2002-17
~ .
'"
. ,
.
.
.
'. .
.
.
~ II ~ /ó 'ð
AMERICAN
COMPUTER
TECHNOLOGIES
AGREEMENT
Between
American Computer Technologies
And
The City of Clermont
THIS AGREEMENT entered into the 15th day of August 2002 by and between AMERICAN
COMPUTER TECHNOLOGIES, INC., whose mailing address is 2200 Lucien Way, Suite
195 Maitland, FL 32751 hereinafter referred to as "Consultant" and the CITY OF
CLERMONT whose mailing address is 1 Westgate Plaza, Clermont, Florida 34711 hereinafter
referred to as "Client".
WHEREAS, Client desires to retain the services of Consultant, and Consultant desires to provide
such services; and
WHEREAS, the parties desire to enter into this agreement setting forth the terms and conditions
of their agreement and their understandings.
NOW, THEREFORE, in consideration of the mutual terms and conditions, promises, convenants
and payments herein contained and for other good and valuable considerations, the receipt and
sufficiency of which are hereby acknowledged, the parties, intending to be legally bound hereby,
agree as follows:
1. Services. Consultant agrees to perform for the Client the services listed in the Scope of
Services as set forth in Task Orders attached hereto and incorporated herein by reference (the
"Services"). Consultant shall have access to Client's staff and resources as deemed necessary
by Consultant, in Consultant's sole and absolute discretion, to perform the Services provided
for by this Agreement.
2. Rate of Payment for Services. Client agrees to pay Consultant for Services in accordance
with Task Orders attached hereto and incorporated herein by reference and executed by both
Client and Consultant.
'\ "
.
.
.
.', ,
.
.
3. Invoicing. Consultant shall invoice Client, at Client's address as set forth in Section 10
hereof, for the Services rendered and Client shall pay the amount set forth on such invoices
to Consultant, at Consultant's address as set forth in Section 10 hereof, within thirty (30) days
of receipt thereof.
4. Confidential Information. (a) In the course of performing the Services referenced herein,
Consultant and Client may come into possession of the other parties' financial and/or other
business information pertaining to such other parties' business which is not published or readily
available to the public, including, but not limited to, trade secrets, research, development,
marketing concepts and plans, training, pricing information, sales techniques, lists of customers
and vendors and other information pertaining to the business conducted by either Consultant or
Client which is received from the agents or employees of either party ("Confidential
Information"). Confidential Information shall not include information which is generally known
or easily ascertainable by third parties of ordinary skill and competence in computer system
design and programming, nor shall it include information already known to the receiving party or
disclosed to the receiving party by a third party without violation of a duty of confidentiality to
the disclosing party.
(b) Consultant and Client each acknowledge and agree that Confidential Information is important
to, and greatly affects the success of, both parties in a competitive marketplace. Consultant and
Client agree that during the course of their relationship and at all times thereafter, Consultant and
Client shall hold in the strictest of confidence, and shall not use for either parties' personal
benefit, or disclose, duplicate or communicate to or use for direct or indirect benefit of any other
person, firm, corporation or entity, any Confidential Information without the prior written
consent of the other party, or unless Consultant is required to do so in order to perform the
Services, or pursuant to a court order or by operation of law.
5. Disputes. The parties agree that, in the event a dispute arises between them, they will
attempt, in good faith, to resolve such dispute in an amicable and equitable manner. However, if
any dispute cannot be so resolved, then the parties agree that the matter will be submitted to a
binding arbitration by the American Arbitration Association.
6. Complete Agreement. This Agreement contains the entire Agreement between the parties
hereto with respect to the matters covered herein. No other agreements representations,
warranties or other matters, oral or written, purportedly agreed to or represented by or on behalf
of Consultant by any of its employees or agents, or contained in any sales materials or brochures,
shall be deemed to bind the parties hereto with respect to the subject matter hereof. Client
acknowledges that it is entering into this Agreement solely on the basis of the representations
contained herein.
7. Applicable Law. This Agreement shall be construed in accordance with the laws of the State
of Florida.
"
.
.
.
" \
.
.
8. Notices. All notices, requests, demands and other communications hereunder shall be in
writing and shall be deemed to have been duly given when personally delivered or if mailed,
when mailed by United States Postal Service, or by Federal Express (or comparable overnight
mail service), postage prepaid, return receipt requested, to the other party, addressed as follows
(or at such other address as shall be given in writing by either party to the other):
(i) Notices to Client should be sent to:
(ii) Notices to Consultant should be sent to:
Joe Van Zile
The City of Clennont
1 Westgate Plaza
Clennont, Florida 34711
Donna Shealy
American Computer Technologies
2200 Lucien Way Suite 195
Maitland, FL 32751
9. Tennination. This agreement may be tenninated by mutual written agreement of the parties
for any reason upon 30 days' notice.
10. Assignment. This Agreement may not be assigned by either party without the prior written
consent of the other party.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the
day and year first above written.
Client
Consultant
The City of Clermont
B~~
LMa.l~
Title
&old S . )i;nillLe .
Print Name
By:
tfVI /hoJ J4 &- t,--y[
Title
.s-r€II~ E. &~
Print Name
. '.
,
.
" ,
'.
.
.
.
Exhibit A
REOUEST FOR SERVICES
.
.
.
.
. \
.
AMERICAN
COMPUTER
TECHNOLOGIES
Phase I - Network Design
This phase will deal with the Network Infrastructure Design for the City of Clermont.
This Design will cover the new City Hall now under construction and provide for connectivity
and integration with the existing external departments; Fire, Police and Public Works as well as
the proactive monitoring of all essential equipment and services.
Desien Breakdown:
ACT will address all of the below listed services in it's design of the new network
infrastructure:
. IP Addressing
. Network Sevices
. Authentication
. Security
. Email
. Backups
. Disaster Recovery
. Fault Tolerance
. File Sharing
. Automated Maintenance
. AntiVirus
. Ongoing Maintenance & Support
. System Updates
. Existing & New Hardware Integration
. Printing
. Faxing
. Existing Network Structure Integration
. Software License Compliance
. Remote Administration
. Documentation
. User Training
. Future Growth & Expansion
The Design phase will produce three (3) proposals for the Clermont Network, ranging from the
inexpensive with minimal changes to the existing infrastructure, to more robust designs that
will minimize the routine maintenance, maximize efficiency, increase stability and provide for
maximum reliability, growth, expansion and capability.
Orlando
Jacksonville
Atlanta
Trinidad
. . ..
.
.
.
. .
.
AMERICAN
COMPUTER
TECHNOLOGIES
Desien Phase Hourly Breakdown:
The Hourly Breakdown is shown Below
Meet with Current Network Admin and Joe for definition of project and support expectations
Meet with Current Network Admin on existing configurations, licensing, connectivity, security, policies, etc.
Document Current Network Configurations
Layout template of all meetings and requirements for successful design
Meet with current users, document current configurations, problems and concerns (20 users)
Meet with other department heads, document problems, concerns and future growth requirements
Follow up questions and clarification with current network admin
Meet with FTS on Wiring, Drops, connectivity and Patch Panel requirements
Create Preliminary Plan with questions and options, including documenting existing Network and Config.
Meet with Joe and present Preliminary Plan, get Clarification on Options and any other issues
Design Final Proposals to include the new network, existing network and physical move
Meeting to Present Proposals, answer questions and clarify details
Hours
2
8
2
3
15
4
1
2
8
2
30
3
Total Hours
80
ACT Hourly Rate:
$ 125.00 Per Hour
City of Clermont Discount (100/0):
$112.50 Per Hour
Total Amount for Network Design:
$ 9,000.00
Orlando
Jacksonville
Atlanta
Trinidad