Contract 2020-105ADocuSigd Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
FDOT
Florida Department of Transportation
RON DI:S_ NTIS 605 Suwannee Street 1tEVINITHIB. ULT
GOVERNOR Tallahassee, FL. 32399-0450 SECAFTARS"
October 1, 2020
Dr. Lisa Spainhour
Florida State University
Division of Sponsored Research
Post Office Box 3064166
Tallahassee, FL 32306-4166
RE: Project Name: TraCS Support, Enhancement, and Training
Project Number: M3DA-202I-00129
DOT Contract Number: G I Q31
Dear Dr. Spainhour:
We have reviewed the draft subcontract agreement with Clermont Police Department not to exceed the
amount of$3.750 to provide TraCS with an all-inclusive Criminal Justice Information Services compliant
data hosting site and services between the dates of October 1, 2020 — December 31, 2020, This contract
is hereby approved. The subcontract agreement will be effective the date the last party signs the
agreement, and only those charges incurred from that date will be eligible for reimbursement.
Please send us a copy of the executed subcontract after it has been signed. We will not be able to process
invoices for the services under this subcontract until we receive a copy of the executed subcontract, A
copy of this letter and the executed subcontract will become a part of your permanent project file.
If you have any questions or need assistance, please contact your Program Manager Melissa Gonzalez at
(850) 414-4207.
Sincerely,
DocuSigmd by-
C
Chris CAcaig;M, FCCM
Traffic Safety Administrator
CC/mg
Enclosures
cc: Contract File
Financial File
>v NA-.fdot.gov
lbocuSign'Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
FAMU-FSU
• / Engineering
October 1, 2020
Chris Craig
Traffic Safety Administrator
Department of Transportation
605 Suwannee St. (MS 17)
Tallahassee, FL 32399-0450
Lisa Spainhour, Professor & Interim Chair
Department of Civil and Environmental Engineering
Re: Request for authorization to use contract funds for Contractual Services
Dear Mr. Craig:
On behalf of the TraCS Florida Project, I am requesting approval to use TraCS Support, Enhancement and
Training (Project M3DA-2021-00129) funds to contract with Clermont Police Department for the 2020-2021
fiscal year to provide us with all-inclusive, Criminal Justice Information Services compliant data hosting site
and services.
Please see the attached Contractual Services Agreement for details.
We hope you will honor this request. Thank you for your continued cooperation.
Sincerely,
Lisa Spainhour
FLORIDA A&,M UNIVrRSITY — aORIDA STATE UNIVERSITY COLLEGE OF ENGINEERING
2525 Pottsdamer Street Tallahassee, FL 32310-6046 1 850-410-6123 1 spainhour@eng.famu.fsu.edu
C'DocuSign'Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
DATA CENTER HOSTING AGREEMENT
WHEREAS:
A. Clermont Police Department hereafter referred to as CPD, is a Law Enforcement Agency
providing telecommunication services using wide area computer networks including, without
limitation, the Internet to Florida State University (FSU) for exclusive use by the TraCS
Florida project, hereafter referred to as "Customer".
B. CPD has the right to sell bandwidth to Customer and to connect Customer's server to the
Internet.
C. Customer wishes to have its server connected to the Internet and to purchase the use of
bandwidth therefore from CPD.
NOW THEREFORE, in consideration of the mutual covenants and agreements herein contained, the
parties agree as follows:
1. Definition
For the purpose of this agreement, the following terms shall have the following meanings respectively:
A. "Internet Connection" — connection of Customer's server to the Internet by CPD.
B. Price — the price payable by Customer to CPD each year while Internet Connection exists,
as set forth and selected by Customer in the amount of $1,250 per month, for 3 months to
be charged quarterly to the TraCS Florida project not to exceed $3,750.
C. "Server Placement" — placement of Customer's computer server at a location where it is
capable of being connected to the Internet.
D. "Term" — Annually commencing on the execution date.
E. "Service Plan" - Service Plan by which CPD will render service to Customer which commences
upon execution of this agreement and/or establishment of connection of service and
terminated upon CPD's confirmed receipt of client's written cancellation request. (See
Section 8 and 9)
F. "Public IP Addresses" — A unique string of numbers separated by periods that identifies each
computer using the Internet Protocol to communicate over a network.
2. Internet Connection
CPD agrees to provide Customer with Server Placement, Public IP addresses, and Internet Connection
for the term.
3. Electricity and Climate
CPD agrees to supply electricity necessary for equipment covered under this agreement to operate and
establish and maintain a plan for redundant electricity in case of the loss of the primary power source
(ie. backup generator). CPD also agrees to maintain standard temperature, humidity, and other climate
and environmental conditions favorable to the operation of the hardware covered by this agreement in
the location that the hardware is stored.
TraCS CPD Data Center Hosting Agreement
Rev 09/29/2020
C'DocuSign'Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
CPD agrees to notify Customer as soon as possible after discovery of a power, climate, or
environmental change that may affect service or the operation of the Customer's hardware.
4. Payment Guarantee, Late Fees, Subscription Renewal, Default of Payment,
and Refund
Billing will begin on the execution date. Customer agrees and HEREBY GUARANTEES PAYMENT to CPD
for the price applicable to the Services selected by Customer, including all services that CPD has rendered
to Customer, in accordance with Section 215.422, Florida Statutes. Customer agrees to pay for any
products Customer orders throughout the term. Any goods or services provided to FSU by Contractor
that are not enumerated in an FSU purchase order will be at Contractor's sole liability and expense.
If the Customer defaults in payment for whatever reason a notice will be provided, and the Customer
will be given the opportunity to resolve any billing issues in a reasonable amount of time.
All fees paid and charges made prior to termination as provided herein, excluding any advance charge
for the subscription term, during which the Customer or CPD terminates the subscription, are
nonrefundable. Furthermore, termination of the subscription shall not relieve you of any obligations to
pay accrued invoices/charges.
S. Racking Hardware in Shared Colocation Space
All hardware should be rack mounted and secured properly in the cabinet by the Customer or the
Customer's Representatives. This means that free standing items, such as a drive, should be in a storage
container and mounted to the cabinet. Exceptions may be made at CPD's discretion.
6. Customer's Warrant as to Legality of Data
CPD is not responsible for the type of data conveyed via Customer's server. Customer warrants to CPD
that all data conveyed via Customer's server will comply with the laws of the United States of America,
and the state of Florida.
7. Force Majeure, Representations and Warranties, and Indemnity
Neither party is responsible for failure or delay in performance caused by acts of God, strikes, floods,
fire, war, public enemy, electrical or equipment failure, failure of third parties or any event beyond its
reasonable control.
The Customer agrees that the use of the Colocation Service is entirely at the Customer's own risk. The
Service is made available on an "as is", "where is", and "with all faults" basis without warranties of any
kind, either expressed or implied, or statutory, including, without limitation, any implied warranties of
merchantability, non -infringement or fitness for a particular purpose. In no event will CPD be liable for
any damages, including, without limitation, direct, indirect, incidental, special, consequential, or punitive
damages arising out of the use of or inability to use CPD's services or any content thereon. This disclaimer
applies, without limitation, to any damages or injury, whether for breach of contract, tort, or otherwise,
caused by any failure of performance; error; omission; interruption; deletion; defect; delay in operation
or transmission; computer virus; file corruption; communication -line failure; network or system outage;
or theft, destruction, unauthorized access to, alteration of, or use of any record.
The provision of Internet Connection at any particular bandwidth rate does not constitute a guarantee
of the end to end throughput or bandwidth available to Customer. CPD will provide support for any
hardware provided by it for the Internet Connection, and should any problems arise with CPD's hardware
or software it will take reasonable action to rectify the situation and will keep Customer informed of the
TraCS CPD Data Center Hosting Agreement
Rev 09/29/2020 i ` c 12
E DocuSign Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
progress. If Customer's server or the data transmitted via such server is in some way harmful to the
network, CPD reserves the right to disconnect the Internet Connection until the problem is resolved.
Each party will be responsible for its own negligence arising out of the parties' respective tasks and duties
that are the subject of this agreement. This recognition by the parties is intended to be consistent with
the state's waiver of sovereign immunity pursuant to section 768.28, Florida Statutes and the Florida
Supreme Courts decision in Florida Department of Natural Resources v. Garcia, 753 So.2d 72, 77-78
(Fla. 2000), and does not alter such waiver, waive any lawful defense, or extend liability of either party
beyond the limits established by Section 768.28, Florida Statutes. In the event of legal action under this
contract, each party agrees that it shall be responsible for its own legal costs, including attorney's fees.
S. Termination by CPD
CPD reserves the right to terminate this Agreement:
(A) Forthwith if Customer defaults in making the payments required of it hereunder.
(B) The Customer violates the terms of this agreement.
(C) The Customer is in violation of State or Federal Laws and/or in violation of the policies and
procedures governing Criminal Justice Information access.
(D) By giving thirty (30) calendar days' prior written notice.
9. Termination by Customer
Customer may terminate this Agreement by giving thirty (30) calendar days' prior written notice.
10. Access to Server
CPD shall grant the Customer reasonable access to the premise of Customers server 24 hours per day,
seven days per week. In the event of power outage, CPD agrees to restart FSU servers and
other equipment in the timeliest manner possible, in order to minimize downtime.
11. Personnel Use
CPD shall grant the Customer use of personnel including but not limited to when required to physically
install hardware components, configure machines to operate on the domain, assign network IPs, install
remote software so remote employees can access machines, perform regular maintenance on hardware,
create and maintain network diagrams, respond to emergency calls if loss of network connectivity, and
assist with Florida Department of Law Enforcement/Federal Bureau of Investigation inquiries, audits, and
executes Memorandum of Understandings with Law Enforcement Agencies and Management Control
Agreements with the Customer.
12. Agreement Supersede
The parties acknowledge and agree that this Agreement together with FSU's purchase order represents
a composite of all previous agreements reached to date and that hereafter this Agreement is the only
agreement between the parties with respect to the rights and obligations contemplated by this
Agreement, and shall supersede and replace any discussion, letter or form of agreement, oral or written,
which may exist as of the date of execution and delivery of this Agreement.
TraCS CPD Data Center Hosting Agreement
Rev 09/29/2020 _ t 13
[VocuSign'Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
13. Applicable Law
This Agreement shall be construed and enforced in accordance with and the rights of the parties shall
be governed by the laws of the United States of America, and the state of Florida.
14. Notices
All notices, statements or other documents that any party to this Agreement is required to or elects to
give to the other will be in writing and will be delivered in one of the following ways:
(A) By Federal Express
(B) By Facsimile Transmission
(C) By E-Mail
In the event that the contact e-mail should change at any time during the course of the subscribed
Service Plan, Customer agrees to update CPD immediately of such changes so appropriate
communication between both parties can continue without delay or interruption.
15. Amendment
This agreement may be modified at any time by CPD for any reason as set forth in Section 8, or in order
to comply with any local, national or international laws, rules or regulations, with notice of such
modification to Customer, which notice may be sent to Customer by E-Mail, fax, or regular mail.
Customer Name:
Address:
City, State & Zip:
Primary Phone Number:
Primary E-mail:
Secondary E-mail:
TraCS CPD Data Center Hosting Agreement
Rev 09/29/2020 p , �. 14
DocuSigA Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
DocuSign Envelope ID: 63ABB935-FD7A-4EC6-8DC3-B692A5773DD2
THIS AGREEMENT IS A LEGALLY BINDING AGREEMENT BETWEEN CUSTOMER. BY SIGNING BELOW,
THE CUSTOMER WARRANTS TO CPD THAT HE/SHE IS OF EIGHTEEN (18) YEARS OF AGE OR OLDER,
IS AUTHORIZED TO OBTAIN SERVICES, AND INDICATES THAT YOU, THE CUSTOMER, HAVE READ THIS
DATA CENTER HOSTIG AGREEMENT IN ITS ENTIRETY, THAT YOU UNDERSTAND IT, AND THAT YOU
CONSENT TO BE BOUND BY ALL OF ITS TERMS AND CONDITIONS, WHERE THIS AGREEMENT SETS
FORTH YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO YOUR SUBSCRIPTION TO THE CPD
SERVICES THAT YOU HAVE SELECTED, AND YOUR USE OF AND ACCESS TO ANY SERVICE PROVIDED
BY CPD.
The parties to this contract shall be bound by Appendix: FY2021 - Subcontract Agreement
Required Federal Causes, Per Part V.
DocuSigned by:
�PIib 10/2/2020 ► 3:06 PM EDT
Signature: r as Date:
Kerry Peluso Associate VP for Research Admin.
Printed Name & Title:
CPD Chief Signature: L Date:
Printed Name &Tide: {L�� ! t '� R'c" J11
CONTRACTUAL SERVICES AGREEMEEW
REVIEWED AND APPROVED
Docuftned by:
"'"4 10/2/2020 1 10:32 AM EDT
ADMINISTRATOR
TraCS CPD Data Center Hosting Agreement
Rev 09/29/2020
D DocuSign Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
DATA CENTER HOSTING AGREEMENT (CPD and TraCS)
FY2021 - Subcontract Agreement Required Federal Clauses, Per Part V
The parties to this subcontract shall be bound by all applicable sections of Part V: Acceptance
and Agreement of Project # M3DA-2021-00129, FDOT Contract #C 1 Q30. A final invoice must
be received by September 20, 2021 or payment will be forfeited.
ii. Buy American Act. The Buy America Act prohibits the use of Federal highway safety grant funds
to purchase any manufactured product or software/information technology systems whose unit
purchase price is $5,000 or more, including motor vehicles, that is not produced in the United
States. NHTSA may waive those requirements if (1) their application would be inconsistent with
the public interest; (2) such materials and products are not produced in the United States in
sufficient and reasonably available quantities and of a satisfactory quality; or (3) the inclusion of
domestic material will increase the cost of the overall project contract by more than 25 percent.
iii. Certification Regarding Federal Lobbying. The subcontractor certifies, to the best of his or her
knowledge and belief, that:
No Federal appropriated funds have been paid or will be paid, by or on behalf of the
undersigned, to any person for influencing or attempting to influence an officer or
employee of any agency, a Member of Congress, an officer or employee of Congress, or
an employee of a Member of Congress in connection with the awarding of any Federal
contract, the making of any Federal grant, the making of any Federal loan, the entering
into of any cooperative agreement, and the extension, continuation, renewal,
amendment, or modification of any Federal contract, grant, loan, or cooperative
agreement.
2. If any funds other than Federal appropriated funds have been paid or will be paid to any
person for influencing or attempting to influence an officer or employee of any agency, a
Member of Congress, an officer or employee of Congress, or an employee of a Member
of Congress in connection with this Federal contract, grant, loan, or cooperative
agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure
Form to Report Lobbying," in accordance with its instructions.
iv. Cooperation with the Inspector General. It is the duty of every subcontractor to cooperate with
the inspector general in any investigation, audit, inspection, review, or hearing pursuant to this
subgrant agreement. Chapter 20.055(5), F.S.
V. DBE Assurance. The subcontractor shall not discriminate on the basis of race, color, national
origin, or sex in the performance of this contract. The consultant or contractor shall carry out
applicable requirements of 49 CFR, Part 26 in the award and administration of USDOT-assisted
contracts. Failure by the consultant or contractor to cant' out these requirements is a material
breach of this contract, which may result in the termination of this contract or such other remedy,
as the Subrecipient or the Department deems appropriate.
vi. E-Verify. Any subcontractors performing work or providing services pursuant to the subgrant
agreement are required to utilize the U.S. Department of Homeland Security's E-Verify system to
verify the employment eligibility of all new employees hired by the subcontractor during the
contract term.
Page 7 of 3
p'Docu5ign Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
FY2021 - Subcontract Agreement Required Federal Clauses, Per Part V
vii. Nondiscrimination. During the performance of this subcontract, the Subcontractor agrees:
1. To comply with all Federal nondiscrimination laws and regulations, as may be amended
from time to time
2. Not to participate directly or indirectly in the discrimination prohibited by any Federal non-
discrimination law or regulation, as set forth in appendix B of 49 CFR part 21 and herein
3. To permit access to its books, records, accounts, other sources of information, and its
facilities as required by the FDOT State Safety Office, USDOT or NHTSA
4. That, in event a Subcontractor fails to comply with any nondiscrimination provisions in
this subgrant, the Subrecipient will have the right to impose such subgrant sanctions as it
or NHTSA determine are appropriate, including but not limited to withholding payments to
the Subcontractor under the contractlagreement until the Subcontractor complies; and/or
cancelling, terminating, or suspending a contract or funding agreement, in whole or in
part.
viii. Clean Air Act and Federal Water Pollution Control Act. Subcontracts for amounts in excess of
$150,000 must comply with all applicable standards, orders or regulations issued pursuant to the
Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended
(33 U.S.C. 1251-1387). Violations must be reported to the Federal awarding agency and the
Regional Office of the Environmental Protection Agency (EPA).
ix. Integrity Certification. The Subcontractor certifies that neither it nor its contractors are presently
debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from
participating in this Agreement by any federal department or agency. This certification is a
material representation of fact upon which the Department is relying in entering this Agreement.
If it is later determined that the Subcontractor knowingly rendered an erroneous certification, in
addition to other remedies available to the federal government, the department or agency with
which this transaction originated may pursue available remedies, including suspension and/or
debarment. The Subcontractor shall provide to the Department immediate written notice if at any
time the Subcontractor learns that its certification was erroneous when submitted or has become
erroneous by reason of changed circumstances.
X. Contract Work Hours and Safety Standards Act. All subcontracts in excess of $100,000 that
involve the employment of mechanics or laborers must include a provision for compliance with 40
U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5).
Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of
every mechanic and taborer on the basis of a standard work week of 40 hours. Work in excess of
the standard work week is permissible provided that the worker is compensated at a rate of not
less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in
the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and
provide that no laborer or mechanic must be required to work in surroundings or under working
conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to
the purchases of supplies or materials or articles ordinarily available on the open market, or
contracts for transportation or transmission of intelligence.
Page 2 of 3
p,DocuSign Envelope ID: AB929496-1548-4E67-AD3B-1 A7021 A42109
FY2021 - Subcontract Agreement Required Federal Clauses, Per Part V
A. Indemnification and Insurance. To the fullest extent permitted by law, the Subcontractor shall
indemnify and hold harmless the Subrecipient and the State of Florida, Department of
Transportation, including the Department's officers and employees, from liabilities, damages,
losses and costs, including, but not limited to, reasonable attorney's fees, to the extent caused by
the negligence, recklessness or intentional wrongful misconduct of the contractor/consultant and
persons employed or utilized by the contractor/consultant in the performance of this Agreement.
This indemnification shall survive the termination of this Agreement. Nothing contained in this
paragraph is intended to nor shall it constitute a waiver of the State of Florida and the
Subrecipient's sovereign immunity.
xii. Policy on Banning Text Messaging While Driving Act. In accordance with Executive Order
13513, Federal Leadership On Reducing Text Messaging While Driving, and DOT Order 3902.10,
Text Messaging While Driving, subrecipients are encouraged to:
Adopt and enforce workplace safety policies to decrease crashes caused by distracted driving,
including policies to ban text messaging while driving company -owned or rented vehicles,
Government -owned, leased or rented vehicles, or privately -owned vehicles when on official
business or when performing any work on behalf of the subrecipient agency and/or the
Government.
Conduct workplace safety initiatives in a manner commensurate with the size of the business,
such as establishment of new rules and programs or re-evaluation of existing programs to prohibit
text messaging while driving, and education, awareness, and other outreach to employees about
the safety risks associated with texting and driving.
Insert the substance of this section, including this sentence, in all sub-agreement/subcontracts
funded with the subaward provided under this Agreement that are $15,000 or more.
xiii. Human Trafficking. The Subcontractor agrees that it and its employees that perform any work
on the subcontract shall not, during the term of this Agreement, engage in trafficking in persons,
procure a commercial sex act, or use forced labor in the performance of work on the subcontract.
Page 3 of 3
DocuSign Envelope ID: AB929496-1548-4E67-AD3B-1A7021A42109
-'51�.
■tsscunso
Certificate Of Completion
Envelope ld: 63ABB935FD7A4EG68DC3B692A5773DD2
Subject: Please DocuSign: M3DA-2021-00129 G131 Unexecuted Subcontract Clermont PD #3750.pdf
Source Envelope:
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10/2/2020 3:01:22 PM
Signer Events
Kerry Peluso
"luso@fsu.edu
Associate VP for Research Admin.
Florida State University
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Amy Cochran
amyo@tracsfiorida.org
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Casey Laurienzo
claudenzo@%u.edu
Florida State University
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Signed: 10/2/2020 3:06:22 PM
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