. Notwithstanding the fact that the parties may be attempting to resolve a dispute in accordance with the informal dispute resolution procedures set forth in Section 10.1 hereof, the parties agree to continue without delay all their respective responsibilities under this Agreement that are not affected by the dispute. 10.3. [Section omitted intentionally.] 10.4. Notwithstanding the foregoing, either party may, before or during the exercise of the informal dispute resolution procedures set forth in Section 10.1, apply to a court having jurisdiction for a temporary restraining order or preliminary injunction where such relief is necessary to protect its interests pending completion of such informal dispute resolution procedures. 11. Termination 11.1. Termination for Failure of License. In the event that the license relating to any of the Covered Applications is terminated or becomes unenforceable for any reason, CompuDyne's obligation to provide any support hereunder for such Covered Application shall immediately and automatically terminate. 11.2. Termination for Payment Defaults. In the event that the Client fails to pay when due all or any portion of the annual fees required under Section 4.1 hereof (Annual Support Fees), CompuDyne may immediately, and without further notice to the Client, terminate this Agreement or suspend all or any portion of the services hereunder for all or any portion of the Covered Applications until the Client's account is brought current. • Updated 111505 Page 10 of 15 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. 11.3. Termination for Other Defaults. Subject to completion of the dispute resolution procedures set forth in Section 10.1 hereof (Informal Dispute Resolution), in the event that either party hereto materially defaults in the performance of any of its obligations hereunder (other than payment defaults covered under Section 11.2 hereof), the other party may, at its option, terminate this Agreement, by providing the defaulting party thirty (30) days' prior written notice of termination delivered in accordance with Section 24 hereof (Notices), which notice shall identify and describe with specificity the basis for such termination. If, prior to the expiration of such notice period, the defaulting party cures such default to the satisfaction of the non - defaulting party (as evidenced by written notice delivered by the non - defaulting party in accordance with Section 24 hereof), termination shall not take place. 11.4. Termination Without Cause. Either party hereto may terminate this Agreement without cause by providing the other party at least ninety (90) days' prior written notice of termination delivered in accordance with Section 24 hereof (Notices). The effective date for any termination pursuant to this Section 11.4 shall be the next occurring Payment Date. 11.5. Consequences of Termination. Upon termination of this Agreement for whatever reason, (a) CompuDyne shall be under no further obligation to provide support or any other services hereunder; (b) CompuDyne shall return to the Client ail Client Confidential Information in CompuDyne's possession and shall certify in a written document signed by an officer of CompuDyne that all such information has been returned; (c) the Client shall return to CompuDyne all CompuDyne Confidential Information in the Client's possession (including, without limitation, all devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings, blueprints, sketches, materials, equipment or other documents or property relating to such CompuDyne Confidential Information and all copies of any of the foregoing (in whatever medium recorded) but not including any such information licensed to the Client under the Software License Agreement) and shall certify in a written document signed by the Client Representative identified in Section 5.10 hereof (Authorized Client Representative) that all such information has been returned. All provisions of this Agreement that by their nature would reasonably be expected to continue after the termination of this Agreement shall survive the termination of this Agreement. 12. Independent Contractor Status The Client and CompuDyne are independent contractors under this Agreement, and nothing herein shall be construed to create a partnership, joint venture, or agency relationship between the parties hereto. Neither party shall have any authority to enter into agreements of any kind on behalf of the other and shall have no power or authority to bind or obligate the other in any manner to any third party. The employees or agents of one party shall not be deemed or construed to be the employees or agents of the other party for any purpose whatsoever. Each parry hereto represents that it is acting on its own behalf and is not acting as an agent for or on behalf of any third party. 13. Assignment Neither party hereto may assign its rights or obligations under this Agreement without the prior written consent of the other party, which consent shall not be unreasonably withheld; provided, however, that CompuDyne may assign this Agreement to its successor in connection with a sale of its business without obtaining consent of any party. Subject to the foregoing, each and every covenant, term, provision and agreement contained in this Agreement shall be binding upon and inure to the benefit of the parties' permitted successors, executors, representatives, administrators and assigns. 14. No Third Party Beneficiaries This Agreement is entered into for the sole benefit of the Client and CompuDyne and, where permitted above, their permitted successors, executors, representatives, administrators and assigns. Nothing in this Agreement shall be construed as giving any benefits, rights, remedies or claims to any other person, firm, corporation or other entity, including, without limitation, the general public or any member thereof, or to authorize anyone not a • Page 11 of 15 Updated 111505 Master Support Agreement 02006 CompuDyne — Public Safety & Justice, Inc. All rights reserved. party to this Agreement to maintain a suit for personal injuries, property damage, or any other relief in law or • equity in connection with this Agreement. 15. Governing Law All questions concerning the validity, operation, interpretation, construction and enforcement of any terms, covenants or conditions of this Agreement shall in all respects be governed by and determined in accordance with the laws of the State of California without giving effect to the choice of law principles thereof. The United Nations Convention on the International Sale of Goods shall not apply to any transactions contemplated by this Agreement. 16. Arbitration [Section omitted intentionally.] 17. Venue All legal proceedings brought in connection with this Agreement may only be brought in a state or federal court located the State of California. Each party hereby agrees to submit to the personal jurisdiction of those courts for any lawsuits filed there against such party arising under or in connection with this Agreement. 18. Advice of Counsel Each party hereto has been afforded the opportunity to consult with counsel of its choice before entering into this Agreement. 19. Amendment • No amendment or other modification of this Agreement shall be valid unless pursuant to a written instrument referencing this Agreement signed by duly authorized representatives of each of the parties hereto. 20. Waiver In order to be effective, any waiver of any right, benefit or power hereunder must be in writing and signed by an authorized representative of the party against whom enforcement of such waiver would be sought, it being intended that the conduct or failure to act of either party shall imply no waiver. Neither party shall by mere lapse of time without giving notice or taking other action hereunder be deemed to have waived any breach by the other party of any of the provisions of this Agreement. No waiver of any right, benefit or power hereunder on a specific occasion shall be applicable to any facts or circumstances other than the facts and circumstances specifically addressed by such waiver or to any future events, even if such future events involve facts and circumstances substantially similar to those specifically addressed by such waiver. No waiver of any right, benefit or power hereunder shall constitute, or be deemed to constitute, a waiver of any other right, benefit or power hereunder. Unless otherwise specifically set forth herein, neither party shall be required to give notice to the other party, or to any other third parry, to enforce strict adherence to all terms of this Agreement. Page 12 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. • 21. Force Majeure Neither party will be liable for any failure or delay in the performance of its obligations under this Agreement (and the failure or delay will not be deemed a default of this Agreement or grounds for termination) if both of the following conditions are satisfied: (1) the failure or delay could not have been prevented by reasonable precautions, and cannot reasonably be circumvented by the non - performing party through the use of alternate sources, work - around plans, or other means; and (2) the failure or delay is caused, directly or indirectly, by reason of fire or other casualty or accident; strikes or labor disputes; inability to procure raw materials, equipment, power or supplies; war, terrorism or other violence; any law, order, proclamation, regulation, ordinance, demand, or requirement of any governmental agency or intergovernmental body other than a party hereto; or any other act or condition beyond the reasonable control of the non - performing party. Upon the occurrence of an event which satisfies both of the above conditions (a "Force Majeure Event'), the non- performing parry will be excused from any further performance of those obligations under this Agreement affected by the Force Majeure Event for as long as (a) the Force Majeure Event continues; and (b) the non- performing party continues to use commercially reasonable efforts to recommence performance whenever and to whatever extent possible without delay. Upon the occurrence of a Force Majeure Event, the non- performing party will immediately notify the other parry by telephone (to be confirmed by written notice within two (2) business days of the failure or delay) of the occurrence of a Force Majeure Event and will describe in reasonable detail the nature of the Force Majeure Event. 22. Severability If any provision of this Agreement shall for any reason be held to be invalid, illegal, unenforceable, or in conflict with any law of a federal, state, or local government having jurisdiction over this Agreement, such provision shall be construed so as to make it enforceable to the greatest extent permitted, such provision shall remain in effect to the greatest extent permitted and the remaining provisions of this Agreement shall remain in full force and • effect. 23. Entire Agreement This Agreement sets forth the final, complete and exclusive agreement and understanding between CompuDyne and the Client relating to the subject matter hereof and supersedes all quotes, proposals understandings, representations, conditions, warranties, covenants, and all other communications between the parties (oral or written) relating to the subject matter hereof. CompuDyne shall not be bound by any terms or conditions contained in any purchase order or other form provided by the Client in connection with this Agreement and any such terms and conditions shall have no force or effect. No affirmation, representation or warranty relating to the subject matter hereof by any employee, agent or other representative of CompuDyne shall bind CompuDyne or be enforceable by the Client unless specifically set forth in this Agreement. 24. Notices All notices, requests, demands, or other communications required or permitted to be given hereunder shall be in writing addressed to the parties at their respective addresses set forth below and shall be deemed to have been duly given when (a) delivered in person; (b) sent by facsimile transmission indicating receipt at the facsimile number where sent; (c) one (1) business day after being deposited with a reputable overnight air courier service; or (d) three (3) business days after being deposited with the United States Postal Service, for delivery by certified or registered mail, postage pre -paid and return receipt requested. All notices and other communications regarding default or termination of this Agreement shall be delivered by hand or sent by certified mail, postage pre -paid and return receipt requested. Either parry may from time to time change the notice address set forth below by delivering notice to the other parry in accordance with this section setting forth the new address and the date on which it will become effective. • Page 13 of 15 Updated 111505 Master Support Agreement 02005 CompuDyne— Public Safety & Justice, Inc. All rights reserved. • If to CompuDyne: CompuDyne - Public Safety & Justice, Inc. 39350 Civic Center Drive, Suite 150 Fremont, CA 94538 Attention: Contracts Manager Phone: 510- 792 -2108 Fax: 510 - 742 -1057 If to the Client: City of Santa Ana Fire Department Deputy Chief of Support Services - Randy Black 1439 South Broadway Santa Ana, CA 92707 Phone: 714 -647 -5788 Fax: 714 -647 -5733 25. Construction The paragraph and section headings used in this Agreement or in any exhibit hereto are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement. Any term referencing time, days or period for performance shall be deemed calendar days and not business days, unless otherwise expressly provided herein. 26. Counterparts This Agreement may be signed in two or more counterparts, each of which shall constitute an original, and both of which shall constitute one and the same document. (THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK) • Updated 111505 Page 14 of 15 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Master Support Agreement aIN WITNESS WHEREOF, the parties have hereunto set their hands as set forth below. - ATTEST: CITY 77fi. ATRICIA E HEALY DAVI N. REAM Clerk of the Council City Manager APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney B: La Needy Assistant City Attorney i rf : P F Ch' CompuDyne — Public Safet y & Justice, Inc 42'=� Senior Vice President Finonte and AdrYmini51Y'b+a0 • Page 15 of 15 Updated 111505 Master Support Agreement ®2005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. u • • EXHIBIT 1 To Master Support Agreement DEFINITIONS This Exhibit is attached to, incorporated into, and forms a part of the CompuDyne Master Support Agreement, dated March _, 2006, between CompuDyne and the Client (herein referred to as the "Agreement "). Capitalized terms used in the Agreement or any exhibit thereto shall have the definitions set forth herein unless otherwise defined in the Agreement. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. 1. "Account Manager" is defined in Section 2.6(c) (Account Manager) of the Agreement. 2. "Additional Support Option" is defined in Section 2.7 (Support Options) of the Agreement. 3. "As -Built Specifications" shall mean, with respect to any of the Covered Applications, the specifications for such Covered Application delivered to the Client upon the Client's acceptance of such Covered Application, as the same may be modified or supplemented from time to time to reflect Enhancements provided hereunder. 4. "Authorized Server" shall mean, with respect to any of the Covered Applications, the server identified as corresponding to such Covered Application on Exhibit 2 attached to the Agreement and incorporated therein by reference. 5. "Authorized Site" shall mean, with respect to any of the Authorized Servers, the address and room number identified as corresponding the such Authorized Server on Exhibit 2 attached to the Agreement and incorporated therein by reference. 6. "Basic Support" is defined in Section 2.6 (Basic Support) of the Agreement. 7. "Client" is defined in the preamble to the Agreement. 8. "Client Confidential Information" is defined in Section 7.1 (Protection of Confidential and Proprietary Information) of the Agreement. g. "Client Representative" is defined in Section 5.10 (Authorized Client Representative) of the Agreement. 10. "Communications Interfaces" shall mean ethernet networking, serial connectivity to net clock and ANI/ALI, serial connectivity to HACMP, national, state and local governments, TCP /IP or other routing statements. 11. "Covered Application" shall mean each software application developed by CompuDyne in accordance with the As -Built Specifications relating thereto which application is identified as a Covered Application on Exhibit 2 attached to the Agreement and incorporated therein by reference, including all Maintenance Modifications thereto, all Derivative Works thereof, and all related Documentation. 12. Database Administration (DBA) Support shall mean services available to Clients to assist in the administration of the system database. Updated 111505 Page 1 of 3 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Master Support Agreement Exhibit 1, Definitions 13. "Derivative Works" shall mean, with respect to any Covered Application, any translation, • abridgement, revision, modification, or other form in which such Covered Application may be recast, transformed, modified, adapted or approved after the Effective Date. 14. "Dispute Notice" is defined in Section 10.1 (Informal Dispute Resolution) of the Agreement. 15. "Disputing Party" is defined in Section 10.1 (Informal Dispute Resolution) of the Agreement. 16. "Documentation" shall mean, with respect to any Covered Application, those printed instructions, manuals, and diagrams pertaining to and furnished with such Covered Applications. 17. "Effective Date" is defined in the preamble to the Agreement. 18. "Enhancement" shall mean, with respect to any Covered Application, a computer program modification or addition, other than a Maintenance Modification, that alters the functionality of, or adds new functions to, such Covered Application and that is integrated with such Covered Application after the Effective Date, or that is related to a given Covered Application but offered separately by CompuDyne after the Effective Date. 19. "Enhancement Terms" shall mean, with respect to any Enhancement provided pursuant to the Agreement, the mutually negotiated terms and conditions specifically relating to an Enhancement and included as part of the Agreement in accordance with Section 2.8 (Enhancements) thereof. 20. "Error" shall mean, with respect to any Covered Application, a defect in the Source Code for such Covered Application that prevents such Covered Application from functioning in substantial conformity with the As -Built Specifications pertaining thereto. • 21. "Maintenance Modification" shall mean, with respect to any Covered Application, a computer software change integrated with such Covered Application during the term of the Agreement to correct any Errors therein, but that does not alter the functionality of such Covered Application or add new functions thereto. 22. Status Report" is defined in Section 2.6(d) (Status Reports) of the Agreement. 23. "Object Code" shall mean computer programs assembled or compiled from Source Code in magnetic or electronic binary form on software media, which are readable and usable by machines, but not generally readable by humans without reverse - assembly, reverse - compiling, or reverse - engineering. 24. "Out of Scope Services" shall consist of any services provided under this Agreement that are outside the scope of those services specifically and expressly identified under, and provided pursuant to, Section 2,6 (Basic Support), Section 2.7 (Support Options) or Section 2.8 (Enhancements) of the Agreement. 25. "Payment Date" shall mean [December 31] [March 311 [June 301 [September 301 of each year during the term of this Agreement. 26. "Priority 1 Call" shall mean a call requesting technical support for an Error in any Covered Application or a failure of the Authorized Server on which such Covered Application is installed that prevents continued use or operation of the System, impacts all or substantially all operators using the System, halts or severely impacts critical System operations or endangers the integrity of any database on any of the Authorized Servers. The term Priority 1 Call shall not include calls requesting technical support relating to a problem encountered with substantially less than all functions of a Covered Application or all records of a database on any of the Authorized Servers, or to a failure in individual components of the network communications equipment, communications lines, terminals, workstations, printers, terminal servers or modems. CompuDyne shall have exclusive authority for determining whether a Technical Service Request constitutes a Priority 1 Call. Page 2 of 3 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Exhibit 1, Definitions 0 r L. 27. "Site Specifications" is defined in Section 5.9 (System Change, Alteration, or Modification) of the Agreement. 28. "Software License Agreement" shall mean any software license agreement between CompuDyne and the Client pursuant to which CompuDyne has granted a limited license to use the Covered Applications in accordance with the terms and conditions thereof, as the same may be amended or otherwise modified from time to time. 29. "Source Code" shall mean computer programs written in higher -level programming languages, sometimes accompanied by English language comments. Source Code is intelligible to trained programmers and may be translated to Object Code for operation on computer equipment through the process of compiling. 30. "System" shall mean the Client's computer automated system consisting of the Covered Applications combined with any of the Authorized Servers, the operating systems installed on each of the Authorized Servers, any database or other third party software products installed on any of the Authorized Servers, any PC or other workstation equipment having access to any of the Covered Applications, any Communications Interfaces installed on any of the Authorized Servers, any network communications equipment and any other third party software, wiring, cabling and connections and other hardware relating to any such Authorized Servers, workstation or network communications equipment located at any of the Authorized Sites. 31. "System Configuration" shall mean the configuration for the System other than the Covered Applications existing as of the Effective Date together with any modifications or alterations thereto permitted hereunder, including without limitation the configuration of the Authorized Servers, any operating system installed on any of the Authorized Servers, any database or other third party software products installed on any of the Authorized Servers, any PC or other workstation equipment having access to any of the Covered Applications, any network communications equipment and any other third party software, wiring, cabling and connections and other hardware relating to any such Authorized Server, workstation or network communications equipment located at any of the Authorized Sites. 32. "Technical Support Coordinator" is defined in Section 5.11 (Technical Support Coordinators) of the Agreement. 33. "Third -Party Products" shall mean all software and hardware components of the System other than the Covered Applications. 34. "CompuDyne" is defined in the preamble to the Agreement. 35. "CompuDyne Confidential Information" is defined in Section 7.2 (Protection of Confidential and Proprietary Information) of the Agreement. 36. "Warranty Period" shall mean, with respect to any Covered Application, the warranty period for such Covered Application set forth on Exhibit 2 attached to the Agreement and incorporated therein by reference. Updated 111505 Page 3 of 3 02005 CompuDyne — Public Safety, & Jusfice, Inc. All rights reserved. Master Support Agreement Exhibit 1, Definitions • EXHIBIT 2 To Master Support Agreement COVERED APPLICATIONS This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated March _, 2006, between the Client and CompuDyne (herein referred to as the "Agreement "), Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. CompuDyne will provide the Basic Support described in Section 2.6 (Basic Support) of the Agreement for the software applications identified in the table below. The annual fee for such support shall be as set forth in the table below. Such support will commence upon the expiration of any applicable Warranty Period as set forth in the table below. Covered Hours Authorized Make, Model, Serial Maintenance Period Annual Site Number of Authorize Aoplication 24x7 or Period Start Date S Date Fee LX-51 Server 24 Seven 8X5 120 W. Dell Power -Edge 12 Mo 3/15/06 3/14/07 $8,600 Incident Walnut 6600. SN: #79LYD41 System Street, NFIRS & Santa Ana, WorkstationE Calif. 92701 Telestaff 8x5 120 W. Dell Power -Edge 12 Mo 3/15/06 3/14/07 $100 Interface Walnut 6600. SN: #79LYD41 Street, Santa Ana, Calif. 92701 CAD Adaptoi 8x5 120 W. Dell Power -Edge 12 Mo 3/15/06 3/14/07 $3,150 Interface Walnut 6600. SN: #79LYD41 Street, Santa Ana, Calif. 92701 24 Seven 8X5 120 W. Dell Power -Edge 6 Mo Upon No Prevention, Walnut 6600. SN: #79LYD41 Warranty complatior Charge Inspection Street, of Activity, Santa Ana, Statement Training, Calif. of Work Hydrant 92701 Maintenance Facility, and Vehicle Inventory Page 1 of 2 Updated 111505 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Master Support Agreement Exhibit 2, Covered Applications i • 24 Seven 8X5 120 W. Dell Power -Edge 12 Month Upon $12,150 Prevention, Walnut 6600. SN: #79LYD41 Mainten- completio Inspection Street, ance of Activity, Santa Ana, warranty Training, Calif. Hydrant 92701 Maintenance Facility, and Vehicle Inventory Page 2 of 2 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Exhibit 2, Covered Applications • FJC TO IT 3 To Master Support Agreement ItK7_7kTR c- This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated March 20006, between the Client and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. • Code setup and review • Portal Navigation • Personnel Management • Rosters and Activities • Fire Incident Input • EMS Patient Care Input • 0 Page 1 of 1 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Exhibit 3, Training EXHIBIT 4 To Master Support Agreement THIRD -PARTY SUPPORT CONTRACTS This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated March _, 2006, between the Client and CompuDyne (herein referred to as the "Agreement'). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. None 1I 0 Page 1 of 1 Updated 111505 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Master Support Agreement Exhibit 4, Third Party Support Contracts • • EXHIBIT 5 To Master Support Agreement SITE, SYSTEM AND NETWORK SPECIFICATIONS This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated March _, 2006, between the Client and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. An agreed site, system and network exhibit will be inserted upon completion of the system administration training no later than June 15, 2006. Page 1 of 1 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Exhibit 5, Site, System and Network Specifications • 0 EXHIBIT 6 To Master Support Agreement BACK UP SCHEDULE AND PROCEDURES This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated March 2006, between the Client and CompuDyne (herein referred to as the "Agreement"). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. An agreed backup schedule and procedures exhibit will be inserted upon completion of the system administration training no later than June 15, 2006. Page 1 of 1 Updated 111505 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. All rights reserved. Exhibit 6, Back Up Schedule and Procedures 10 0 EXHIBIT 7 To Master Support Agreement WARRANTY & MAINTENANCE SUPPORT — GUIDELINES & OPTIONS This Exhibit is attached to, incorporated into and forms part of the Master Support Agreement, dated March _, 2006, between the Client and CompuDyne (herein referred to as the "Agreement'). Capitalized terms used herein shall have the definitions set forth in the Agreement, unless otherwise defined herein. In the event of conflict between the terms and conditions set forth herein and those set forth in the Agreement, the terms and conditions set forth in the Agreement shall prevail. Page 1 of 1 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. Exhibit 7, Warranty & Maintenance Support — Guidelines & Options 0 • compuovnw Public Safety &justice Warranty & Maintenance Support - Guidelines & Options Version 2.5 December 1, 2005 CompaDyae — Pabiie Safety &Jaagce, lac.109=0Dyael 59850 We Comer Drive Fremem, CA 94588 [5101192 -2108 Warranty & Maintenance Support Version 2.5 Guidelines & Options • Notices: New publications incorporate all updates issued since the previous publication. Update packages, issued between publications, contain additional and/or replacement pages which should be merged into the most recent publication of the guide. CompuDyne - Public Safety & Justice, Inc. (CompuDyne) reserves the right to alter or improve the equipment, software and/or specifications detailed in this document at any time and without any notice. The information detailed in this documentation could contain technical or typographical errors. CompuDyne - Public Safety & Justice, Inc. waives any responsibilities incurred by anyone outside the company for labor or material cost as a result of using this document. CompuDyne - Public Safety & Justice, Inc. shall not be held liable for any damages including, but not limited to, consequential, incidental special damages or loss of profits as a result or in connection with this document or its use. While every effort has been made to prepare an accurate, thorough and error -free document, your comments and suggestions regarding improvements to this user's manual are appreciated. Copyright: All rights reserved. No part of this document may be reproduced in any form, including photocopying or translation to another language, without the prior written consent of CompuDyne - Public Safety & Justice, Inc. Copyright m 2005 by CompuDyne - Public Safety & Justice, Inc. Printed in the United States of America. Trademarks: The following are trademarks or service marks of CompuDyne - Public Safety & Justice, Inc. and are registered or pending in the United States of America. CAD - Computer Aided Dispatch ®, Computer Aided Dispatch/20000, • CAD /20000, Records Management System(20000, RMS /20000, Message Switching System/2000®, MSS/2000 ®, Judicial Management System/20008, JMS /20000, Corrections Management System/20000, CMS /20000, PIMS /20000, JDL®, GPA®, GMS®, RTM®, APS /20000, CAD Activity Reporting System/CARS ®, Computer Assisted Public Safety System/CAPS® All other brand and product names referenced in this guide are trademarks of then respective companies. Publication History: Publication Version Date Warranty & Maintenance Support Guidelines & Options 2.0 May 25, 2005 Warranty & Maintenance Support Guidelines & Options 2.1 July 11, 2005 Warranty & Maintenance Support Guidelines & Options 2.2 September 9, 2005 Warranty & Maintenance Support Guidelines & Options 2.3 October 20, 2005 Warranty & Maintenance Support Guidelines & Options 2.4 November 3, 2005 Warranty & Maintenance Support Guidelines & Options 2.5 December 1, 2005 • This document was printed on January 10, 2006 CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page a Warranty & Maintenance Support Version 2.5 Guidelines & Options 0 Table of Contents 1. INTRODUCTION ................................................................................................. ............................... 1 2. SYSTEM CUTOVER - WARRANTY / MAINTENANCE ................................... ............................... 2 2.1 WARRANTY CERTIFICATION ........................................................................................... ..............................2 2.2 ACCOUNT MANAGEMENT ............................................................................................... ..............................2 3. THE CLIENT SUPPORT CENTER ...................................................................... ............................... 3 3.1 SUPPORT GUIDELINES .............................................................................................. ..............................3 3.1.1 Methods for Contacting the CSC ............................................................ ..............................3 3.1.2 Prioritizing TSRs ..................................................................................... ..............................4 3.1.3 Technical Service Request - Reporting Procedures ................................ ..............................5 3.2 EMERGENCY AFTER HOURS ASSISTANCE ....................................................................... ..............................6 4. BASIC SUPPORT .................................................................................................. ..............................7 4.1 CALL LOGGING- COMPUDYNE CLIENT SUPPORT SYSTEM ( CCS) .................................. ..............................7 4.2 MONTHLY STATUS REPORTS .......................................................................................... ..............................7 4.3 LEVEL 1 DATABASE ADMINISTRATION (DBA) SUPPORT ................................................ ..............................7 4.4 LEVEL ISYSTEM ADMINISTRATION SUPPORT ................................................................ ..............................8 4.5 VERSION MANAGEMENT PROGRAM ................................................................................ ..............................8 4.6 COMPUDYNE WEBSITE( WWW. TI BURONI NC. COM) .......................................................... ..............................8 4.6.1 CCS Self Service ..................................................................................... ..............................8 4.6.2 CSC Discussion Forum ........................................................................... ..............................9 4.7 COMPUDYNE USER GROUP ............................................................................................. ..............................9 4.8 PRODUCT STEERING COMMITTEES .................................................................................. ..............................9 • 5. OPTIONAL SUPPORT PROGRAMS ................................................................ ............................... 10 5.1 24 X 7 SUPPORT FOR ADDITIONAL COMPUDYNE SYSTEMS .......................................... ............................... 10 5.2 DATABASE ADMINISTRATION (DBA) SERVICES .......................................................... ............................... 10 5.3 SYSTEM ADMINISTRATION SERVICES .......................................................................... ............................... 10 • CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page i • • Warranty & Maintenance Support Version 2.5 Guidelines & Options 1. INTRODUCTION This document provides a detailed description of the service programs currently available to CompuDyne's warranty and maintenance clients covered under the Master Support Agreement (MSA). This document defines all standard and optional support programs, explains the procedures that clients must follow to take full advantage of the programs offered, and clarifies the client's and CompuDyne's responsibilities. As part of CompuDyne's ongoing commitment to its clients, we provide a comprehensive and beneficial support services program. In response to client recommendations, we have refined our internal support methodology and augmented our technical support capabilities. As a result, we are pleased offer a variety of enhanced services to our clients under the CompuDyne warranty and maintenance programs. CompuDyne's warranty and maintenance programs maximize the integrity of the client's system and minimize the potential for serious problems. The warranty and maintenance programs offer various levels of operational and technical support as well as provisions for CompuDyne software upgrades. THE SERVICE PROGRAMS AND THE TERMS AND CONDITIONS CONTAINED HEREIN ARE THOSE AVAILABLE AS OF THE DATE OF THIS DOCUMENT; HOWEVER, SUCH SERVICE OFFERINGS, TERMS AND CONDITIONS ARE SUBJECT TO CHANGE WITHOUT NOTICE. CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page 1 Warranty & Maintenance Support Version 2.5 Guidelines & Options 2. SYSTEM OTHER - WARRANTY /MAINTENANCE At system cutover, the system transitions from the project phase to the warranty or maintenance programs. Leading up to this major milestone, CompuDyne completes the warranty certification process and assigns an Account Manager to the client. The following sections describe these activities. 2.1 WARRANTY CERTIFICATION CompuDyne conducts an extensive internal warranty certification process before a project enters the warranty program. Warranty certification ensures that Client Support Center personnel are equipped with accurate, site - specific documentation, including contact information, dial -in and restart instructions, system specifications, and hardware /operating system and network schematics. Working together, CompuDyne's assigned Project Manager and Account Manager verify the accuracy of the client data as entered in the CompuDyne Client Support (CCS) system, based on FrontRange Solutions' HEAT® software. The CCS database stores all pertinent client system information, and enables CompuDyne staff to provide the most consistent and timely support services possible. The CCS system is also available to on -call after -hours support staff, providing easy, secure access to the critical information necessary for after -hours support. 2.2 ACCOUNT MANAGEMENT To ensure the highest level of client satisfaction during the warranty and maintenance programs, • CompuDyne assigns an Account Manager to each client to act as the primary liaison between the client and CompuDyne. The CompuDyne Account Manager is the client advocate and acts as a facilitator for client interaction with CompuDyne. The Account Manager ensures that clients are aware of critical information distributed by the Client Support Center and informs clients of new technology available from CompuDyne. The assignment of an Account Manager allows CompuDyne to provide individual attention to each site, as we become involved in the day -to -day issues facing our clients. The Account Manager also facilitates client involvement in CompuDyne programs such as user groups, focus groups and training programs. • CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page 2 LJ • Warranty & Maintenance Support Version 2.5 Guidelines & Options 3. THE CLIENT SUPPORT CENTER CompuDyne's Client Support Center (CSC) is dedicated to handling client support requests 24 hours a day, 7 days a week, including weekends and holidays. The CSC is responsible for all Technical Service Requests (TSRs) for warranty and maintenance clients. Once a system goes into production operation, the CSC is the central point of contact for all client needs. The CSC offers a consistent and focused approach to problem resolution, while providing accurate record - keeping and timely feedback to client inquiries. 3.1 SUPPORT GUIDELINES CompuDyne has established support guidelines that must be followed to ensure timely response and resolution to issues reported to the CSC. The guidelines include methods for contacting the CSC, prioritization of TSRs, and emergency after -hours assistance. CompuDyne has established TSR reporting procedures for problem reporting and information requests, client - specific enhancement requests, and product enhancement submissions. 3.1.1 METHODS FOR CONTACTING THE CSC CompuDyne provides several method of contact for the CSC: l�ei4od . Telephone Please use the following telephone numbers to contact the CSC: (877) 445 -2110 (CSC toll free line) (510) 579 -4609 (CSC backup cell phone) (510) 579 -1714 (CSC backup cell phone #2) NOTE: All Priority I calls must be reported by phone to the CSC to ensure timely response to critical issues. Web Site Clients can submit a Problem Report, Enhancement Request, Steering Committee issue or request for information via the Internet by connecting to www.tiburoninc.com and clicking on the CCS Self Service link. Clients can also access historical TSR information for their site via this link. The CSC staff provides clients with the login and password required to access the client support system during regular business hours. Regular business hours are defined as 8:00 am to 5:30 pm in the client's time zone, Monday through Friday, excluding CompuDyne holidays. TSRs submitted via the CCS Self Service link send updates to the CCS database in real -time mode. TSRs entered via CCS Self Service are reviewed and assigned within 24 hours of receipt, during regular business hours. If an email address is included with the issue submission, a confirming email with the CCS Call ID (used for tracking purposes) is sent to the submitting person. Current TSR status is available for review online at any time. Email Clients can submit TSRs to the CSC via email to support@compudyne.com. TSRs sent to the CSC via email are entered into the CCS system and receipt is confirmed by a follow -up e-mail message to the submitting person, which includes the CCS Call ID (used for tracking purposes). Email is processed during regular business hours. CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page 3 • \J • Warranty & Maintenance Support Version 2.5 Guidelines & Options Method. PY'ticednre Fax Address faxes to CompuDyne Client Support Center, and fax to: Urgent (510) 742 -9590 (CSC fax) (510) 494 -5360 (CSC back -up fax) Client cannot use system to continue operations. Faxes are processe d during regular business hours. U.S. Mail Mail TSRS to: Client Support Center critical operations, or database integrity is CompuDyne — Public Safety & Justice, Inc. 39350 Civic Center Drive Fremont, CA 94538 NOTE: FOR PRIORITY 1 ISSUES, CLIENTS TSRS received via U.S. Mail are processed during regular business hours. 3.1.2 PRIORITIZING TSRS Clients should assign each TSR a priority code consistent with the definitions outlined below to ensure that the TSR receives the appropriate response and attention required. All TSRS are addressed according to their priority level. NOTE: CompuDyne staff may recommend a priority level other than that requested by the client, if the requested priority level does not meet the criteria defined below. Pdodty Level Catwrly Dethdtioa , Priority 1 Urgent The entire system or a major component is down. Client cannot use system to continue operations. Impacts multiple users, halts or severely impacts critical operations, or database integrity is compromised. NOTE: FOR PRIORITY 1 ISSUES, CLIENTS MUST CONTACT THE CSC IMMEDIATELY BY TELEPHONE. DO NOT DELAY RESOLUTION BY SUBMITTING A PRIORITY 1 TSR BY WEB, EMAIL, FAX, OR U. S. MAIL. Priority 2 High A major component or function does not work properly. Impacts an individual or small group. Normal operations impaired, but can continue. Priority 3 Standard Impacts an individual or small group. Service can be delayed until a mutually established future time. Priority 4 Information Issue is informational or educational in nature. Enhancement requests and Steering Committee issues should be reported as Priority 4 TSRS. Priority 1 TSRS reported during regular business hours are logged and assigned to a CompuDyne technician for investigation and resolution. For clients and systems with 24 x 7 coverage, Priority 1 TSRS can be reported 24 hours a day, 7 days a week. Clients and systems without 24 x 7 coverage can report issues via the CompuDyne website, email or fax at any time. These requests are processed during regular business hours. Clients and systems without 24 x 7 coverage can contact the CSC by telephone during regular business hours to report a TSR. CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page 4 Warranty & Maintenance Support Version 2.5 Guidelines & Options • TSRs for Priority 2, 3 and 4 requests are assigned to the applicable technical team for review, assessment, scheduling, and resolution. Regular TSR reviews between the client and the Project Manager or Account Manager allow CompuDyne technicians to focus on problem resolution and improve TSR resolution time. 3.1.3 TECHNICAL SERVICE REQUEST - REPORTING PROCEDURES All problems and enhancement requests for all systems used in a production environment must be reported to the CSC utilizing submission procedures described in this document. Whenever possible, supporting documentation or screen shots of examples should be provided when reporting problems. Following the proper reporting procedures will expedite the problem resolution process. 3.1.3.1 PROBLEM REPORTS AND INFORMATION REQUESTS Once a client system is placed into productive use, clients report all known problems and functional questions to the CSC. The CSC logs, assigns, and addresses the issue as soon as possible. All TSRs are addressed according to their assigned priority. Once a TSR has been resolved, the client is contacted by telephone or email and advised that the call has been resolved. The client can either confirm resolution of the TSR at that time or request additional time to test the resolution of the TSR. If the client cannot be contacted, or if the client requests time to test the resolution of the problem, the TSR is placed in Test Request mode. TSRs placed in Test Request mode without any further information or activity for 30 days are closed automatically. CompuDyne occasionally provides clients new "builds" that contain fixes for one or more problem reports. Once a new build has been delivered to a client, the client has 60 days to test the new build in the training environment. All problems identified in the new build must be reported to the CSC as TSRs and must include a notation that the TSR was discovered as a result of testing a new build (including the build • number). All new builds must be tested and moved into production within 60 days of receipt, unless there are unresolved critical operational problems in the new build that prevent this action. Failure to implement a functional new build in the production environment within 60 days of receipt may result in CompuDyne's refusal to respond to a new problem report which has been resolved in the new build. • CompuDyne - Public Safety & Justice, Inc. December 1, 2005 Page 5 Warranty & Maintenance Support Version 2.5 Guidelines & Options • 3.1.3.2 ENHANCEMENT REQUESTS If a client would like to add a feature that will enhance their system, they can submit an enhancement request to the CSC. The CSC logs all enhancement requests in the CCS system. Once the request is entered in the CCS system, it is assigned to the client's Project Manager or Account Manager, who works with the client and CompuDyne's Product Management staff) to define the requirements and develop a price quote for the work involved. The CSC and the Project Manager or Account Manager monitor the progress of the request from the date the request is entered to the issuance of a price quote. CompuDyne's goal is to provide enhancement quotes to clients within 14 days for minor enhancement requests and within 30 days for more complex requests. 3.1.3.3 STEERING COMMITTEE ISSUES Clients can submit a Steering Committee request for discussion and potential inclusion in CompuDyne's baseline when they encounter a situation where a system change or additional feature would enhance the functionality of the system. Submitted Steering Committee requests are posted on CompuDyne's website in the password protected area for client viewing. 3.2 EMERGENCY AFTER HOURS ASSISTANCE Emergency assistance after regular business hours is subject to the following special condition: 24 x 7 support is standard for all CAD, Corrections systems (CMS, IMS and JMS), and Message Switch systems. Remote support for Priority 1 TSRs is provided at any time of the day. If a client selects the 24 x 7 service option for any other CompuDyne applications, remote support for Priority 1 TSRs for those applications is also provided at any time of the day. If a client requests after hours support for an • application without 24 x 7 coverage, support is subject to a call -out fee. CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page 6 • APPENDIX A To Master Support Agreement • [Statement of Work follows this Page] 02005 CompuDyne — Public Safety & Justice, Inc. Page 1 of 1 Master Support Agreement Appendix A, Statement of Work & Maintenance Sunoort Version 2.5 Guidelines & 0 & BASIC SUPPORT 4.1 CALL LOGGING - COMPUDYNE CLIENT SUPPORT SYSTEM (CCS) The CompuDyne CSC uses HEAT® Call Logging software provided by FrontRange Solutions, Inc. This online database is referred to as the CompuDyne Client Support System (CCS). The CCS system allows us to maintain a central repository of all product, project, maintenance, and enhancement activity. This software has been customized to meet the unique needs of CompuDyne and its clients. The system tracks Technical Service Requests (TSRs) and provides a central repository to document each client's hardware, network configurations, product versions, support needs, and specific requirements. Working with the clients, the Project Managers and Account Managers periodically review and update the data stored in the CCS system. They also periodically validate key and primary contact names, titles, positions, addresses, telephone numbers and email addresses. 4.2 MONTHLY STATUS REPORTS Each month, CompuDyne sends warranty and maintenance clients Monthly Status Reports. Status reporting allows both the client and CompuDyne to monitor all site activity and facilitates scheduling of future activity. The report covers the previous month's Technical Service Requests (TSRs) and enhancement activities. It is important that clients review these reports for accuracy. To ensure timely • problem resolution, clients should inform the CSC immediately if any discrepancies are discovered. Client Support announcements are often included in the Monthly Status Report mailings. Client Support announcements inform CompuDyne clients of upcoming CompuDyne holidays, Critical Product Notifications, Requests for Information, Upcoming Events, and other CompuDyne news. • 4.3 LEVEL 1 DATABASE ADMINISTRATION (DBA) SUPPORT Level 1 DBA Support is a standard feature of CompuDyne's Master Support Agreement (MSA). Level 1 DBA Support services include the creation of production and training databases to be used by the CompuDyne applications for clients that do not have their own database administration (DBA) capabilities. Database services offered as part of the Level 1 DBA Support do not include preventive monitoring of the client's databases. The client's DBA is also responsible for periodic database backups, backup functionality monitoring, periodic database maintenance, and database recoveries in the event of disaster. During the project phase before "go live" CompuDyne is available to assist with the database backup configuration. Thereafter, CompuDyne will be available primarily for consultation to diagnosis /resolve database problems that are directly related to the CompuDyne applications. Please refer to the CompuDyne DBA Services document for further information. CompuDyne - Public Safety & Justice, Inc. December 1, 2005 Page 7 Warranty & Maintenance Support Version 2.5 Guidelines & Options • 4.4 LEVEL 1 SYSTEM ADMINISTRATION SUPPORT CompuDyne provides Level 1 System Administration (SA) Support as a standard feature of the Master Support Agreement (MSA). For clients who have qualified System Administrators, this plan provides the minimum assistance needed to ensure that operating systems, hardware, and networking function properly to support the CompuDyne applications. CompuDyne will provide support ranging from information - only, to applying minor changes (designation of minor change reserved to CompuDyne), to providing resolution only for problems that may be encountered by supported CompuDyne applications. Please refer to the CompuDyne Systems Administration Support Services document for further information. 4.5 VERSION MANAGEMENT PROGRAM The Version Management Program (VMP) provides CompuDyne clients with ongoing product enhancements and new features as an integral component of CompuDyne's Master Support Agreement (MSA). Under the VMP, baseline clients are offered release updates to key CompuDyne products. These updates include additional functionality, support for new releases of operating systems, relational databases and other third -party products, and, in many cases, the introduction of new technology. Client input through Steering Committees and Focus Groups drives the majority of these product updates. While there are optional for -fee services, the majority of the costs for the VMP are included in the annual maintenance fee. There are situations where the release requires additional license fees, non - CompuDyne product upgrades, additional equipment, or costs for migration for custom interfaces. These fees are extra • cost items. As part of each new release, CompuDyne advises clients on these matters. The Version Management Program applies to selected versions of CompuDyne baseline products. For full details of the Version Management Program, please refer to the current Version Management Program document. 4.6 COMPUDYNE WEBSITE (WWW.TIBURONINC.COM) The CompuDyne website is a valuable client resource that provides convenient, around- the -clock access to information and special announcements about CompuDyne's products and services. Many of the areas of this website are password protected. Clients can contact the CSC during regular business to obtain the login and password for your client site. 4.6.1 CCS SELF SERVICE The CCS Self Service area of the website is password protected. All active CompuDyne clients can access the CCS Self Service system via the Internet 24 x 7. Clients can view all open TSRs and all TSRs closed within the previous 30 days. TSRs are displayed in a list format, allowing the user to drill down and view all of the information on an individual TSR. The website includes links where clients can complete the following tasks: • Send additional information to the Client Support Center, such as a screen shot of the problem. • Send the CSC a notice advising that a TSR can be closed. • Generate a Crystal Report of all open TSRs and all TSRs that have been closed within the past seven days. This information can be exported to a client's computer and manipulated using • Microsoft Excel. CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page 8 Warranty & Maintenance Support Version 2.5 Guidelines & Options • 4.6.2 CSC DISCUSSION FORUM The password protected CSC Discussion Forum enables clients to post bulletin board messages that are viewable by all other CompuDyne clients. Clients can also post replies to existing messages. CompuDyne encourages all clients to participate in this valuable exchange of information. 4.7 COMPUDYNE USER GROUP The CompuDyne User Group provides an important vehicle for communicating with other users and CompuDyne staff. Each year, CompuDyne hosts a User Group conference, offering training sessions, presentations and product demonstrations. The annual conference enhances communication among users, introduces new products and product upgrades, and provides working sessions focused on specific areas of user interest. Each agency can send as many representatives to the annual conference as desired. 4.8 PRODUCT STEERING COMMITTEES Product Steering Committees allow CompuDyne clients to participate in product development and direction for all major CompuDyne applications. Each Product Steering Committee is composed of a chairperson elected by the CompuDyne User Group, and up to five additional members selected by the chairperson. The Product Steering Committee members solicit input from CompuDyne clients licensed for each product line, and compile suggested product changes to discuss at the annual Product Steering Committee meetings, which are held in the spring. A CompuDyne product advocate and CompuDyne product technical lead attend the annual Product Steering Committee meetings. Each session begins with a full demonstration of the current product version, followed by a discussion of potential changes and • enhancements. As a result of these discussions, the Product Steering Committees determine which changes will be applied to the next product version. Product Steering Committee information is accessible via the password protected area of CompuDyne's website. Posted information includes annual Product Steering Committee Enhancement lists, as well as Product Steering Committee issues submitted by clients for discussion at the next annual Product Steering Committee meeting. CompuDyne — Public Safety & Justice, Inc. December 1, 2005 Page 9 Warranty & Maintenance Support Version 2.5 Guidelines & Options 0 5. OPTIONAL SUPPORT PROGRAMS CompuDyne's Account Manager will work with the client to tailor support programs to the client's specific needs and develop associated pricing. 5.1 24 X 7 SUPPORT FOR ADDITIONAL COMPUDYNE SYSTEMS Clients can upgrade to 24 x 7 support for any CompuDyne system at an additional cost per system. 24 x 7 support is standard for all CompuDyne CAD, Corrections systems (CMS, IMS, and JMS), and Message Switch systems. 5.2 DATABASE ADMINISTRATION (DBA) SERVICES CompuDyne offers optional added-cost DBA service plans including Level 2, Level 3, or Incremental DBA Services on a time and materials basis. Please refer to the CompuDyne DBA Services document for further information. 5.3 SYSTEM ADMINISTRATION SERVICES CompuDyne also offers optional added -cost SA service plans including: Level 2 Extended SA Services, • Level 3 Extended SA Services, and Level 4 Incremental SA Services on a time -and materials basis. Please refer to the CompuDyne Systems Administration Support Services document for further information. • CompuDyne - Public Safety & Justice, Inc. December 1, 2005 Page 10 0 0 E Page 1 of 1 Master Support Agreement 02005 CompuDyne — Public Safety & Justice, Inc. Exhibit 7, Warranty & Maintenance Support — Guidelines & Options • • Appendix A STATEMENT OF WORK FOR Public Safety & Justice Automated Computer Systems and City of Santa Ana, California Fire Department Fire Records Management System Implementation • TABLE OF CONTENTS GeneralInformation ................................................................................... ..............................3 General Project Management Responsibilities........................................................................................ ..............................4 Task 1: Project Initiation Meeting and Timeline Definition .............................................. ..............................6 Task 2: 24Seven RMS Business Practice Review .......................................................... ..............................8 Task 3: 24Seven System Administrator and SQL Report Services Training ................. .............................10 Task 4: 24Seven Release Installation ............................................................................ .............................12 Task 5: 24Seven System Interfaces ............................................................................... .............................13 Task 6: 24Seven Code Table Training ........................................................................... .............................14 Task7: 24Seven User Training ...................................................................................... .............................16 Task 8: 24Seven Production Cutover ............................................................................. .............................17 I• is March 10, 2006 Page 2 of 19 Pages SIA Exhibit A — SOW 0 General Information: The following Statement of Work (SOW) defines the principal activities and responsibilities of the City of Santa Ana, CA Fire Department (hereinafter called the "City ") and CompuDyne Public Safety & Justice (hereinafter called "CompuDyne ") to complete the implementation of the 24Seven Fire Records Management System (RMS) provided by CompuDyne to support the City of Santa Ana Fire Department record- keeping operations. The project scope includes: • System Administration training for the Incident Reporting Module • System Administration training, Code Table training, Train - the - Trainer training, and implementation of the following 24Seven Application modules • Prevention Management • Inspection Activity • Training • Hydrant Maintenance • Equipment, Facility, and Vehicle Inventory • SQL Server Reporting Services Training • Delivery of reports listed in Attachment A -1 Statement of Work tasks may not always start and complete in a sequential manner, but may overlap by mutual agreement. The project managers may also adjust task order by mutual agreement. Attachments The following attachments are included with this SOW: Attachment A -1 Attachment A -2 Attachment A -2a Attachment A -2b Santa Ana, CA 24 Seven Reports Interface Control Document Santa Ana, CA CAD Interface - 24 Seven Documentation Santa Ana, CA Telestaff Interface Configuration Santa Ana, CA • March 10, 2006 Page 3 of 19 Pages SIA Exhibit A — SOW General Project Management Responsibilities Project management occurs throughout the project and is involved in every task. CompuDyne will assign a project manager to the City and the Project Manager will act as the single point of contact to oversee the project through its completion. The City will assign an individual to oversee the project and that person will also act as the single point of contact to oversee the project through its completion. The overall project management activities are listed here for reference. CompuDyne Responsibilities: a. Maintain project communications with the City's Project Manager. b. Manage the efforts of the CompuDyne staff and coordinate CompuDyne activities with the City's Project Manager. c. Conduct status meetings with the Client's Project Manager and Project Oversight Consultant, as required. d. Conduct weekly telephone status report conversations with the City's Project Manager. e. Provide timely responses, within five (5) business days, to issues raised by the City's Project Manager. f. Prepare and submit, no later than the fifth business day of each month, a status report that includes: the accomplishments of the previous month, activities planned for the current month and an update to the Project Schedule (Exhibit C) in MS Project 2003 (or later) format. g. Prepare and submit project Change Proposals to the City's Project Manager as necessary. h. Prepare and submit Task Completion Letter(s) to the City's Project Manager. i. Manage the efforts of CompuDyne staff and coordinate CompuDyne activities with the City's Project Manager to ensure the completion of the statement of work in accordance with the Project Schedule. City Responsibilities: a. Maintain project communications with CompuDyne's Project Manager b. Manage the efforts of City staff and coordinate City activities with the CompuDyne Project Manager. c. The Project Manager must ensure that their personnel have ample time, resources, and expertise to carry out their respective tasks and responsibilities. d. The Project Manager or designee will participate in the monthly and weekly status meetings with the CompuDyne Project Manager. e. Provide timely responses, within five (5) business days, to issues raised by the CompuDyne Project Manager. • March 10, 2006 Page 4 of 19 Pages SIA Exhibit A — SOW f. Manage all City- provided third -party vendors and associated systems. g. Ensure Change Orders are approved by authorized signature(s). h. Ensure Task Completion Letter(s) are approved by the Project Manager or designee. i. Ensure timely payment of invoices. j. Ensure CompuDyne VPN remote access and on -site access to Client server and network equipment, including to all development and system "root" accounts on all servers running Tiburon Applications. In the event that VPN is not available another method of access needs to be identified and agreed upon by both parties. SOW Format: Each task includes the following: Title, Task Description, Responsibilities and Completion Criteria. The tasks are depicted on the Project Schedule (Exhibit C). All parties recognize that the SOW is not formatted chronologically with contractual obligations defaulting to Exhibit C, unless otherwise noted. • March 10, 2006 Page 5 of 19 Pages SIA Exhibit A — SOW . Task 1: Project Initiation Meeting and Timeline Definition Task Description: The Project Initiation Meeting will be scheduled on a mutually agreed upon date. The objectives of this event include: • Introduce all project participants; • Review deliverables described in this document; • Review roles of key participants; • Establish a clear chain of communication and authority; • Establish a project action item log process; • Review overall project scope and objectives; • Review resource and scheduling requirements for the Business Practice Review meetings; and • Review and set timeline for deliverables (develop final Project Schedule). Responsibilities: CompuDyne responsibilities: a. Work with the City's Project Manager to schedule and facilitate the Project Initiation Meeting at a City defined location. b. Establish a schedule and agenda to meet with City personnel for the Business Practice Review meetings related to software configuration. c. Deliver to the City one (1) complete set of Baseline Documentation manuals on CD -ROM for all 24 Seven modules to SAFD. d. Work with City personnel in designing and approving of the format of an action item log to be used in conjunction with Exhibit C. The purpose of the log is to identify outstanding issues, provide continual status updates on specific tasks and to identify responsibilities of the parties. e. Update and finalize the Project Schedule (Exhibit C) to reflect the mutually agreed initial planning tasks. City responsibilities: a. Ensure that all appropriate City personnel attend and actively participate in the Project Kickoff meeting. b. Establish a location for the meeting. c. Work with CompuDyne personnel in designing and approving of the format of an action item log to be used in conjunction with Exhibit C. The purpose of the log is to identify outstanding issues, provide continual status updates on specific tasks and to identify responsibilities of the parties. d. Work with CompuDyne to update and finalize the Project Schedule (Exhibit C). . March 10, 2006 Page 6 of 19 Pages SIA Exhibit A — SOW • Completion Criteria: This task is considered complete when: • The Project Initiation meeting has been held with CompuDyne representatives in attendance; and • Baseline specific documentation for each module has been delivered; and • CompuDyne has delivered an updated Project Schedule, an action item log and the baseline documentation for all purchased applications. Task completion will be confirmed by the City's signature on the task completion letter presented by CompuDyne. • 0 March 10, 2006 Page 7 of 19 Pages SIA Exhibit A — SOW • Task 2: 24Seven RMS Business Practice Review Task Description: The Business Practice Review is a process of evaluating the City of Santa Ana Fire Department existing business practices in conjunction with 24Seven Application functionality. The City and CompuDyne will meet to review the baseline specification documentation for 24Seven Applications. Key objectives of this meeting are to (1) promote understanding of system functionality, and (2) evaluate the integration of existing external interfaces. This process will enable the City to identify any existing operating policies and /or procedures that may be modified to accommodate 24SevenApplication functionality. During this and the implementation phases the CompuDyne Project Manager will work with the Client to identify data sources that can be used to optimize the setup and configuration process. During the project, the City will be provided packets of Excel Workbooks that can be used for data import. The City Project Team will convert existing data sources into a corresponding Excel workbook called the Application Configuration Document. One (1) day BPR will be held for 24Seven. Responsibilities: CompuDyne responsibilities: a. Review CompuDyne's 24Seven Baseline Documentation with City personnel and validate those items to be configured. • b. Use the baseline specification documents as a guide for demonstration of 24Seven Application functionality. c. Review the 24Seven Baseline Documentation documents with the appropriate City personnel and document any changes and /or corrections that are mutually agreed upon in an Application Tailoring Document (ATD). d. Use the Interface Control Document (Attachment A2 to this SOW) as a guide for discussion of interface functionality, Update if necessary. e. Submit the ATD to SAFD within five (5) business days of completion of the Business Practice Review Session. f. Address any issues identified by the City in the ATD within five (5) business days. Exceptions to this term can be negotiated between the respective Project Managers at their discretion. City responsibilities: a. Provide, upon request, currently existing information, data, records, and documents and make such design decisions as are reasonably required to document changes necessary for the CompuDyne applications. b. Ensure that appropriate City personnel are present and actively participating in scheduled Business Practice Review meetings. c. Review the Baseline Documentations and ATD submitted by CompuDyne and identity in writing • March 10, 2006 Page 8 of 19 Pages SIA Exhibit A — SOW • any specific issues found within five (5) business days. d. Address any issues regarding ATD issues raised by CompuDyne within five (5) business days. Exceptions to this term can be negotiated between the respective Project Managers at their discretion. Completion Criteria: This task is considered complete when: The City and CompuDyne mutually agree to the ATD content. Task completion will be confirmed by SAFD's signature on the task completion letter presented by CompuDyne. • • March 10, 2006 Page 9 of 19 Pages SIA Exhibit A — SOW • Task 3: 24Seven System Administrator and SQL Report Services Training Task Description: Training will be conducted at a Client facility. All training courses will be conducted Monday through Friday between the hours of 0800 and 1700. 24Seven Training System Administration Training Reporting Services Training CompuDyne responsibilities: Not to exceed 4 1 8 Hours Not to exceed 4 1 16 hours a. Provide System Administration Training in order to cover the following tasks: • Application Installation • Application Backup • Application set up in a test environment. a. Assist with installation of the test environment. b. Provide SQL Reporting Services Training City reponsibilities: b. Designate appropriate City staff to receive training C. Provide a single classroom facility that will accommodate all students. The classroom facility must include a computer projector, and computer workstation for the instructor, and a computer workstation for each City participant. d. Assist with the installation of the test environment and verify operation of systems. March 10, 2006 Page 10 of 19 Pages SIA Exhibit A — SOW • e. Provide the latest version of SQL reporting five (5) days before the training Completion Criteria: This task is complete when the training courses described above have been conducted. Task completion will be confirmed by the City's signature on the task completion letter presented by CompuDyne. • • March 10, 2006 Page 11 of 19 Pages SIA Exhibit A — SOW �J E Task 4: 24Seven Release Installation Task Description: Install the latest version of the 24 Seven application (upon release of version 2.7) prior to functional demonstration. CompuDyne Responsibilities: a. Install latest version of the 24 Seven application if remote access is available. In the event that remote access is not available, provide phone support for the City's installation. b. Perform a database, server, and application update. C. Test the latest version and certified readiness for the City. City Responsibilities: a. Assist with the installation and verify operation of systems. b. Provide TCP /IP communications support for any existing networks, workstations, and printers that access the 24 Seven applications. C. Install and test the new version of the software. Completion Criteria: This task is complete when the latest version of 24 Seven has been installed and certified. Task completion will be confirmed by the City's signature on the task completion letter presented by CompuDyne. 0 March 10, 2006 Page 12 of 19 Pages SIA Exhibit A — SOW • Task 5: 24Seven System Interfaces Task Description: Assist the City with the installation of the following interfaces as defined in the ICD document — Attachment A.2: • CAD Interface— CAD Adapter • Telestaff Interface CompuDyne Responsibilities: a. Assist with the installation of interfaces in accordance with the ICD document — Attachment A.2 b. Test interfaces. City Responsibilities: a. Assume responsibility for any hardware, software licenses, modifications or additions to any systems not supplied, installed, tested, or licensed by CompuDyne. • b. Act as the liaison between the agencies and third party vendors required to support these interfaces. c. Upgrade Telestaff to version 2.2 d. Provide CompuDyne with the physical connections for each interface, to enable CompuDyne to test the functionality of each interface in an appropriate environment. e. If the interface(s) are currently in operation, it is the City's responsibility to disconnect each of the interfaces from the operational environment to facilitate interface testing. Completion Criteria: This task is complete once all interfaces have been demonstrated to function in accordance with the Application Tailoring Document. Delays or unavailability of external systems and /or interfaces not made available to CompuDyne shall not delay completion of this task. In those cases where demonstration is delayed through no fault of either the Client or CompuDyne, the City shall authorize the demonstration of the interface(s) function at a later date. Such rescheduling of interface demonstrations shall not delay the scheduled go -live or any subsequent tasks. Task completion will be confirmed by the Client's signature on the task completion letter presented by CompuDyne. • March 10, 2006 Page 13 of 19 Pages SIA Exhibit A — SOW 0 Task 6: 24Seven Code Table Training Task Description: CompuDyne will conduct the following training in order for City personnel to acquire the knowledge necessary to enter all the data in the 24Seven Prevention, Training, Arson, Hydrants, and Equipment, Facility, and Inventory database tables, as well as any un- configured tables from previous installations, to configure the available parameters to meet SAFD's operational needs of the 24Seven system. Code Table Responsibilities: CompuDyne responsibilities: • a. Work with the City to identify in each module all 24Seven tables requiring configuration, including tables from previously installed versions as well as tables from the newly installed version. b. Provide one (1) print -ready master copy and one (1) CD -ROM for all training materials for this task no less than ten (10) days prior to training. c. Instruct City personnel, including the system administrator, on how to complete the entry of data in the RMS database tables for the Prevention, Training, Arson, Hydrants, and Inventory modules, as well as any un- configured database tables from previous installations. d. Instruct training participants on the configuration options for system functionality. e. Provide phone support, through CompuDyne's Project Manager, for participants of the class after training has been completed. f. Review and correct, by either an application fix or a documentation update any discrepancies in functionality between the ATD, As -Built Documentation and the application as reported by the client prior to training. City responsibilities: a. Assign appropriate personnel, to include the RMS system administrator to attend the 24Seven Configuration Training. 40 March 10, 2006 Page 14 of 19 Pages SIA Exhibit A — SOW • b. Provide a single classroom facility that will accommodate all students. The classroom facility must include a computer projector, and computer workstation for the instructor, and a computer workstation for each City participant. c. Provide one paper copy of the training materials for each student. d. Complete the entry of all data in the 24Seven database tables prior to the Train the Trainer course. e. Using ATD and Baseline Documentation, review functionality of 24Seven. f. Report to CompuDyne any discrepancies between the ATD and Baseline Documentation and observed 24Seven functionality. Completion Criteria: This task is considered complete when: • CompuDyne has provided the described configuration training to City personnel. Task completion will be confirmed by SAFD's signature on the task completion letter presented by CompuDyne. • • March 10, 2006 Page 15 of 19 Pages SIA Exhibit A — SOW 0 Task 7: 24Seven User Training Task Description: CompuDyne will conduct the following training in order for City personnel to use the following 24Seven modules (Prevention, Arson, Training, Hydrants, and Equipment, Vehicle, and Facility Inventory). Responsibilities: CompuDyne responsibilities: a. Deliver Training Plan to SAFD thirty (30) days prior to the training. • b. Provide training according to the Training Plan. City responsibilities: a. Complete input of agency- specific data (e.g. code tables and parameters). b. Participate in the training according to the Training Plan. Completion Criteria: This task is considered complete when: • SAFD and CompuDyne have mutually agreed to the Training Plan; and The scheduled technical and user training has been provided according to the Training Plan. Task completion will be confirmed by the City's signature on the task completion letter presented by CompuDyne. • March 10, 2006 Page 16 of 19 Pages SIA Exhibit A — SOW Task 8: 24Seven Production Cutover Task Description: After 24Seven User Training is complete, CompuDyne will certify the 24Seven Application as operational and ready for production operation and assist the City in placing the subsystem into productive use. CompuDyne will support the Client remotely up to two consecutive days, not to exceed 8 hours per day. System warranty of 180 days will begin following cutover. Responsibilities: CompuDyne responsibilities: a. Notify the City staff that the 24Seven application is ready for production status. b. Assist City staff in placing 24Seven into a production status. c. Monitor the initial operation of 24Seven and answer any operational questions raised by the City. d. Assist the training staff in utilizing the subsystem and the computer operations staff in supporting the subsystem. City responsibilities: Is a. Place the software into production within five (5) calendar days following certification and begin operational use in consultation with CompuDyne and in accordance with the Project Schedule. b. Provide City personnel to be the first line of support. Completion Criteria: This task is considered complete when: • 24Seven is placed into production operation. Task completion will be confirmed by the City's signature on the task completion letter presented by CompuDyne. 9 March 10, 2006 Page 17 of 19 Pages SIA Exhibit A — SOW 0 Attachment Al: Reports that CompuDyne will deliver to SAFD • • March 10, 2006 Page 18 of 19 Pages SIA Exhibit A — SOW 9 U 0 a / $} �i \/ � � 2 \ ( \ ) \ ) \ A \ ( } ( / ) ) / / q! \ \| |§ !! | |( ! wu M EE | ;i � `- )I |\ \k{ �) })\ /] \/ \>S� } ., w»:L:w� .... a f #� ){ � )/ ~aa ` b ■ z $/ :m / � k / 4 a a §g /«eSEw ))a2fi «i0 =s . 2 �@ /§ /wag §e k ¥±Nw0ba \ ®`e� 2 /§j*2a� 22 /)_� \ ,f))� »]\ /�g§)�• §a)qe §\ \ ) ;" J � ) % \ $ I wq, � / ! $� � k / 4 a a §g /«eSEw ))a2fi «i0 =s . 2 �@ /§ /wag §e k ¥±Nw0ba \ ®`e� 2 /§j*2a� 22 /)_� \ ,f))� »]\ /�g§)�• §a)qe §\ \ ) ;" J C� • • kn M w 0 cn i a ti a, Y V A a U 0 KI t \� / .i: }�\ � ||§ | | |§ | |§ ! | |§ || ( �0 $R fq , f %�.,@§/ �000 E\ /& / ( \\ §[2§ \ {)d k ! to 7:$ !.� [ )/01. CB , ! ; § � ) | | |� . 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M w 0 a 9 ti Y U h ld a a U f a IBW &`n Fa AI $f X881 F � p Z $ o- _ --_-e_ __,.__ a r �LpO 6 gg Yr g $$ G W yy d i7 U � a v F v aw 'd > po co, N _oA° °^ °4ia�aa"i �bocia°f1 N` o..VS 0.1 W cnAv1P. M w 0 a 9 ti Y U h ld a a U • 11 C� .d W O y 0 bo C40 [104 �3 F ax N �rwn Q �fA W a a e 5 s a s 8 ' 9 e HARM Q g b O yU W C O U U y NU v.b A W) M W 0 N M 9 T Ln Y Ln H a a) 0 M W O M M M W O d a 0 • M w 0 v� M U CIO U A d U Y U p �p T O U Attachment A2 — Interface Control Document CAD Interface — CAD Adapter: CompuDyne will assist Motorola with the interface between the Motorola CAD system and the 24 Seven application by using the 24Seven CAD Services adapter already installed at Santa Ana, CA. The CAD Services adapter is our main pipeline for CAD messages. It consists of two components: Web Services, running on IIS, which listen for messages, put the messages into a message queue and reply to the sender with a summary of what was received; A Queue Processor which reads the message queue determines the destination of the message, inserts/updates Incidents based on the received message, inserts the message into a permanent record in the database and removes messages from the queue. The attached document Attachment A -2a: Santa Ana, CA CAD Interface - 24 Seven Documentation will serve as a guideline to Motorola to configure their CAD system to connect to our existing interface. Document includes in this attachment are: • CAD Services Overview • Data Dictionary Messages • CAD Codes No work is expected from CompuDyne unless technical issues or questions arise from Motorola. PDSI — TeleStaff Interface CompuDyne has designed the 24SEVEN TeleStaff Interface to work with PDSI TeleStaff 2.0 and greater. CompuDyne is not compatible with older versions of PDSI TeleStaff. The interface uses the Gateway Manager supplied by PDSI, utilizing the pitcher and the catcher to export TeleStaff information into an XML file. The 24SEVEN TeleStaff Interface consists of two windows services to capture and process the XML files produced by the catcher. The two services are the 24SEVEN TeleStaff Processor and the 24SEVEN TeleStaff Poller. CompuDyne will assist City of Santa Ana, CA to interface the 24 Seven application to Telestaff 2.0 or greater in accordance with the attached documentation Attachment A -2b Santa Ana, CA Telestaff Interface Configuration Santa Ana, CA CAD Interface - 24 Seven Documentation March 10, 2006 Page 19 of 19 Pages SIA Exhibit A — SOW • • 0 CompuDyue Proprietary � CompuDyneTM Public Safety & Justice Attachment A -2a 24 Seven CAD Services Overview Version 2.6 December 28, 2005 090111111100 - 1`01111C 38100 and JUdC% Inc. 30350 We Center OrK Some 100 Fremont Celllornla [5101182 -2108 CompuDyue Proprietary 24SEVEN Version 2.6 CAD Services — Overview CompuDyne Proprietary • Notices: New publications incorporate all updates issued since the previous publication. Update packages, issued between publications, contain additional and/or replacement pages which should be merged into the most recent publication of the guide. CompuDyne reserves the right to alter or improve the equipment, software and/or specifications detailed in this document at any time and without any notice. The information detailed in this documentation could contain technical or Typographical errors. CompuDyne waives any responsibilities incurred by anyone outside the company for labor or material cost as a result of using this document. CompuDyne shall not be held liable for any damages including, but not limited to, consequential, incidental special damages or loss of profits as a result or in connection with this document or its use. While every effort has been made to prepare an accurate, thorough and error -free document, your comments and suggestions regarding improvements to this user's manual are appreciated. Copyright: All rights reserved. No part of this document may be reproduced in any form, including photocopying or translation to another language, without the prior written consent of CompuDyne. Copyright C 2005 by CompuDyne Printed in the United States of America Trademarks: The following are trademarks or service marks of Tiburon Inc. and are registered or pending in the United States of America. CAD - Computer Aided Dispatch®, Computer Aided Dispatch/20008, CAD /20008, Records Management System/2000®, RMS /2000 ®, Message • Switching System/20008, MSS /20000, Judicial Management System /20008, JMS /2000®, Corrections Management System/20008, CMS /20008, PIMS /20000, JDL®, GPA®, GMS®, RTM®, APS /20000, CAD Activity Reporting System/CARS ®, Computer Assisted Public Safety System/CAPS® All other brand and product names referenced in this guide are trademarks of their respective companies. Publication History: Publication Version Date 24SEVEN CAD Interface 2.4 January 6, 2005 CAD Services — Overview 2.5 July 29, 2005 CAD Services — Overview 2.6 December 28, 2005 This document was printed on March 13, 2006 DISCLAIMER: Example application screens, forms, and /or reports contained in this document are representative of the typical, or standard, forms distributed with the product. The actual screens, fortes, and/or reports in use in any particular installation may look substantially different than the samples contained in this document, • due to customization and tailoring of those items. CompuDyne Proprietary CompuDyne December 28, 2005 Page a • • LJ 24SEVEN Version 2.6 CompuDyue Proprietary Table of Contents CAD Services — Overview 1. UNDERSTANDING THE PROCESS .................................................................... ..............................1 1.1 QUEUE PROCESSOR ....................................................................................................... ............................... 1 1.2 WEB SERVICE ADAPTER ................................................................................................ ............................... 1 1.3 SQL ADAPTER ............................................................................................................... ............................... 1 1.4 FILE ADAPTER ................................................................................................................ ..............................1 1.5 CAD SERVICES ADMINISTRATOR( QPADMIN) ............................................................... ..............................2 2. OVERVIEW OF MESSAGE SCHEMA ................................................................ ..............................3 2.1 MESSAGE SCHEMAS ...................................................................................................... ............................... 3 2.2 MESSAGE FORMAT XML ............................................................................................... ............................... 3 2.3 FIELDS AND SPECIAL CONSIDERATIONS ........................................................................ ............................... 4 3. ERROR CATCHING ............................................................................................. ............................... 7 3.1 TYPES OF ERRORS .......................................................................................................... ............................... 7 CompuDyne CompuDyue Proprietary December 28, 2005 Page i • L_J 24SEVEN Version 2.6 CAD Services — Overview CompuDyue Proprietary Table of Figures Figure 1 - Components and Processes of CAD Services .................... ............................... Figure 2 — Acceptable Values in Message Incident ............................ ............................... CompuDyue Proprietary CompuDyne December 28, 2005 Page ii 24SEVEN Version 2.6 CAD Services — Overview CompuDyne Proprietary 0 1. UNDERSTANDING THE PROCESS The 24SEVEN CAD Services consist of two major components in the process: the Queue Processor and a 24Seven CAD Adapter. Currently, 24SEVEN has two different available CAD adapters: the Web Service Adapter and SQL Adapter. The CAD Services Administrator allows monitoring of the message queues, and performs other setup features. The basic process for the 24SEVEN CAD Services is very simple. One of two 24SEVEN adapters receives a CAD message, and places the message into the Queue Processor's message queue. The Queue Processor monitors the queue, processes the message and inserts the message into the proper tables in the 24SEVEN RMS database. If the Queue Processor cannot process the message or finds invalid data, it stores the message as far along in the process as possible, and writes an error to the Windows Event Log. 1.1 QUEUE PROCESSOR The Queue Processor is required for any CAD Services installation of the 24Seven RMS software. It is a Windows service, which needs to launch on the Windows server for the process to work. The Queue Processor does just what its name says; it monitors the private 24Seven MSMQ for CAD messages and processes the messages sending the information to the 24SEVEN application. The Queue Processor has two separate MSMQ Queues associated with it. The first is the Cad24Seven queue where the CAD messages route from either of the 24Seven CAD Adapters. The second is a recovery queue, which is a part of the error catching system for CAD messages to ensure their delivery. • CAD software can choose to send to any one of the three - 24SEVEN CAD adapters, but you will only need to use one of them. We recommend the Web Service Adapter for the greatest flexibility, and performance. 0 1.2 WEB SERVICE ADAPTER The Web Service Adapter is an XML Web Service that receives an XML message, and places the message into the Queue Processor's Message Queue for processing. It is the preferred way to send messages to the 24SEVEN CAD Services. 1.3 SQL ADAPTER The SQL Adapter is a Windows Service that monitors a set of CAD SQL Server Tables. The SQL Adapter processes rows in the tables, and generates an XML Message from the rows and sends them to Queue Processor message queue for processing. The SQL Adapter interacts with a defined set of Stored Procedures to allow a CAD developer the greatest flexibility in the process. 1.4 FILE ADAPTER The File Adapter is a Windows Service that monitors a directory for two specific fixed position format files. The File Adapter processes files, generates an XML Message from the records, and sends them to the Queue Processor message queue for processing. The File Adapter is configured by using the fixedfile.xml file, and that defines which fixed file values are placed into the RMS. CompuDyne Proprietary CompuDyne December 28, 2005 Page 1 24SEVEN Version 2.6 CAD Services — Overview CompuDyne Proprietary • 1.5 CAD SERVICES ADMINISTRATOR (QPADMIN) The CAD Services Administrator (QPAdmin) is a NET Windows Application for monitoring and controlling the Queue Processor Windows Service. The operator can view both the CAD24Seven MSMQ and the Recovery24Seven Queue, to see CAD messages during the process. The CAD Services Administrator also has a number of setup features available, including Incident Type Mapping and Multiple Database Processing. Figure 1 below shows an example of the Message Receiving Process. 1.5.1 MESSAGE RECEIVING PROCESS 1r1 u • Queue Processor 24 Seven Database CAD System 24Seven Adapter Figure 1 - Components and Processes of CAD Services CompuDyne Proprietary CompuDyne December 28, 2005 Page 2 24SEVEN Version 2.6 CAD Services — Overview CompuDyne Proprietary 0 2. OVERVIEW OF MESSAGE SCHEMA Every message sent must be in a format that uses a valid XML, implementing the Message Receive Schema (Message.XSD). 24SEVEN identifies Incidents by a combination of Incident Number/ Incident Date (Year). The product uses these two fields as pseudo primary keys for recognizing whether or not the Incident exists. If valid, it sends a CAD message, and if the Incident Number/Incident Date (Year) combination is unique, the 24SEVEN CAD Feed will create a new Incident. If the Incident Number/Incident Date (Year) combination is not unique, it will attempt to update the located Incident. You can send any combination or order of Apparatus, Incidents or Alerts messages, in a single CAD Message. We do not allow Empty or Null Date/Time fields in our CAD messages. (If you must send a value, or need to reset a Date Time to empty or null, you can send 01/01/1900 00:00:00. The 24Seven application will treat this as an empty or null date time, and it will not be displayed in the application. If you send this value though, it will overwrite any previous value you have in the database for that field). 2.1 MESSAGE SCHEMAS The Message Receive Schema defined in the Message.XSD attached. It handles three types of messages: • Incidents, Apparatus, and Alerts. All Messages require the following information: Incident Number and Incident Date Fields to identify the specific Incident added or updated. The CAD Reply Message Schema defined in the CAD Reply Message.XSD attached. It currently replies with basic information, but will have additions down the road. The most useful information sent back from the CAD Reply Message is the Size Column. It sends the Size of the XML message received in bytes. This can inform you of any problems with poorly formed XML, from your CAD feed. 2.2 MESSAGE FORMAT XML All CAD messages that 24SEVEN Web Service Adapter processes are standard, formatted, valid XML documents. We have defined the Schemas and we distribute the XML Schema (.xsd) to you for review. Our Web Service Adapter only understands well - formed, valid documents, which implement our schema. Message Receive Schema — Defined in the Message.xsd and receives CAD massages. CAD Reply Message — Defined in CADReplyMessage.xsd. The CAD Reply Message replies to CAD messages (For extra copies of this documentation contact Tiburon, Inc.). CompuDyne Proprietary CompuDyne December 28, 2005 Page 3 24SEVEN Version 2.6 CAD Services — Overview CompuDyne Proprietary 2.3 FIELDS AND SPECIAL CONSIDERATIONS Most of the fields in our schemas are very standard, with type definitions in the XSD. All date times we handle of valid SQL (Sequel) date times, and the other fields are standard. We expect particular values in a few fields: • Incident Number • Incident Type • FDID • Location Type • Agency ID • Apparatus ID • Apparatus Clear Time / Cancelled in Route • Address Fields • Sequences • Using Address Parsing 2.3.1 INCIDENT NUMBER Incident Numbers are restricted to seven digits by the NFIRS 5 standard. The 24SEVEN will accept more digits through the CAD interface, but it will take the seven right most characters sent from CAD. An example of this would be, if CAD were to send incident number 04- 0233432, the 24SEVEN CAD interface would only take the 0233423, and disregard the rest. • 2.3.2 INCIDENT TYPE Incident Types are unique for different CAD partners and Customers, therefore we allow for Incident Type Matching for different installations. We match a string from the CAD partner, with an NFIRS (National Fire Information Recording System) Incident Type. The CAD Services Administrator allows you to setup the Incident Type Matching for the CAD Feed. The string inserted in the CAD Services Administrator and the string sent in the Incident Type Element from CAD must be exact matches. 2.3.3 FDID FDID is the fire station identifier that must be reported to NFIRS. CAD is NOT required to send this, you can send any identifier, and the RMS will translate it into the correct FDID, if the 24SEVEN software is setup properly. If CAD does not send this, then the 24SEVEN software can be used to populate this as well, for a single agency database. CAD should send this for a multiple agency database. 2.3.4 LOCATION TYPE 24Seven CAD feed handles seven types of "Location Types" as defined from NFIRS. They are listed in Appendix C, as well as here. NFIRS accepts the integer value only, (I — 7). Acceptable Values in Message Incidents: Location Type Codes I — Street Address 2 — Intersection 3 — In Front Of 4 —Rear Of f 5— Adjacent to 6— Directions 7 — National Grid CompaDyne Proprietary CompuDyne December 28, 2005 Page 4 24SEVEN Version 2.6 CAD Services — Overview CompuDyne Proprietary We must get one of these values if you do not send a value. The user can always set the Address or 40 Location Type in the 24SEVEN RMS application to one of these values (see Figure 2 below). - Streetaddress J - Intersection Street Type Suffix Apt or Suite -In front of Dundee AVE- Avenue r� Rear of - Atliacent to State Zip Code rLatitude Longitude - Directions WA 999o2 I — I - National OK Cancel Oeocode Figure 2 — Acceptable Values in Message Incident 2.3.5 AGENCY ID An Agency ID element is not required, but if not sent, the Queue Processor sends the message to the default database. For single database customers, this is not an issue. Sending different agency ID's allows the customer to define different RMS databases that receive the CAD messages. Setup of the Agency ID to the database is in the CAD Services Administrator; the match of defined Agency ID to CAD Agency ID must be exact. • 2.3.6 APPARATUS ID • Apparatus ID element is required with the message apparatus messages. The NFIRS ID is restricted to a maximum of five characters, but the 24SEVEN CAD interface can translate the apparatus ID from CAD to RMS. If RMS receives an apparatus ID that is listed in its RMS database or does not have a translation for which it is configured, then it will keep the message but it will not insert it into an incident record; rather, it will store the message in the 24SEVEN message history with error code of three, for invalid apparatus ID. 2.3.7 APPARATUS TIMES - CLEARDATETIME / CANCELLED DATETIME The times for an apparatus record are simple to understand. The important scenario to take into account is that of an EMS unit. EMS units will have a departscenedatetime when they leave the scene to go to the facility or hospital. The cleardatetime for an EMS unit is the type the unit leaves the hospital and the cleardatetime for a fire unit is the time the fire unit leaves the scene. This is to comply with the NFIRS 5 standard, and definition of clear date time. The other scenario to be aware of with apparatus records is when an apparatus is cancelled in route; you will need to send the time it was cancelled, in the cancelleddatetime field. The 24SEVEN interface will capture that time, fill in the proper actions taken, and update the correct times to comply with NFIRS 5. CompuDyne Proprietary CompuDyne December 28, 2005 Page 5 Orid OK Cancel Oeocode Figure 2 — Acceptable Values in Message Incident 2.3.5 AGENCY ID An Agency ID element is not required, but if not sent, the Queue Processor sends the message to the default database. For single database customers, this is not an issue. Sending different agency ID's allows the customer to define different RMS databases that receive the CAD messages. Setup of the Agency ID to the database is in the CAD Services Administrator; the match of defined Agency ID to CAD Agency ID must be exact. • 2.3.6 APPARATUS ID • Apparatus ID element is required with the message apparatus messages. The NFIRS ID is restricted to a maximum of five characters, but the 24SEVEN CAD interface can translate the apparatus ID from CAD to RMS. If RMS receives an apparatus ID that is listed in its RMS database or does not have a translation for which it is configured, then it will keep the message but it will not insert it into an incident record; rather, it will store the message in the 24SEVEN message history with error code of three, for invalid apparatus ID. 2.3.7 APPARATUS TIMES - CLEARDATETIME / CANCELLED DATETIME The times for an apparatus record are simple to understand. The important scenario to take into account is that of an EMS unit. EMS units will have a departscenedatetime when they leave the scene to go to the facility or hospital. The cleardatetime for an EMS unit is the type the unit leaves the hospital and the cleardatetime for a fire unit is the time the fire unit leaves the scene. This is to comply with the NFIRS 5 standard, and definition of clear date time. The other scenario to be aware of with apparatus records is when an apparatus is cancelled in route; you will need to send the time it was cancelled, in the cancelleddatetime field. The 24SEVEN interface will capture that time, fill in the proper actions taken, and update the correct times to comply with NFIRS 5. CompuDyne Proprietary CompuDyne December 28, 2005 Page 5 24SEVEN Version 2.6 CAD Services — Overview CompuDyne Proprietary 2.3.8 ADDRESS FIELDS It is recommended that CAD partners send parsed address elements in the address parts we provide, (number, street prefix, street, street suffix, street type, apartment, city, state, postal code). This way, the 24SEVEN application will have the most accurate information. If you are not able to send parsed address parts, you can use the unparsed address elements: address], address2, city, state, zip. We parse these fields into the address parts, before placing them into our 24SEVEN database, but we only expect to be able to parse approximately 90% of addresses properly. If the address parses improperly, the customer can always correct this inside of the 24SEVEN application. CAD vendors need to be aware of this. 2.3.9 SEQUENCES Sequences are used the same way in both the Message Alerts and Message Mutual Aid, along w/ the "remarkssequence" column in the Message Incident. They are pseudo -keys that can be used by CAD to keep track of updating or inserted data into the RMS. 24SEVEN will check if one of these messages has a sequence, and if the sequence value matches a sequence value currently in the RMS, then it will update the record instead of inserting the record. This is very valuable with handling of re- transferring calls, so alerts or other data elements are not duplicated. 2.3.10 USING ADDRESS PARSING If using the 24SEVEN Queue Processor to parse the addresses, you need to be aware of certain precedents we use for parsing. If you are sending an unparsed address in "address 1 ", we will parse the address only if you are not sending any of the parsed street parts (number, street prefix, street, street suffix, street type, apartment). The "addressl" element can be either a street address or both street address and cross street • on intersection location types. If you are sending both street and cross street, use one of these symbols to separate them: (I / \). Use only "Address2" for cross street information, and it will only parse if we do not receive any of the Cross Street Address parts: (xstreet prefix, xstreet, xstreet suffix, xstreet type, directions). • 2.3.11 SENDING MULTIPLE MESSAGES VERSUS SINGLE MESSAGE The CAD partner has the option to send one or multiple messages per CAD message. You can send one or multiple incidents, apparatus or alerts per single CAD message. We recommend, depending upon the traffic, sending one incident, apparatus, or alert per message. Our CAD feed can handle a significant volume of traffic, but by breaking down the messages into one message per CAD message, it enables possible error caching without restricting other messages. When you send a single message or multiple messages with any combination of apparatus, incidents or alerts and if one of the messages fails because of bad data or some other error, none of the messages will be processed and they will be placed as far along in the receiving process as possible. The decision to send one message or multiple messages is dependent upon your configuration, hardware and other factors. Note: For further assistance, please contact Engineering. CompuDyne Proprietary CompuDyne December 28, 2005 Page 6 • • • 24SEVEN 3. ERROR Version 2.6 CompuDyne Proprietary CAD Services — Overview Before we catch an error in our multi - tiered catching system, we attempt to send it as far along in the Message Receiving Process as possible (see Figure 1 page 3), just before it runs into the point of failure. Most errors are logged in the Windows Event Viewer, but if possible, the message is saved to a MSMQ (Microsoft Message Queue Server) recovery queue to be re -sent later with the CADM. That helps us get messages easily back into the system, and speeds up debugging of errors. 3.1 TYPES OF ERRORS 3.1.1 BAD DATA ERROR Bad Data Error — This is when the Message makes it completely through the process but has bad data. If it is missing required fields, it will be inserted into our CAD messages tables in the 24SEVEN database, but not into the tables that are accessed by the application. With this type of Error, an Error code will be written into the table. Our current Message Reject codes are: Message Reject Codes Code Description Code Number No Incident Data Field No Incident Number Field p No Incident Data or Number Field g Unknown Data Error q 2. Database Error — This level of error catching occurs if the process cannot access the database due to bad configuration or network issues. The messages are then placed into a different MSMQ, called our CAD 24SEVEN Recovery Queue. The QPAdmin application allows viewing and resending of messages back into the process. 3. Unknown Error — Unknown Error — If a message cannot be placed into a MSMQ or a Recovery Queue, the error is unknown, and logged into the Windows Event Viewer. There is no storage option for the message, if the error occurs at this level and the message is lost, the Administrator is alerted inside of the Windows Event Viewer CompuDyne CompuDyne Proprietary December 28, 2005 Page 7 • CAD Incident Type 0800 RADIO TEST A -ALARM & SPRINKLER TEST ABANDONED REFRIGERATOR A- B -B -QUE A -FIRE INFO A -FIRE LINE A- FUMIGATION A- HYDRANT AIRCRAFT DOWN A- STREET CLOSURE AUTOMATIC FIRE ALARM BEE PROBLEM 610-HAZARDS BIO- INVESTIGATION BLUE FLAG BOMBFOUND BOMB THREAT BOX ALARM CALL HOLDING CARBON MONOXIDE DEMO ELEVATOR ENTRAPMENT FIRE (CREEK) •FIRE (FREEWAY) FIRE (UNDERGROUND VAULT) FIRE COMMERCIAL INDUSTRIAL FIRE HIGH RISE FIRE NON - STRUCTURE FIRE SINGLE RESIDENCE FIRE - (STATION MOVE UP) FIRE -RED FLAG (FULL ASSIGN.) FIREWORKS HAZARDOUS INC (OUT OF CITY) HAZARDOUS INCIDENT HEAVY RESCUE(ENTRAPMENT) INSPECTION INVESTIGATION MA MEDICAL AID (S.R.) MEDICAL AID -ALPHA MEDICAL AID -BRAVO MEDICAL AID- CHARLIE MEDICAL AID -DELTA NATURAL GAS LEAK NON -EMD OIL (IN CONTAINERS) OTHER PD ASSIST (ENG) PD ASSIST (TRUCK) POWER LINE Santa Ana, CA Attachment A -2a CAD Codes NFIRS Incident Code CompuDyne Public Safety Justice, Inc •PUBLIC ASSIST (ENG) PUBLIC ASSIST (TRK) STRIKE TEAM Strike Team Swat SWIFT WATER RESCUE T/C - (ALPHA) T/C (HEAVY RESCUE) T /C- (VEHICLE VS BLDG.) T /C- (BRAVO) T /C- (DELTA) T /C- (FREEWAY) TASK FORCE TESTCAD UNDERGROUND TANKS VEHICLE FIRE WATER PROBLEM WIRE DOWN 0 Santa Ana, CA Attachment A -2a CAD Codes CompuDyne Public Safety Justice, Inc I Santa Ana, CA Attachment 2 -Ab Data Dictonary Messages replyflag Reserved for Future Use bit fdid Fire Dept. ID char incidentnumber Incident Number char incidentdate Incident Date datetime station Fire Department Station char incidenttype Incident Type varchar alarmdatetime Alarm Date and Time datetime controlleddatetime Incident Controlled Date and Time datetime district District char locationtype Location Type char number Number or Milepost varchar streetprefix Street Prefix char street Street or Highway Name varchar streettype Street Type char streetsuffix Street Suffix char apartment Apartment Number char city City varchar state State char postalcode Zip char directions Directions text xstreetprefix Cross Street Prefix char xstreet Cross Street or Highway Name varchar xstreettype Cross Street Type char xstreetsuffx Cross Street Suffix char addressl UnParsed 1st Address Line char citystatezip UnParsed CityStateZip char address2 UnParsed 2nd Address Line char latitude Latitude decimal longitude Longitude decimal township Township decimal northsouth North /South char range Range int eastwest East/West char section Section smallint subsection Subsection char meridian Meridian char remarks Incident Remarks text remarkssequence Remarks Sequence bigint commonname Common Name varchar returntoservicedatetime Return to Service Time datetime alarms Alarms tinyint emspatients Ems Patients from CAD int emsruncard Run Card char cadcallnumber CAD Call Number varchar phone Phone Number char messagecontrolnumber Message Control # bigint messagesenderid Message Sender ID varchar ... ... 1 5 7 16 3 255 16 16 8 4 10 2 30 4 2 15 20 2 9 2 30 4 2 255 255 255 10 11 20 1 4 1 2 4 2 32 16 15 25 10 50 1 CompuDyne Public Safety Justice, Inc I Ir1 LJ 0 0 CompuDyne Proprietary � CompuDynr Public Safety a Justice Attachment A -2b, 24 Seven TeleStaff Interface Configuration Version 2.6 December 29, 2005 CompuDyne - Pub11c Safety and Justice, Inc. 39350 Civic Center Drive, Suite 100 Fremont California 15101792 -2108 CompuDyne Proprietary 24SEVEN Version 2.6 Telestaff Interface Configuration Telestaff Interface Configuration 2.5 CompuDyne Proprietary Notices: New publications incorporate all updates issued since the previous publication. Update packages, issued between publications, contain additional and/or replacement This document was printed on pages which should be merged into the most recent publication of the guide. CompuDyne reserves the right to alter or improve the equipment, software and /or specifications detailed in this document at any time and without any notice. The information detailed in this documentation could contain technical or typographical errors. CompuDyne waives any responsibilities incurred by anyone outside the company for labor or material cost as a result of using this document. CompuDyne shall not be held liable for any damages including, but not limited to, consequential, incidental special damages or loss of profits as a result or in connection with this document or its use. While every effort has been made to prepare an accurate, thorough and error -free document, your comments and suggestions regarding improvements to this user's manual are appreciated. Copyright: All rights reserved. No part of this document may be reproduced in any form, including photocopying or translation to another language, without the prior written consent of CompuDyne. Copyright (D 2005 by CompuDyne. Printed in the United States of America. Trademarks: The following are trademarks or service marks of Tiburon Inc. and are registered or pending in the United States of America. CAD - Computer Aided Dispatch ®, Computer Aided Dispatch /2000 ®, CAD /20000, Records Management System/20008, RMS /2000 ®, Message Switching System /2000 ®, MSS /2000 ®, Judicial Management System/20000, JMS /2000 ®, Corrections Management System /2000 ®, CMS /2000®, PIMS /2000 ®, JDL®, GPA ®, GMS®, RTM®, APS /2000 ®, CAD Activity Reporting System/CARS ®, Computer Assisted Public Safety System /CAPS® All other brand and product names referenced in this guide are trademarks of their respective companies. Publication History: Publication Version Date 24SEVEN Telestaff Interface Configuration 2.4 December 11, 2004 Telestaff Interface Configuration 2.5 August 17, 2005 Telestaff Interface Configuration 2.6 December 29, 2005 This document was printed on March 13, 2006 DISCLAIMER: Example application screens, forms, and/or reports contained in this document are representative of the typical, or standard, forms distributed with the product. The actual screens, forms, and/or reports in use in any particular installation may look substantially different than the samples contained in this document, . due to customization and tailoring of those items. CompuDyne Proprietary CompuDyne December 29, 2005 Page a 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary Table of Contents 1. OVERVIEW ........................................................................................................... 1.1 TRANSFER PROCESS OVERVIEW ................................................................................... ..............................1 1.2 REQUIREMENTS ............................................................................................................. ............................... l ..............................1 2. INSTALLING THE INTERFACE ......................................................................... 2.1 INTERFACE SERVICES .................................................................................................... ..............................2 ..............................2 2.2 MESSAGE QUEUES ....................................................................................................... ............................... 3 3. CONFIGURATION ............................................................................................... 3.1 DATABASE CONFI GURATI ON ......................................................................................... ..............................4 ..............................4 3.2 24SEVEN TELESTAFF INTERFACE CONFIGURATION FILES ............................................ ..............................4 3.3 PDSI GATEWAY MANAGER CONFIGURATION .............................................................. ............................... 5 4. STARTING THE INTERFACE ............................................................................. ..............................6 5. STOPPING THE INTERFACE ............................................................................. ..............................7 6. RE- SENDING ROSTER DATA ............................................................................ ..............................8 7. APPENDIX A — INSTALLING MSMQ ................................................................ 7.1 INSTALLING MESSAGE QUEUING ( MSMQ) ..............................9 ................................................................... ..............................9 8. APPENDIX B - INSTALLING .NET FRAMEWORK ........................................ 8.1 SUMMARY .................................................................................................................... .............................10 .............................10 9. APPENDIX C - INSTALLING MDAC .......................... ............................... • 9.1 WHAT IS MDAC? ............................................................... ............................... 10. APPENDIX D - SAMPLE CONFIGURATION FILES ............................ 10.1 SAMPLE CONFIGURATION FILE FOR TELESTAFF PROCESSOR ............................. 10.2 SAMPLE CONFIGURATION FOR TELESTAFF POLLER ............ ............................... • CompuDyne Proprietary ...................... I 1 ......................... 1 I ...... .............................12 ........ ............................... 12 .......... .............................12 wuipuuyne December 29, 2005 Page i 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary 1. OVERVIEW This guide is intended to help you install and maintain the 24SEVEN TeleStaff Interface. It will give you recommendations and requirements about the configuration and setup of the 24SEVEN TeleStaff Interface and PDSI TeleStaff to work with the 24SEVEN RMS application. The systems must be precisely configured to work together, and improper configuration will cause failure of the information transfer. 1.1 TRANSFER PROCESS OVERVIEW Tiburon has designed the 24SEVEN TeleStaff Interface to work with PDSI TeleStaff 2.0 and greater. We are currently not compatible with older versions of PDSI TeleStaff. The interface uses the Gateway Manager supplied by PDSI, utilizing the pitcher and the catcher to export TeleStaff information into an XML file. The 24SEVEN TeleStaff Interface consists of two windows services to capture and process the XML files produced by the catcher. The two services are the 24SEVEN TeleStaff Processor and the 24SEVEN TeleStaff Poller. PDSI's Gateway Manager captures data from TeleStaff whenever a Roster change is made, at a specified time interval, for a specified date range (set in the pitcher configuration). It then writes this data to a specified XML file, in a specified directory (set in the catcher configuration). The two- 24SEVEN services each perform a unique function. The Poller will capture XML files on the hard disk and place them into a Microsoft Message Queue (MSMQ), for processing. The Poller captures ' files from the directory, at a specified time interval, which is set by the system administrator. The Processor monitors the MSMQ, processes the XML messages, and places the information into the database. If the Processor returns an error, then the XML message is placed into a recovery queue and an error message is written to the system event log. The two- 24SEVEN services are both configured by their configuration files, which are files in located in the directory with their executables. 1.2 REQUIREMENTS There are some requirements for both the 24SEVEN TeleStaff Interface and configuration of your TeleStaff application and Gateway Manager to work properly with the 24SEVEN TeleStaff Interface. 24SEVEN TeleStaff Interface Requirements • Microsoft Message Queue (MSMQ) • NET Framework v1.1.4322 or later • SQL or Windows Authentication access to the 24SEVEN database server • Run as a user which is allowed to run as a Windows Service • Microsoft Data Access Components (MDAC) 2.6 or later • 24SEVEN database version of 1.000.229 or later PDSI TeleStaff and Gateway Manager Requirements • TeleStaff version 2.0 or later • • Gateway Manager version 2.0 or later CompuDyne Proprietary t-ompuuyne December 29, 2005 Page 1 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary 0 2. INSTALLING THE INTERFACE • This section will walk you through installation of the 24SEVEN TeleStaff Interface. 2.1 INTERFACE SERVICES The 24SEVEN TeleStaff Interface can be placed on any computer that has access to the SQL Server that contains the 24SEVEN database. We normally recommend installation of the interface on the Application server, in normal server configuration, but it is very flexible and can be installed on any machine that meets the requirements. The 24SEVEN TeleStaff Interface consists of two separate windows services, which need to be installed separately and each configured. The two services are the 24SEVEN TeleStaff Processor, and the 24SEVEN TeleStaff Poller. By utilizing the Application server for these processes, it allows the 24SEVEN application to distribute its processing across several computers. Creating an NFIRS Incident Export is a good example of this type of process, and should be run on the application server because it may take longer than normal processing time. Therefore, a user can continue using the application while the export is being created. Here are the steps for installing the 24SEVEN TeleStaff Poller: • Unzip the contents of the TeleStaff Poller.zip from Tiburon, into a directory. e.g. C:Aspoller • Make sure all of the files in the zip file are extracted into that one directory. • Go to Windows Start > Run, and start a command prompt by typing in cmd. • Register the 24SEVEN TeleStaff Poller Windows Service in the registry by typing in the following command: C. I WINDOWSIMicrosofGNE71 Frameworkl v1.1.43221Install U&exe "c:1 tspollerl TSPollerService.exe" • Make sure the paths to the InstallUtil.exe and TSPollerService.exe are correct. • You will need to edit the TSPoller.exe.config with the proper settings (seethe Configuration section). Here are the steps for installing the 24SEVEN TeleStaff Processor: • Unzip the contents of the TeleStaff Processor.zip from Tiburon, into a directory, e.g. C:Asprocessor • Make sure all of the files in the zip file are extracted into that one directory. • Go to Windows Start > Run, and start a command prompt by typing in cmd. • Register the 24SEVEN TeleStaff Processor Windows Service in the registry by typing in command: C: I WINDOWSIMicrosofLNE71 Frameworkl v1.1.43221InstallUtit exe "c: I tsprocessorl TSService.exe" • Make sure the paths to the InstallUtil.exe and TSService.exe are correct. • You will need to edit the TSService.exe.conf : g with the proper settings (see the Configuration Section). CompuDyne Proprietary CompuDyne December 29, 2005 page 2 24SEVEN Version 2.6 Telestaff Interface Configuration 10 2.2 MESSAGE QUEUES E 9 CompuDyne Proprietary You will need to create the private message queues that both of the windows services use manually, before you first start the services. It is a very easy process, and you will use the Microsoft Management Console (MMC) to create them. You will need to go into Administrative Tools in Control Panel, and double click on Computer Management. You will need to expand the Services and Applications section, and then expand both the Message Queuing and the Private Queues. There will be a list of Private MSMQ on the machine, and you will need to check to make sure the queues are not already created. You will need to right- click, select New and create a queue called telestaff24seven and check the Transactional Queue option as well. You then need to create one more queue called recoverytelestaff24seven, but this queue does not need to be transactional. This should complete the installation of the 24SEVEN TeleStaff interface; you will need to make sure both the 24SEVEN RMS database and the PDSI TeleStaff databases are configured correctly before starting the interface. CompuDyne Proprietary CompuDyne December 29, 2005 Page 3 r1 Ir�J 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary 3. CONFIGURATION 3.1 DATABASE CONFIGURATION In short, the codes that are used in both the TeleStaff database and the 24SEVEN database must be configured identically. Here is a summary of the applicable codes: • All personnel must be entered in both systems. This is determined by the Personnel ID. If a person is entered into TeleStaff and not into 24Seven, the interface will not import any data for that person at all until this is fixed. When this occurs, an error event is written to the event log. • Station codes must be set up the same in both systems — The system will not function if they are configured as 1, 2, etc. in TeleStaff, but as STI, ST2, etc. in 24SEVEN. • The TeleStaff Organization must be the same as the 24Seven Department Setup. For example, if TeleStaff uses District codes (Di, D2, etc), but these are Battalions in 24Seven (B 1, B2, etc.), the system will not function correctly. Again, the codes must be configured to be the same in both systems. • Units must be configured the same in both systems. For example, if Engine 4 is E -4 in TeleStaff, it cannot be E4 in 24SEVEN. • TeleStaff Work Status codes must be configured the same as the 24SEVEN Pay codes. • TeleStaff Job Title codes must be configured the same as the 24SEVEN Job Role codes. The codes that are exported from TeleStaff correspond to their Abbreviation in the TeleStaff system. 3.2 24SEVEN TELESTAFF INTERFACE CONFIGURATION FILES The two configuration files for the two windows services are very simple XML files. You will only need to modify one or two settings in each file. You can go into a simple text editor such as Notepad to make the necessary changes. 3.2.1 24SEVEN TELESTAFF POLLER There are three settings that are available in the configuration file for the 24SEVEN TeleStaff Poller. They are listed and explained here. interval - this is the time, in milliseconds, that determines how long the Poller will wait between polling the directory for XML files. tsdirectory - this is the absolute directory where the PDSI Gateway Manager catcher will place the generated files. No trailing backslash is required. tsfilename - this is if you are using a static filename with the catcher, and it will only look for an XML file with this filename. If you have set up your pitcher to pitch Rosters for a multiple date range, then you cannot use a specific filename (see the TeleStaff Configuration section for an explanation). CompuDyne Proprietary uompuuyne December 29, 2005 Page 4 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary • 3.2.2 24SEVEN TELESTAFF PROCESSOR There is only one setting that is required the configuration file for the 24SEVEN TeleStaff Processor. • ConnectionString - this is a SQL server connection string to connect to the SQL database where the 24SEVEN RMS database is located. 3.3 PDSI GATEWAY MANAGER CONFIGURATION The Gateway Manager is capable of exporting 4 Message Types for Roster, and all 4 are supported by the 24SEVEN TeleStaff Interface. They are ROSFI, ROS02, ROS03 and ROSO4. The latter Message Type contains the most information. See your Gateway Manager documentation for details of the Message Types and also for the basics of how to configure your pitcher and catcher. This document will simply point out what is required for correct operation with the 24Seven TeleStaff Interface. It should be noted that the Gateway Manager is a PDSI application and configuration and support for the application should come from PDSI. The 24 Seven interface does not go get information but passively listens for whatever data the PDSI gateway sends it. The configuration information for this is provided as a matter of convenience. Furthermore, if the Gateway crashes or stops running, all of the support to correct the issue is the responsibility of PDSI. 3.3.1 PITCHER • Set the Polling Frequency (in minutes) to correspond with the 24Seven TeleStaff Poller's interval (which is in milliseconds). • • Be sure that Request Reply and Use GUID for ID are both checked. • Set the From Date and Thru Date. A single day can be polled (e.g. TODAY for both From Date and Thru Date) or a date range can be used (e.g. A From Date of TODAY, and a Thru Date of TODAY +6days will check for a week's worth of Roster changes). • Be sure that (Re)Send changed is set to True. 3.3.2 CATCHER • • Set the Export directory to correspond to the 24Seven TeleStaff Poller's tsdirectory. • File Name should generally be left blank. When this occurs, the files that the catcher writes will have the file names, yyyy -mm- dd.xml ... this is good if you are pitching a date range. If you choose to enter a File Name, the 24Seven TeleStaff Poller will correctly handle it, however you must be aware that this single file name will be overwritten for each day that is pitched, so that if you are pitching a date range, you will only end up with the final day's information in the file. (This corresponds with the 24Seven TeleStaff Poller's tsfilename.) • File Type should be set to XML. • Set Overwrite existing file to True. CompuDyne Proprietary CompuDyne December 29, 2005 Page 5 i • 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary & STARTING THE INTERFACE You will use the Microsoft Management Console (MMC) included with the Windows OS to start the windows services. You will need to open up the Control Panel, and then Administrative Tools. Then you will double click on Computer management, and expand the Services and Applications section. You should see a list of service names, and you will need to select the 24SEVEN TeleStaff Processor and the 24SEVEN TeleStaff Poller, and start both of these services. Select each of the services one at a time, and right click and select Start. That is all there is to starting the 24SEVEN TeleStaff interface. CompuDyne Proprietary t;ompuuyne December 29, 2005 Page 6 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary 9 5. STOPPING THE INTERFACE 11 You will use the Microsoft Management Console (MMC) included with the Windows OS to stop the windows services. You will need to open up the Control Panel, and then Administrative Tools. Then you will double click on Computer management, and expand the Services and Applications section. You should see a list of service names, and you will need to select the 24SEVEN TeleStaff Processor and the 24SEVEN TeleStaff Poller, and stop both of these services. Select each of the services one at a time, and right click and select Stop. That is all there is to stopping the 24SEVEN TeleStaff interface. CompuDyne Proprietary CompuDyne December 29, 2005 Page 7 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary 9 6. RE- SENDING ROSTER DATA You will need to resend the Roster Data from the TeleStaff interface. CompuDyne Proprietary CompuDyne December 29, 2005 Page 8 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary 0 1. APPENDIX A -INSTALLING MSMQ 7.1 INSTALLING MESSAGE QUEUING (MSMQ) Message queuing (also known as MSMQ) is a messaging infrastructure and environment for running distributed, loosely coupled, messaging applications. It is also used for the 24SEVEN CAD Services, and the Batch Processor Services. Message Queuing applications running on source computers send messages to queues, where they are temporarily stored, and applications running on target computers retrieve messages from queues. Such applications can communicate across heterogeneous networks and with computers that may be offline temporarily. Message Queuing is administered in several MMC snap - ins. Message Queuing is not installed by default during Windows Setup. Here are steps to install message queuing with independent client functionality. • Open Add or Remove Programs in Control Panel. • Click Add/Remove Windows Components. • In the Windows Components Wizard, select the Message Queuing check box. • If you want to change the default set of optional subcomponents that will be installed, click Details, and then do the following. • If the computer belongs to a domain and you want it to operate in workgroup mode, clear the Active Directory Integration check box. • If you do not want to install Message Queuing Triggers, clear the Triggers check box. • • If you intend to send messages by HTTP transport, select the MSMQ HTTP Support check box. Notes: To open Add or Remove Programs, click Start, point to Settings, click Control Panel, and then double - click Add or Remove Programs. The Active Directory Users and Computers snap -in is not available in Windows XP Home Edition. To open Computer Management after Message Queuing has been installed, right -click My Computer, and then click Manage. CompuDyne Proprietary CompuDyne December 29, 2005 Page 9 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary 0 8. APPENDIX R - INSTALLING .NET FRAMEWORK • • 8.1 SUMMARY Applications and controls written for the .NET Framework require the .NET Framework to be installed on the computer where the application or control runs. The NET Framework redistributable package is available as a stand -alone executable file, Dotnetfx.exe. Where to obtain the NET Framework Redistributable Package Download Dotnetfx.exe at, http: / /msdn.microsoft com/library /default asp ?url = /downloads /iist/netdevframework.asp or from the Microsoft® Windows® Update Web site. Alternatively, you can use the NET Framework version 1.1 Redistributable Package, which includes everything you need to run applications developed using the NET Framework at, http: / /www.microsoft com/downloads /details aspx ?Familvld =262D25E3 F589 4842 8157 034D 1 E7CF3 A3 &displaylang=en CompuDyne Proprietary °�° uecember 29, 2005 Page 10 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary • 9. APPENDIX C - INSTALLING MDAC • • 9.1 WHAT IS MDAC? The Microsoft Data Access Components (MDAC) is a standard database interface for Windows. MDAC is already included as part of Windows 98, Windows 2000, Windows ME, and Windows XP. Some early Windows 98 OEM systems shipped without MDAC, however. MDAC is also already installed on your system if you have Internet Explorer 5.0 (or higher) or Microsoft Office. MDAC is FREE and is fully supported by Microsoft on all versions of Windows. Launch the installation executable at hU:HsLipport.microsoft.com/default.ast)x?scid=kb;en-us•215943 and follow the instructions, choosing the default installation. CompuDyne Proprietary December 29, 2005 Page 11 24SEVEN Version 2.6 Telestaff Interface Configuration CompuDyne Proprietary • 10. APPENDIX D - SAMPLE CONFIGURATION FILES • 11 10.1 SAMPLE CONFIGURATION FILE FOR TELESTAFF PROCESSOR < ?xm1 version = --1.0" standalone= "yes " ?> <configuration> <appSettings> <add key= "ConnectionString" value= "server =( local); database =Les24Seven;uid =sa;pwd =" /> < /appSettings> < /configuration> 10.2 SAMPLE CONFIGURATION FOR TELESTAFF POLLER < ?xml version - "1.0" encoding=,utf -8" < configuration> <appSettings> <add key = "interval" value = -300000" /> <! -- <add key = "tsfilename" value = " - /> - -> <add key = "tsdirectory" value = "c:\ \temp" /> < /appSettings> < /configuration> CompuDyne CompuDyne Proprietary December 29, 2005 Page 12 + MARSH CERTIFICATE NUMBER CERTIFI�A7E OF INSURANCE CLE.DD „4997, D6 '- PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS MARSH USA INC. NO RIGHTS UPON THE CERTIFICATE HOLDER OTHER THAN THOSE PROVIDED IN THE 120 E. BALTIMORE ST., STE. 1900 POLICY. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE BALTIMORE, MD 21202 AFFORDED BY THE POLICIES DESCRIBED HEREIN. Attu: (410)347 -3600 COMPANIES AFFORDING COVERAGE COMPANY 714069 -- PROP -05 -06 TIBURO q - .�(,C 1('' -� A ZURICH AMERICAN INSURANCE COMPANY INSURED TIBURON, INC. 39350 CIVIC DRIVE o SUITE 280 !� - - ,CC'S' -Q L�� COMPANY g AMERICAN ZURICH INSURANCE COMPANY COMPANY FREMONT, CA 94538 C N/A COMPANY �) dper D N/A COVERAGE$ TO ceRAiDate supersedes andrzplacesarty p[eviDUSy lssusdDerisicate for the policy peAptl ROted below. :. t THIS IS TO CERTIFY THAT POLICIES OF INSURANCE DESCRIBED HEREIN HAVE BEEN ISSUED TO THE INSURED NAMED HEREIN FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUM ENT WITH RESPECT TO WHICH THE CERTIFICATE MAY BF ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, CONDITIONS AND EXCLUSIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM /DD/YY) POLICY EXPIRATION DATE (MM /DD/YY) LIMITS GENERAL LIABILITY GENERAL AGGREGRATE $ 2,000,000 !'RL'C''.GTS- CMP /OP AGO Z 2,000,= A X COMMERCIAL GENERN IIARU ITY 3L03no6105 .74'OV05 04101/06 CLAIMS MADE FXJ OCCUR PERSONAL & ADV INJURY S 1,000,000 EACH OCCURRENCE $ 1,000,000 OWNER'S & CONTRACTOR'S PROT FIRE DAMAGE (Any one fire) $ 500,000 X Per Pro)/LOC Aggregate MED EXP (Any one person) $ 5,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 2,000,000 A % ANY AUTO 13AP3486404 (ACS) 04/01/05 04/01/06 BODILVINJURY (Per person) $ A E ALL OWNED AUTOS SCHEDULEDAUTOS HAP3486421 IVA) 238Y00021($1 MILxS1 MIL)(AOS) 04/01/05 04/01/05 04/01/06 04/01/06 BODILY INJURY (per accident) IS E HIHEDAUTOS NON OWNED AUTOS 23BY00084(SI MILx$l MIL) (VA) 04/01/05 04/01/06 PROPERTY DAMAGE $ X COMP DEDUCTIBLE: $250 COLL DEDUCTIBLE: 5500 X GARAGE LIABILITY AUTO ONLY -EA ACCIDENT S OTHER THAN AUTO ONLY: AN V AUTO EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE S AGGREGATE $ UMBRELLA FORM $ OTHER THAN UMBRELLA FORM R WORKERS COMPENSATION AND EMPLOYERS'LIABIUTY WC3486403(ALL OTHER STATES) 04/01/05 04/01/06 X WC STATU- OTH TORY LIMITS ER EL EACH ACCIDENT $ 500,000 THE PROPRIETORI X INCL PARTNERSIEXECUTIVE OFFICERS ARE: EXCL EL DISEASE POLICY LIMIT $ 500,000 EL DISEASE -EACH EMPLOYEE $ 500.000 OTHER 'O FORM DESCRIPTION OF OPERATIONS /LOCATIONS EHICLES /SPECIAL ITEMS .,.I miK Shecdy ...J,I'.. City .Attorney CERTIFICATE HOWER CANCELLATION SHOULDANVOFTHE POLICIES DESCRIBED HEREIN BE CANCELLED BEFORE THE EXPIRATION SANTA ANA POLICE DEPARTMENT DATE THEREOF, THE INSURER AFFORDING COVERAGE WILL ENDEAVOR TO MAIL 30 DAYS 60 CIVIC CENTER PLAZA WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED HEREIN, BUT FAILURE TO MAIL SUCH SANTA ANA, CA 95110 NOTICE SHALL )IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER AFFORDING COVERAGE, ITS AGENTS OR REPRESENTATIVES, OR THE ISSUER OF THIS CERTIFICATE. MARSH USA INC BY: Timthy M. Sasser MM} {5702} VALIDASOF 0GIDIICS -. MARSH CERTIFICATE OF INSURANCE CE. F NUMBER ..I- - CLE- 001149971 -09 9 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS MARSH USA INC. 120 i=. BALTIMORE ST., STE. 1900 NO RIGHTS UPON THE CERTIFICATE HOLDER OTHER THAN THOSE PROVIDED IN THE BALTIMORE, MD 21202 POLICY. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE Attn: (410)347-3600 AFFORDED BY THE POLICIES DESCRIBED HEREIN. COMPANIES AFFORDING COVERAGE COMPANY — 14069 -- PROP -06 -07 TIBUR A ZURICH AMERICAN INSURANCE COMPANY INSURED /� —�- I tFZ COMPANY COMPUDYNE- PUBLIC SAFETY & JUSTICE, INCA col -ACvI B AMERICAN ZURICH INSURANCE COMPANY 39350 CIVIC CENTER DRIVE A-AtO3 -v,FS SUITE 280 A - 9/ COMPANY FREMONT, CA 94538 /1. C N/A ,4- _?etC5 -AJS L_- _._ -._ _. — _. _ A 6o5' - .zs/ COMPANY D N/A COVERAGES : This certificate supersedes and replaces any previously Issued certificate for the policy period noted below. 2 THIS IS TO CERTIFY THAT POLICIES OF INSURANCE DESCRIBED HEREIN HAVE BEEN ISSUED TO THE INSURED NAMED HEREIN FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THE CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, CONDITIONS AND EXCLUSIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, cc LT R TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION DATE(MM /DDIYY) DATE(MM /DD/YY) LIMITS AL LIABILITY GENERALAGGREGAT_E $ 2,000,000 MMERCIAL GENERAL LIABILITY • X COMMERCIAL LIABILITY IGLO3486405 04/01/06 04/01/07 $ r CLAIMS MADE X OCCUR PRODUCTS- COMP /OPAGG 2000,000 PERSONAL 8 ADV INJURY $ 1 000 000 OWN ONENERAL PROT EACH OCCURRENCE $ 1 000 000 X Per Pro /LOC AQ.ALaBfl[B.' FIRE DAMAGE (Any one fire) $__ 500,000 MED EXP An one erson $ 5,000 BILITY AUTOMOBILE LIA ', • ��ANV AUro IBAP3486404 04/01/06 04/01/07 COMBINED SINGLE LIMIT $ 2,000,000 ALL OWNED AUTOS _ BODILY INJURY AUTOS (Per person) E'1ISCHEDULED HIRED AUTOS 238YO0259($1MILx$1MIL) 104101/06 04101107 NON-OWNED AUTOS BGDILY INJURY (Per aooltlent) X OMP DEDUCTIBLE: $250 1 - -- - -- - .OLL DEDUCTIBLE: $500 PROPERTY DAMAGE $ GARAGE LIABILITY '— AUTO ONLY - EA_ ACCIDENT ANY AUTO OTHER THAN AUTO ONLY - — -- _- EACH ACCIDENT $ AGGREGATE $ EXCESS LIABILITY EACH OCCURRENCE $ AGGREGATE $ UMBRELLA FORM OTHER THAN UMBRELLA FORM — $ WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY 1WC3486403 WC A U- X TORY LIMITS I ER B 1 THE PROPRIETOR/ Fx---i 104 /01/06 04/01/07 EL EACH ACCIDENT $ 500000 DISEASE - POLICY LIMIT 500,000 INCL PARTNERS /EXECUTIVE IEL OFFICERS ARE: EXCL HE EL DISEASE -EACH EMPLOYEE $ 500,000 / DESCRIPTION OF OPERATIONS /LOCATIONSN HICLES /SPECIAL ITEMS CERTIFICATE HOLDBR :CANCELLATION SHOULD ANY OF THE POLICIES DESCRIBED HEREIN BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, SANTA ANA POLICE DEPARTMENT THE INSURER AFFORDING COVERAGE WILL ENDEAVOR TO MI A DAYS MITTEN NOTICE TO THE 60 CIVIC CENTER PLAZA CERTIFICATE HOLDER NAMED HEREIN. BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR SANTA ANA, CA 95110 JAMLTY OF ANY KIND UPON THE INSURER AFFORDING COVERAGE ITS AGENTS OR REPRESENTATIVES, OR THE ISSUER OF THIS CERTIFICATE. MARSH USA INC. Br: Timothy M. Sasser.,` MM1(3f02) VALID AS OF:: 03/30/06 \_ v ADDITIONAL INFORMATION DATE'MWD °m' CLE- .001149971 -09 03/30/06 PRODUCER _ COMPANIES AFFORDING COVERAGE MARSH USA INC. --- - 120 E. BALTIMORE ST., STE. 1900 I COMPANY BALTIMORE, MD 21202 E DISCOVER PROPERTYAND CASUALTY INS CO Attn: (410)347-3600 COMPANY F 714069 -- PROP -06 -07 TIBUR ' INSURED COMPUDYNE- PUBLIC SAFETY& JUSTICE, INC. COMPANY 39350 CIVIC CENTER DRIVE G SUITE 280 FREMONT, CA 94538 - -- -- -- COMPANY H ;AI SANTA ANA POLICE DEPARTMENT - 60 CIVIC CENTER PLAZA SANTA ANA, CA 95110 MARSH USA INC. BY Timothy M. Sasser Page