1998-66
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September 23,1998
Chief Randy Story
Clermont Police Department
865 W. Montrose
Clermont, FL 34711
Dear Chief Randy Story:
Thank you for your interest in our product line. All of our CrimeFile 2000@ For Windows
products are Year 2000 compliant as they have been developed with the ability to process (4)
digit years (i.e. 1997, 2001, etc.). The following is a list of our products:
CrimeFile 200(1Ð Criminal Records Management
CrimeFile 200(1Ð Administrative Records Management
CadFile 200(1Ð Computer Aided Dispatch
JailFile 200(1Ð Jail Management System
PhotoFile 200(1Ð Photo Imaging System
EvidenceFile 200(1Ð BarCode Property/Evidence Tracking
IA File 200(1Ð Internal Affairs Tracking
We look forward to your continued interest in our products. If you have any questions, please
feel free to call.
CORPORATE HEADQUARTERS: 9900 STIRLING ROAD. COOPER CITY. FLORIDA 33024
TELEPHONE: 954.436.3911 FAX:954431 2641 WEB SITE.www usa-software com E-MAIL:sales@usa-software com
.
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DEFINITIONS The follow 109 defimtlons shall apply
a) .EqUlpment" means any computer hardware and non-USA Softw= computer software supphed hereunder
USA Software TERMS AND CONDITIONS OF SALE
b)
"Products" me.ns any tlem, mcludmg equopment, supphed hereuoder but excludmg USA Software
computer software
c)
.Manuf.cturer. means the company or compames whoch manufacture(s) the EqUIpment and Products sold
.mdlor dehvered hereunder excludmg USA Software computer software
d)
"USA Software Computer Software" means the USA Software software programs provoded by USA
Software 10 machme readahle, object. prInted or mterpreted form mcludUlg USA Software documeotatron
PRICES AND TAXES PrIces stated 10 USA Software prIce quotes shall be good for a tlurty (30) day perIod
Thereafter prIces shall be subject to change wnhout ootlce Customer shall also pay all sales, use and hke taxes
DELIVERY Dehvery will he FOB. Broward County. FIonda Dehvery and shopment shall he at Customer's
expeose USA Software shall oot he hahle for delay 10 dehvery or for failure to gIVe notrce of delay The dehvery
d.re shall he extended for a perIod equal to the trme lost due to such delay In the ahseoce of specific InstruCtrOns,
USA Softw..e will ",aoge fur shopment The carner ,hall not be the .geot of USA Software oor shall USA
Software he hahle wnh regard to shlpmeot, mcludmg rIsk of loss or damage to the Equtpment andlor Prodnct(s)
As against aodior 10 respect to USA Software. Customer herehy assumes all nsk of loss and damage to the
Equtpment andlor Products All transponotloo charges shall he paid by Customer
TERMS Term., are paymeot 10 advance unless otherw"e stared 10 wntmg
NON-USA Software EQUIPMENT AND PRODUCTS SHALL HAVE NO USA Software W ARRAI'¡TY USA
Software MAKES ABSOLlITEL Y NO WARRANTIES, EXPRESS OR IMPLIED, FOR MERCANTABILITY OR
FITNESS FOR A PARTICULAR PURPOSE. NOR ANY OTHER WARRANTY OF ANY TYPE OR KIND
WHATSOEVER REGARDING THE EQUIP'AENT ANDIOR PRODUCTS Customer agrees thai n shall look
solelv towards the Manufacturer of the EOUlpmeot .nd Product(') for any warrantv, of anv. or cl..m of any kmd
wh.tsoever .od herehv waives any aod all claims of every oalUre andlor kmd a,alnst USA Software as to, due to or
10 conoewon with the EOutpmeot andlor Producl(s) In 00 eveot shall USA Software be hahIe for anv damages
resulting from f.dure to perform anv mcodental, mdlrect, special or coo.,eoueot"I damages whatsoever, mcludm,
hut not hmlted to lost protit, .md dama,es resultmg from loss of use or lost data, even If USA Software has heen
adv"ed, koew or should have known ahout the pos"hdlty thereof Cu"omer herebv agrees to he bouod hy all of
Ihe Manuf.cturer(s) terll13 aod coodmons contamed 10 all of the wartantl.., andlor hcense agreements of anv kmd
on Ihe Eoutpment ""d'or Product(s) ALL USA Software SOFfW ARE IS PROVIDED SUBJECT TO THE USA
Softwale LICENSE AGREEMENT THE TERMS OF WHICH ARE INCORPORATED HEREIN AND MADE A
PART HEREOF CUSTOMER AGREES TO AND SHALL BE BOUND BY ALL OF THE TERMS AND
CONDITIONS OF SUCH LICENSE AGREEMENTS INCLUDING WITHOUT LIMITATIOr;- THE
DISCLAIMERS OF WARRANTY
CUSTO'AER'S ADDITIONAL AGREEMENTI
!Ì Customer understands and agrees that (0) USA Software IS not"" agent of Manufacturer and Manufacturer
IS not an agem of USA Software, (n) 10 enterIng mto thIS .greement with USA Software, Customer IS not
relymg upon any 0..1 represent3Uons made by USA Software or Manufacturer. (UI) Manufacturer shall 10
00 eveot be hahle for any damages resulting from USA Software's failure to perform USA Software's
ohhg.trons. (IV) USA Software shall 10 no event he habte for any damage resultmg from any failure of
perform""ce hy MANUFACTURER, and (v) USA Software and Manufacturer shall 10 no event he hahIe
for anv nther d.ma,es whatsoever, mcludm, but not hmlted to. mcodental, mdlrect. speml or
consequentIal dam""es. lost profits and dam..es resulting from 100;' of use or lost data. even If USA
Softw..e .odlor manufacturer has heeo adv"ed, knew or should have known of the pos"hllltV thereof
h)
Th.. Custnmer sh.lIlook solely to Manufacturer for .oy and .11 remed..s, maIlers or thmgs regardmg the
Equipment and'or Product(s) ,old hereunder and herehy ..grm to mdemmfy and hold USA Software
h..mle>s therefrom
c)
Customer .grees that USA Software's enure h.hlhty, If any, fur any cause whatsoever shall not exceed the
amount actually paid to USA Softw..e tu purehase the Equopment andlor Product(s) complamed of
d)
Customer .grees tu abIde by aU of the terms and condmons of M,u1Ufacmrer', end users hcense
.greements Customer agrees that USA Softwale may perform such tests as USA Software shall deem
re",onahIy oa.essary to momtor compItance with applicable software hcenses at any Orne, with or without
notice. durIng oormal husmess hours
e)
Customer agrees to mdemmfy and hold USA Software harmless from and against any Improper. neghgeot
.odlor u",uthomed use or mISuse of Equtpment, Products and USA Software software
USA Snftware COMPUTER SOFfW ARE PROGRAMS USA Software sh.<11 retam all ngho. tnte. and ownership
of any USA Softw..e computer software provoded to the Customer, .nd such software remams the proprIetary
property of USA Softw..e Use of USA Software computer software IS goveroed hy the provoStons of USA
Software's Loceo.,e Agreemeot ~11 USA Software computer software IS sold and provided subject to the USA
Software License Agreement the terms of whoch are mcorporated herem .nd made. pan hereof Customer ..grees
to comply wnh all of Ihe terms .md condmons contamed therem with respect to the use of USA Software computer
softw..e Customer represents that It agrees with all of the terms and conditions of all apphcable USA Softw..e
License Agreements
CANCELLATION In the event Customer cancels all or .my part of .oy order or does anythmg whoch may cause a
cancellatron of any order or p'" thereof. Customer agrees to p,y USA Software a cancellatron charge equal to ISO;¡
of the tor.I amount of the order or port",n thereof which IS cancelled or $750 00, whochever IS greater Such
cancellat"'o charge shall be payable wltlun 7 days from the date of cancellallon
9
MISCELLANEOUS
a) If any of the terms uf thIS .greement are contrary to or confloc1 with the terll13 of (I) any document
mcorporated herem andlor made a pan hereof, of (n) of any Customer purehase order, now or hereafter ISSUed
or gIVen to USA Software, or (m) of any BId terms and conditions. thIS agreement shall he governmg and
supersede such contrary or conflletmg terms
b)
Custumer underst.ods .nd agrees that the representatIVes, employees andlor agents of Manufacturer are not
employees or agents of USA Software and any repre,entattons m.we hy M.mufacturer or ,ts employees,
represenr.ttves or agents are 10 no way made hy USA Suftw..e nor attnhutable to USA Software USA
Softw..e shall 10 no event he ItahIe for any represent.ttons or acttons made or done by Manufacturer. Its
.gents, representallves or employees There..e .bsolutely no representattons by USA Soft....e or anyone at al
regardmg thIS Agreement. the Equipment, Product(s). USA Software computer ,oftware. any documents
mcorporaled herem or any other matter or thong unless Slated herem or 10 a wrIttng SIgned by an officer nf
USA Software Customer hereby represents that It h... nm ra.eoved or rehed on any such representatto",
unless they are attached hereto 10 wntIOg and SIgned by an officer of USA Software
c)
ThIS agreement shall he deemed to he made. entered mto and accepted 10 Brow..d County. Florida Th"
Agreement shall be governed by the I.ws of the State of florIda Any legal SUit or actton mciudIOg but not
hmtted to rescISSIon, whoch mvoIves or names USA Software shall and may only he commenced and
mamtamed m the Courts m Broward County, FlorIda, whoch such courts shall h.<ve excluStve Junsdoctlon, .od
Customer expressly submits to the Juns,hctton and venue of the Courts m Broward county. FlorIda and waoves
all rIghts to tnaI by Jury for any suit against USA Software or any potelOlal counterclaim .gamst USA
Software
d)
In the event any court of competent Junsdocttnn decl..es any portIOn nf thIS agreement 10 be IOvahd such
mvahd portIOn shall be severable and the remamder ,h.1I remam m effect If any of the terms of th"
agreement are contrary to or conflict with the terms of any document mcorporated herem andlor made a part
hereof. thIS Agreement sh.1I be govermng and ,upersede such contrary or confllcttng term', All terms and
conditIOns cnntamed m any of Customer's purchase orders to USA Software, now or hereafter gtven are
superseded by and mferlor to th" Agreement
e)
ThIS quotatton and the Terll13 and Cond"'o", are not as..gnable by CuSlomer without the prIor "'Tmen consent
of USA Software
I)
Th" document and the documents IOcorpor.red herem cont.m the enure agreement of the Cu..omer and USA
Software and may not he modofied unl.." 10 wmIOg and SIgned by an officer of USA Software
g)
Customer agrees to pay all of USA Software's cnsts of collectton. mcludmg attorneys fees .t all levels.
whether sutt he InstItUted or nOt for..y amounts due USA Software from Customer All alnounts over 30 days
due shall hear mterest at the hoghest ..te allowahle by law
h)
The fadure or delay of USA Software to exere"e or enforce any of Its rIghts or remedies under thIS or any
other Agreement, shall not operate as. waiver of such rIghts and remedies
0)
Any cIvil aWon or proceed 109 brought or commenced by Customer against US ~ Softw.re ansmg out nf th"
Agreement or otherwISe must be commenced wlthm eIghteen (18) months from "the d..e of purch.,e of the
Eqmpment. Product(s) or USA Software softw..e compl.med of, OtherwISe any such action sh.1I he harred
and Customer waoves .my and .11 leg.1 rights 10 connectton therewith
J)
Customer acknowledges, undmtands ..d ..grees th.t USA Softwale m.y. 10 Its ahsolute d"cretton, c.use ,
system to he turned off or rendered moperable or locked up or otherw"e d"abIed m the event Customer" 10
default of thIS agreement or any .pphcable hcense .greement of for non-payment of "y momes due USA
Software by Customer In the event USA Software causes a system to be turned off or rendered IOoperable or
locked up or otherw"e d"abled as set fo"h ahove, USA Software shall 10 no manner be h"ble to Customer for
.my loss or damage resulting therefrom and Customer agrees to tndemmfy and hold USA Software harmless
from any such loss and damage and from and agaonst any third pony claoms
10
PROPRIETARY RIGHTS USA Software andlor Manuf.u:turer retain for themselves .11 proprIetary rIghts 10 and to
all ofthm respectIVe desogns, engmeenng detads. schematics, drawmgs. and other Stmd.. dar. pertalOIOg to the
USA Software computer software. Equipment and Product(s) and whoch are provIded to Customer under th"
Agreement Propnet.u-y Information whoch USA Software andlor Manufacturer may furmsh to Customer sh.1I he 10
Customer's possessIOn pursuant only to a restrIctIve, nontransferrabIe. non-exclustve license under which Customer
may use such ProprIetary InformatIOn solely for the purpose of operatmg, servlcmg, ..d repairing the USA
Software computer software. Equipment andlor Produet(s) Customer shall nOt, without the express WrItten consent
of USA Software andlor Manuf.u:turer, provide, dISclose, transfer, or otherw"e m.ke avaIlable any ProprIet..y
Informat",n, or cop"s thereof, to any third pony Cltstnmer shall take appropriate action by onstrucunn. agreement.
or otherwISe wtth those of ItS employees and third pmy .gents havmg access to any Proprietary Informat",n m
restrIct and control the use, COpYing, modlficatton, dlScinsure. transfer, protection. and s",-umy of such Proprietary
InformatIOn m accordance with the prov"IOo., of these Terms and conditIOns Customer agrees to protect "y
ProprIetary InformatIOn with a high degree..d htgh standard of care and at . mtntmum to Uti It,," hke procedures
which It uses tu protect Its nwn proprietary IOformatlOn
II
NON-USA Software SOFfW ARE LlCEr;-SES Software provtded to customer as pm of the EquIpment andlnr
Product(s) hemg acqmred by Customer sh.1I be governed by the end user hcense agreement(s) of Manufacturer
12
SUBSTITlTIlONS AND MODiFICATIONS Manuf.u:turer andlor USA Software shall have the right to make
substttuuons and modlficattons 10 lhe speclficattnns of the Eqmpment and or Produet(s). provided thaI such
substttuttons or modlficattons will not materIally adversely .ffect overall product performance
13
EXPORT Regardless of any d"closure by Custnmer to USA Softw..e of the ultimate demnatlnn of the Eqmpment
~ct(s). Customer will not export, directly or mdlrectly, an of the Equipment, Product(',) or USA Software
computer software without first ohtalOmg an export hLense from the Dep.rtment of Commerce nr other agency of
the Umled States Government. as required
14
BANKRUPTCY If Lu"omer (I) becontes h..krupt or m'oIvent, (II) compounds with hIS credit,,", or (lIIj suffers a
recmer to he appomled, USA Software woll have the unrestrIcted rIght, with or wothout nuttce. tu c..ceI Its
agreement with Customer without Judlctal mformatton or declaration of default by Customer. and without prejudice
to any rIght or remedy whtch may have accrued or may accrue there.fter to USA Softw..e
IS
FORCE MAJEURE If the performance of th" Agreement, or any obhgatton hereunder. IS prevented. restricted. or
mterfered Wtth by reason of fire, flood. earthquake. explosIOn, or other casualty or acc<dent. strokes or labor
d"putes, mablhty to proc'Ure or ohtam dehvery or pms. supplies, or power, war or other vIOlence. any law. order,
procl.matton, regulatton. ordmance. demand or reqmrement of any governmenr.I agency. or atlY other ac1 nr
cond"'on whatsoever heyond the reasonable contrnl nf the affected party, the pat1y so affected. upon govmg
reasonably prompt notice to the other pony. shall he excused from such performance to the eXtent of such
preventton. restrlcunn, on IOterference, provIded. however, that the pony so affected shall take all reasonable steps
to avOId or remove such cause of nonperformance and shall resume performance hereunder with d"patch whenever
such causes are removed
16
CnmeFde 2000 For WUldows~ products employ (4) doglt ye.. dates and are thus Year 2000 c"mpltant
CORPORATE HEADQUARTERS: 9900 STIRLING ROAD. COOPER CITY, FLORIDA 33024
TELEPHONE: 954 436.3911 FAX: 954.431.2641 WEB SITE: WWW, usa-software,com E-MAIL: sales @ usa-software,com
Oct
01
98
10:57a
Vlr~inia
.
Mikels
(954)
.
431-2641
p.2
CrimeFi/e 2000 @ Information Management System
CLERMONT POLICE DEPARTMENT
CrimeFJ/e 2000 "For WIndows Information Managemont System
Includes'
InCIdent-Based Reporting
Employee File
Uniform Traffic Citation
Accident Tracking
Alarm Billing
C^DFJle 200()l1\ Coml'llllAr Aided Dlspalch
EvldenceFlte 200011!) Evidence Tracking Syslem foor Windows
Crystal Repo~ WIndows b:¡sed Report Writer (5) users
USA Software Annual Software Support Agreemenl
USA Soflware SY51em Configuration
USA So/tware Traimng (3 DAYS On-SIte)
USA Software Dalll Conversion
Travel Expenses
Uniform CriMe Reporting
Employee Invenlory
Master Name Index
F I Card
CnmeFlle Tolal $34,02500
CrlmeFJle 2000@ Infonnatlon Management System for Windows
CrlmeFJle 2000~ ODBC Driver for Mapping
Ability to ecçess CnmeFl1e 200OQP data files via ODBC for Single user
ODBC Tolal
$
50000
PhotoFile 20000 for Windows
Includes
PhotoFile 20000> PhololMugshot Trackang
-Photo Capture - Photo SIZIng - Name/Pholo Tracking Database - Photo Lineup Generation
.Pholo lineup Tracking Dalabase - Photo lineup Capture and Pnntll1g
Video Capture Hardware/Software
System Configuration
Training (1 Day)
USA Software Annual Support Agreement
«fILJ- )
PhOloFllc 2000@Tolal
$ 4,59500
==,,=="""====
GRAND TOT^L
$39,12000
OPTIONS
Crystal Reports @ Windows based Report Writer Training at USA Software Office pel perMn
ISYSC!\ Full Texl RAlrieval (3) users
USA Software Data Conversion Addltlon31 cost per day If needed
$ 39500
$ 1.20000
$ 70000
Notes:
USA Software. Ine supports Microsoft Word as Ihe word processing program for the narratrve section of the I-Base reporting system
It will be the responSIbility of the customer to aCQuire this program and have it installed prior to ,nstallallon of USA SoRware, Inc Producl!l
Hðrdwerc requlremenls to m08t efficiently operate LIS^ Software. Inc progrems are a Pentium 133 unit with 16 MB RAM for laptop end
desk lop/networked systems One of Ihe desk lup/networked compulf'l'S 15 required to have installed and operational prior 10 Installation.
0 33K Baud or greeler modem and the software package PC Anywhe~ 32 (for Windows 95 or Windows N n A CD-Rom drIVe needs
to be on the network. The Windows 95 operatln!) system Is the praferred operating system due to Its memol)' and resources
management
Data Conversion cost lisled In Iho proposal has been ESTIMATED, based on an estImate of FIVE (5) days. If the technical support
personnel find this esllmated amount of time ia nol aufficient. \hAY WIll notify you and provide an estimated additional time penod for the
completion of this task. The cost for the additional time Is listed in the oøtlons section of this proposal on a cost per day basis
(1) For besl resolution you should use Ð Super VHS video .::an,era such 8S those from JVC< Panasonic, etc
(2) You can use a laser printer (such as an HP laser Jet 4) for black and white printouts of photos
(3) Color printers must be Windows-supported and should have a rlðsolution of 720x7~O for the besl results. We urge you 10 lesl/he
pnnter prior to final acquisition of the printer
(4) System requires a minimum 166MHz: Pentium-based IBM compatible Pc: Herd disk capacity depends on photo volume. minimum
of 2GB suggested as photos are first backed up (using PkZlp) which compresses Ihem 10 half of Ihelr original size (o"9lnel size
equals GOOKB) and then stored In one of 2 flleslzes of your choice 1) 80KB (256 colors) or 2} 220KB (16Mllllon colors) System
video board must be able to supper! the following settings found in My Computer->Control Panel->Display->Sellings,
Colof Palette - High Co!pr (16 bit)
Desktep Area - 1024x768 pixels
Font Size - Small Fonls
These sellings are required In order for PhotoFlle 2000iXl to properly display mugshot lineups A 17" monitor IS suggested
(5) Pricing IS for a single vIdeo capture workstation This WQrkstatlon may be attached to e network Additional "viewing" slellons are
$10000 per workstation
TeAM. ^~K ,- DOWN WITH gAD!;R, HilT QW !l'iI.IVIRV,
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USA Software, Inc. LICENSE AGREEMENT
This legal document is an agreement between you, the end user and USA
SOFTWARE, INe. (hereafter referred to as COMPANY). YOU ARE AGREEING
TO BECOME BOUND BY THE TERMS OF THS AGREEMENT, WHICH
INCLUDES THE SOFTWARE LICENSE AND SOFTWARE DISCLAIMER OF
WARRANTY (collectively the "Agreement") THIS AGREEMENT CONSTITUTES
THE ENTIRE AGREEMENT BETWEEN YOU AND COMPANY AND MAY NOT
BE MODIFIED UNLESS IN WRITING SIGNED BY COMPANY. IT SHALL BE
DEEMED THAT YOU HAVE AGREED TO ALL OF THE TERMS AND
CONDITIONS OF THIS LICENSE BY YOUR USE OF THE PRODUCT
I GRANT OF LICENSE In consideration of payment of the LICENSE fee, which
IS part of the price you paid for this product, COMPANY, as Licensor, grants to you,
the LICENSEE, a limited nonexclusive right to use and display one copy of all
COMPANY provided software programs (hereinafter the "SOFTWARE") on a single
COMPUTER If the SOFTWARE is designated as "Multi-User", COMPANY grants
you a limited nonexclusive right to I) install and operate the SOFTWARE on one
multi-user computer (one central processing unit and directly connected terminals) OR
install and operate the SOFTWARE on one local area network (LAN) server and
operate the SOFTWARE solely on work station computers physIcally attached to the
LAN server on which the SOFTWARE is installed (but not Including any computer
having access to the LAN by way ofa bridge or gateway) COMPANY reserves all
TIghts not expressly granted to LICENSEE
2 OWNERSHIP OF SOFTWARE As the LICENSEE, you own the magnetic or
other physical media on which the SOFTWARE is originally or subsequently recorded
or fixed, but COMPANY retains title and ownership of the SOFTWARE recorded on
the original tape/disk copy(ies) and all subsequent copies of the SOFTWARE,
regardless of the form or medIa in or on whIch the original or other copies may exist
3 COpy RESTRICTIONS This SOFTWARE and the accompanYing written
materials constitute confidential material and/or are coPYrighted Unauthorized
copYing of the SOFTWARE, Includmg SOFTWARE that has been modified, merged,
or included with other software, or of the written materials is expressly forbidden You
may be held legally responsible for any copyright infringement that is caused or
encouraged by your faIlure to abide by the terms ofthls License Subject to these
restrIctions you may make one (I) copy of the SOFTWARE solely for backup
purposes. You must reproduce and Include the coPYright notice on the backup copy
4 USE RESTRICTIONS The SOFTWARE may only be installed and utilized on
only one single computer at anyone time except as to such SOFTWARE that IS
designated as "Multi-User" by COMPANY You may not electromcally transfer the
SOFTWARE from one computer to another over a network except such SOFTWARE
that is designated as "Multi-User" by COMPANY You may not distribute copies of
the SOFTWARE, accompanying written materials to others You may not modify,
adapt, translate, reverse engineer, decompile, disassemble, or create derivative works
based on the SOFTWARE You may not modIfy, adapt, translate, or create derivative
works based on the written materials without the prior written consent of COMPANY
You agree that COMPANY may perform such tests as COMPANY deems reasonably
necessa¡y to momtor complIance WIth this software license at any time, With or
without notice, during normal business hours
5 TRANSFER RESTRICTIONS. The COMPANY provIded SOFTWARE and the
written material are licensed only to you, the LICENSEE, and may not be transferred
to anyone without prior written consent of COMPANY Any authorized transfer shall
be bound by the terms and conditIOns ofthls Agreement In no event may you transfer,
assign, rent, lease, sell or otherwise dispose of the SOFTWARE, or wTltten materials
on a tempora¡y or permanent basis without the prior written consent of COMPANY
6 TERMINATION This License is effective until terminated This License will
terminate automatically without notice from COMPANY if you fail to comply WIth
any provisions of this License
Upon termination you shall return or destroy the written materials and all copies of the
SOFTWARE, including backup and modified copIes, If any All of COMPANY'S
remedies, whether provided herein or at law, are cumulative and shall survive any
termination of this Agreement
7 UPDATE POLICY From time to time as they may become available,
COMPANY may notify you of any enhancements or updates released by COMPANY
for SOFTWARE licensed hereunder Any such updates offered would be subject to
standard COMPANY terms and charges COMPANY MAY MAKE SUCH
UPDATES A V AILABLE ONLY TO THOSE LICENSEE'S WHO HAVE
COMPLETED AND RETURNED THE REGISTRATION CARD TO COMPANY
8 MISCELLANEOUS This Agreement is governed by the laws of the State of
Florida. You agree that venue for any suit or actIOn arising of or in connection with
this agreement, the software or any other matter involving COMPANY, mcludlng but
not hmited to rescission, can and shall only be maintained in Broward County, Florida
and you hereby submit to the jurisdiction of the courts in Broward County, Florida for
any such SUIt and hereby all TIghts to trial by jury You agree that COMPANY'S entire
lIability, If any, for any cause whatsoever arising out of the SOFTWARE of this
License Agreement shall not exceed the amount you actually paid to COMPANY to
purchase the SOFTWARE Any cIvIl action or proceeding brought or commenced
against COMPANY arising out of the SOFTWARE or this LIcense Agreement must
be commenced wIthin eIghteen (18) months from the date of purchase of the
SOFTWARE, otherwise any such actIOn shall be barred
9 LIMITED WARRANTY, DISCLAIMER and LIMITATION of LIABILITY
COMPANY warrants the media on which the Licensed Software IS provided to be free
fiom defects in materials and workmanship for a period of one (I) year after delivery
Defective media may be returned during the warranty period unless the media has
been damaged by accident or misuse Due to the complex nature of computer software,
COMPANY does not warrant that COMPANY Computer Software is completely error
free, wIll operate without interruption or is compatible wIth all equipment or software
configuratIOns
EXCEPT AS PROVIDED ABOVE, THERE ARE NO OTHER WARRANTIES
COMPANY, ITS DISTRIBUTORS, DEALERS AND/OR AGENTS MAKE NO
EXPRESS OR IMPLIED WARRANTIES TO LICENSEES, INCLUDING END
USERS, WITH REGARD TO THIS SOFTWARE AND OTHER MATERIALS OR
SERVICES PROVIDED THEREWITH, INCLUDING MERCANTABILITY,
FITNESS FOR ANY PURPOSE OF NON-INFRINGEMENT OF PATENTS,
COPYRIGHTS TRADEMARKS, OR OTHER PROPRIETARY RIGHTS OF
OTHERS NEITHER OF THEM SHALL HAVE ANY LIABILITY OR
RESPONSIBILITY TO LICENSEES, INCLUDING END USERS, FOR DAMAGES
OF ANY KIND, INCLUDING SPECIAL INDIRECT OR CONSEQUENTIAL
DAMAGE, ARISING OUT OF OR RESULTING FROM ANY PROGRAM,
SERVICES OR MATERIALS MADE AVAILABLE HEREUNDER ANY FUTURE
UPDATE OR THE USE OR MODIFICATION THEREOF IN NO EVENT SHALL
COMPANY BE LIABLE FOR ANY LOSS OF PROFIT OR ANY OTHER
DAMAGES OF ANY KIND SOME STATES DO NOT ALLOW THE EXCLUSION
OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE
ABOVE LIMIT A TIONS OR EXCLUSIONS MAY NOT APPLY TO YOU THIS
LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU
MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM ST ATE TO STATE.
IOU S GOVERNMENT RESTRICTED RIGHTS This computer software and
documentatIOn are provIded WIth RESTRICTED RIGHTS Use, duplicalion, or
disclosure by the government IS subject to restrictIOns as set forth In the governing
Rights In Technical data and Computer Software clause-subdIvIsIOn (b) (3) (b) of
DAR-7-I04 9 (a) (May 1981) or subdivisIOn (b) (3) (Ii) ofDOD FAR Supp 252 227-
7013 (Oct 1988)
Contractor/Manufacturer is USA Software, Inc , 9900 Stirling Road, Cooper CIty,
FIonda 33024 (954) 436-3911
CORPORATE HEADQUARTERS: 9900 STIRLING ROAD" COOPER CITY, FLORIDA 33024
TELEPHONE: 954 4363911 FAX: 954 4312641 WEB SITE: WWWJJSB-softwarecom E-MAIL: sales@usa-software com
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USA Software SOFTWARE SUPPORT AGREEMENT
The follOWIng are the tenns and condItIOns under whIch USA Software agrees to furnIsh and Customer agrees to accept software support servIces for the LIcensed Program(s)
hsted on the attached Support Schedule A
ELiGmILITY REQUIREMENTS ServIces under thIS Agreement are apphcable only to InfonnatlOn Management Systems Software purchased from USA
Software
II
TERMS & CONDITIONS At the tIme Customer hcenses LIcensed Programs(s) from USA Software, It may also purchase support servIces for the LIcensed
Program(s) All such servIces shall be upon the folloWIng tenns and conditIOns
Support. USA Software wIll provIde the folloWIng support'
a Telephone support servIce to Customer for the purpose of assIstIng Customer WIth the apphcatlOn of the LIcensed Program(s) Telephone Support
ServIce IS defined as "answenng questIons requiring a nomInal amount of tIme, usually dunng the same telephone call" and WIll be avaIlable from
8 30 A M untIl 5 ()() PM, Eastern Standard TIme, Mondays through Fndays (hohdays excluded) In the event any telephone support reqUIres an In-
ordInate amount ofume (over five mInutes on anyone problem or call) Customer WIll be responsIble for the long dIstance telephone charges for such
call(s)
b
Modem communicatIOn support where avaIlable Customer muSI provIde Its own compatIble modem and WIll be responsIble for all long dIstance
telephone COlUlect tIme and charges
c
On sIte VISIts either to the USA Software site by Customer, or to Customer's sIte by USA Software and services In addItIon to telephone servIce wIll
be charged at the then current labor rates plus expenses Customer WIll be Infonned In advance of IncurrIng any charges ThIs service IS provIded to
Customers w,thIn the contInental United States and Canada
2
Fees Customer shall pay to USA Software an annual support fee In advance In the amount set forth In the USA Software InvOIce/statement accompanYIng
thIs Agreement Fees are payable to USA Software In Broward County, Flonda and are subject to change WithOut nonce except for current agn:ements for
a maxImum of 12 months or untIl explfatlOn date whIchever penod IS shorter
3
Term This Support Agreement shall be for a term of twelve (12) months from the date of the InvOIce/statement accompanYIng thIS Agreement
III
WARRANTY AND LIMITATION OF LIABILITY,
1 EXCEPT AS STATED IN TIlE APPLICABLE LICENSE AGREEMENT, TIlERE ARE NO EXPRESS OR IMPLIED WARRANTIES
RESPECTING TIlE LICENSED PROGRAMS, THIS AGREE:\fENT AND TIlE SERVICES A.'I,'D MATERIALS PROVIDED HERElJ:\TDER,
INCLUDING BUT NOT LIMITED TO TIlE IMPLIED WARRANTIES 01<' MERCHANTABILITY AND F1Th'ESS FOR A PARTICULAR
PURPOSE. TIlE W ARRM'TIES A1""D REMEDIES SET FORTH IN TIlE APPLICABLE LICENSE AGREE USA Software SOFfW ARE
SUPPORT AGREEMENT ARE EXCLUSIVE AND IN LIEU OF ALL OTHERS, ORAL OR WRIITEN, EXPRESS OR IMPLIED USA Software, ITS
DISTRIBUTORS, DEALERS AND/OR AGENTS MAKE NO EXPRESS OR IMPLIED WARRANTIES TO CUSTOMER WITH REGARD TO THIS
AGREEMENT, THE LICENSED PROGRAMS AND THE SERVICES AND MATERIALS PROVIDED THEREWITH, INCLUDING
MERCHANTABILITY, FITNESS FOR ANY PURPOSE OR PROPRIETARY RIGHTS OF OTHERS NEITHER OF THEM SHALL HAVE ANY
LIABILITY OR RESPONSIBILITY TO CUSTOMER FOR DAMAGES OF ANY KIND, INCLUDING SPECIAL INDIRECT OR CONSEQUENTIAL
DAMAGE. ARISING OUT OF OR RESULTING FROM THIS AGREEMENT, THE LICENSED PROGRAMS, OR THE SERVICES OR MATERIALS
MADE A V AILABLE HEREUNDER IN NO EVENT SHALL USA Software BE LIABLE FOR ANY LOSS OR PROFIT OR ANY OTHER
DAMAGES OF ANY KIND SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL
DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU THIS LIMITED WARRANTY GIVES YOU
SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE
2
USA Software wIll not be hable for any faIlure or delay In performance due In whole or In part to any cause beyond USA Software's reasonable control In
no event shall USA Software be hable to Customer for any claIm, whether In contract or those that arose more than eIghteen months pnor to Insutuuon of
SUIt thereon
IV
GENERAL
I Customer may not assIgn any of Its obhgauons, nghts or remedIes under thIS Agreement and any such attempted asslgrunent shall be null and VOId
2
The waiver or fatlure of eIther party to exercise In any respect any nght provided for hereIn shall not be deemed a waIver of any further nght hereunder
3
Customer agrees that USA Software may perfonn such tests as USA Software shall deem reasonably necessary to monttor comphance With apphcable
softWare hcenses at any tIme, With or withOUt nottce, dunng normal busIness hours
4
That the Software License Agreement for the products covered hereIn and the USA Software Tenns and CondItIOns of Sale are Incorporated hereIn by
reference and made a part hereof That If any tenn of thiS agreement and the applicable LIcense Agreement are Inconslsrent or contrary the apphcable
LIcense Agreement shall govern
5
This Agreement shall be deemed made and entered Into In Broward County, Flonda and shall be governed by the laws of the State of Flonda Customer
agrees that venue for any SUIt or actIon ansIng out of or In connectIon With thiS Agreement, the LIcensed Programs or any support or matenals provIded
herewith, or any other matter InvolvIng USA Software, IncludIng but not hmlted to reSCISSIon, can and shall only be maIntaIned In Broward County, Flonda
and Customer hereby submIts to the JunsdlctlOn of the courts In Broward County, Flonda for any such suit and Customer hereby waives all nghts to tnal
by Jury,
Corporate Headquarters
9900 Stirling Road, Cooper City, Florida 33024.Tel. (954) 436-3911
USA .ware, Inc. SOFTWARE SUPPOR"GREEMENT
.
6
Customer agrees that USA Software's enure lIabIlIty, If any, for any cause whatsoever ansIng out of thIS Agreement shall nO[ exceed the amount Customer
actually paId to USA Software to purchase the support
7.
ThIs Agreement constItutes the entIre and sole agreement of the parties hereto and supersedes all pnor agreements, understandIngs, oral or WHIten,
expressed or ImplIed, WIth respect to the subject matter hereof There are no contemporaneous oral agreements or understandIngs between the partIes other
than those contaIned or Incorporated hereIn ThIs Agreement may not be amended or modIfied except In wntIng
8
In the event any lItIgatIon IS InstItuted by eIther party under or as a result of thIS Agreement, the prevaIlIng party shall be entItled to 1IS reasonable attorneys
fees from the non-prevaIlIng party
Accepted and agreed to:
Customer name} CLERM~NT POLIf?E DEPARTMENT
Signature, ¡jd~ ~ ULf '
r
Print Name: Ken Norquist, Mayor Pro-Tern
Street Address:
1 tJp!':tl~::1rp Pl ;:¡7,;:¡
City/State/Zip:
C'.lprmnnr, ,..1
14711
Terephone: (352) 394-4081
10-29-98
Fax:
(352) 394-1452
Date:
Not effective until accepted bv an authorized representative of USA Software.
19$
Copynght (e) 1995 USA Software, Inc. All nghts reserved
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US.Oftware SOFTWARE SUPPORT AIEEMENT
0- .
1. Maintenance: USA Software shall distribute to Customer updated Licensed
Program(s) and/or documentation as soon as they are available. USA Software
will respond to Customer's request for service within a reasonable time
considering all circumstances at the time of the request, including the nature of
the service required. USA Software shall distribute to Customer those
.enhancements to the Licensed Program(s) released without restriction by USA
Software to other licensees.
Enhancements include:
a. Licensed ProQram(s) Enhancements: Versions of Licensed Program(s) which
encompass improvements, extensions, and other changes which USA Software, in
its sole discretion, deems to be logical improvements or extensions of the original
Licensed Program(s) supplied to Customer.
b. Documentation: Updates and extensions or amendments of user documentation of
the Licensed Program(s).
c. System UfJdates: Customer acknowledges that certain Licensed Program(s)
enhancements may require either additional software, hardware or hardware
updates, with respect to the Customer's original computer system, in order for
Customer to gain the full benefits of said enhancements. All costs and
responsibilities for such new or additional software, hardware shall be borne solely
by Customer.
MA/NTENANCE; Fifteen percent (15%) of the then current List Price of the software per
year.