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HomeMy WebLinkAboutReso 2024-3600RESOLUTION NO. 2024 - A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, APPROVING AN AGREEMENT WITH REDSPEED FLORIDA LLC FOR THE INSTALLATION OF RED LIGHT CAMERAS, IN AN AMOUNT NOT TO EXCEED EIGHT HUNDRED EIGHTY-NINE THOUSAND TWO HUNDRED DOLLARS AND NO CENTS ($889,200.00), ATTACHED HERETO AS EXHIBIT "A"; AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT; AUTHORIZING THE CITY MANAGER TO DO ALL THINGS NECESSARY TO EFFECTUATE THIS RESOLUTION; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Sunny Isles Beach (the "City") desires to enhance road safety and traffic management by installing red-light cameras ("Program") at various intersections throughout the City; and WHEREAS, red-light cameras are proven to alter bad driver habits such as speeding and running red -lights; and WHEREAS, section 316.0083, F.S., expressly authorizes municipalities to use traffic infraction detectors to enforce certain provisions of Chapter 316 of the Florida Statutes, subject to certain requirements; and WHEREAS, on July 15th, 2010, the City Commission adopted Ordinance No. 2010-347, providing for recorded image monitoring and enforcement of red light traffic control signals consistent with the provisions of section 316.0083, F.S.; and WHEREAS, RedSpeed Florida LLC (the "Vendor") has the exclusive knowledge, possession, and ownership of equipment, licenses, and processes to manage the Program; and WHEREAS, the Vendor was awarded a contract in response to their submission to the City of Sarasota's Request for Proposal No. 17-29DD for Red Light Enforcement; and WHEREAS, the Vendor has expressed their desire an ability to provide the City with the same pricing and terms and conditions offered to the City of Sarasota, Florida; and WHEREAS, pursuant to Chapter 62 of the City's Code of Ordinances, purchases made under state, county or other governmental contracts, or competitive bids with other entities are exempt from the City's competitive bidding procedures; and WHEREAS, the City Commission now wishes to approve an Agreement with the Vendor to provide the equipment, licenses, and processes related to the Program, in an amount not to exceed Eight Hundred Eighty -Nine Thousand Two Hundred Dollars and No Cents ($889,200.00), attached hereto as Exhibit "A". @BCL@B40A5617.doc Page 1 of 2 74 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Approval of Agreement. The City Commission hereby approves an Agreement with RedSpeed Florida LLC to provide the equipment, licenses, and processes related to the installation of red-light cameras, in an amount not to exceed Eight Hundred Eighty -Nine Thousand Two Hundred Dollars and No Cents ($889,200.00), attached hereto as Exhibit "A". Section 2. Authorization of Mayor. The Mayor is hereby authorized to execute said Agreement. Section 3. Authorization of City Manager. The City Manager is hereby authorized to do all things necessary to effectuate the terms of this resolution. Section 4. Effective Date. This Resolution shall become effective upon adoption. PASSED AND ADOPTED this 18th day of January, Larisa Svechin,1\\ ayor ATTEST: 1 APPROVED AS TO FORM AND LEGAL SUFFICIENCY: Mauric'o Be'tancuA CMC, City Clerk in E. Boileau, for Nabors, Giblin & Nickerson, P.A., City Attorney Moved by: evoCS�/L2� eA deA—Seconded by: ( 41 k5--sZ IN r `Jfl s� z Vote: Mayor Svechin Z(Yes) (No) Vice -Mayor Lama (Yes) (No) Commissioner Joseph (Yes) No) Commissioner Stuyvesant (Yes) Z(No) Commissioner Viscarra (Yes) (No) @BCL@B40A5617.doc Page 2 of 2 75 RedSpeed° Florida,llC PROFESSIONAL SERVICES AGREEMENT "AGREEMENT" January 19th, 2024 This AGREEMENT made this 19thday of January 2024, between RedSpeed Florida LLC, a Florida Limited Liability Company authorized to transact business in the State of Florida as RedSpeed Florida LLC, (herein "REDSPEED"), with its principal place of business at 400 Eisenhower Lane North, Lombard IL 60148, and the City of Sunny Isles Beach, a Florida municipal corporation (herein "Customer"), with principal offices at 18070 Collins Ave 3rd floor, Sunny Isles Beach, FL 33160. WITNESSETH: WHEREAS RedSpeed has the exclusive knowledge, possession and ownership of certain equipment, licenses, and processes referred to collectively as the "Intersection Photo Enforcement System" (herein "IPE System"), and WHEREAS, Customer desires to use the IPE System to monitor and enforce red light violations, and may in the future, desire to monitor and enforce traffic speed or other traffic movements and to issue citations for traffic violations; and WHEREAS, on or about May 13, 2010, the Governor of the state of Florida signed CS/CS/HB325 into law, resulting in the Law of Florida 2010-80 taking effect on July 1, 2010; and WHEREAS, Law of Florida 2010-80, Sec. 316.0083, Fla.Stat. expressly authorizes municipalities to use traffic infraction detectors to enforce certain provisions of Chapter 316 of the Florida Statutes, subject to certain requirements; and WHEREAS, the Customer's City Commission adopted Sec. 256-23, Code of Ordinances, which authorizes the Customer's Traffic Safety Camera Program (TSCP) and authorizes the implementation and operation of such; and WHEREAS, the City of Sarasota issued Request for Proposal RFP No. 17-29DD, "Red Light Enforcement," appended hereto as "Exhibit E," and on January 28, 2018, the City of Sarasota entered into an Agreement with REDSPEED for an initial three (3) year term, terminating on April 30, 2021, with the option to renew for three (3) additional one (1) year terms; and. WHEREAS, the City of Sarasota has exercised its options to renew its Agreement with REDSPEED through April 30, 2024; WHEREAS, the Customer desires to enter into an agreement with REDSPEED, using the City of Sarasota's solicitation information, and the REDSPEED's response thereto, to provide the Services as described herein, and subject to the terms and conditions contained herein; and WHEREAS, pursuant to the Customer's procurement code provisions, purchases made under state, county or other governmental contracts, or competitive bids with other entities are exempt from the City's competitive bidding procedures; Page 11 19 RedSpee& Florida,LLC TERMS AND CONDITIONS NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein and for other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Contractor and Customer agree as follows: 1. DEFINITIONS: As used in this Agreement, the following words and terms shall, unless the context otherwise requires, have the respective meanings provided below: • "RedCheck" means web -based violation processing system used by Traffic Infraction Enforcement Officer • "Notice of Violation" or "Citation" means a citation or notice of violation or equivalent instrument issued by a competent state or municipal law enforcement agent or agency or by a court of competent jurisdiction relating to a violation documented or evidenced by IPE System. ■ "Person" or "persons" means any individual, partnership, joint venture, corporation, trust, unincorporated association, governmental authority or political subdivision thereof or any other form of entity. ■ "Traffic Control Signal Monitoring System" or "Camera System" or "System" means an electronic system that captures recorded images of Motor Vehicles entering an Intersection against a red light Traffic Control Signal, or a photo -traffic monitoring device consisting of one (1) rear camera, IR panel, and traffic monitoring device capable of accurately detecting a traffic infraction on up to seven (7) contiguous lanes which records such data with one or more images and video of such vehicle. ■ "Traffic Infraction Enforcement Officer" .means an employee of Customer's police department who meets the qualifications of Section 316.640(5)(a) of the Florida Statutes. • "Recorded Images" means photographic, electronic, digital or video images of a Motor Vehicle recorded by a Traffic Control Signal Monitoring System and establishing a time sequence of the Motor Vehicle entering the Intersection. • "Intersection" means: (1) The area embraced within the prolongation or connection of the lateral curb lines; or, if none, then the lateral boundary lines of the roadways of two (2) highways that join one another at or approximately right angles; or, the area within which vehicles traveling upon different highways joining at any other angle may come in conflict. (2) Where a highway includes two (2) roadways thirty (30) feet or more apart, then every crossing of each roadway of such divided highway by an intersecting highway shall be regarded as a separate Intersection. In the event such intersecting highway also includes two (2) roadways thirty (30) feet or more apart, then every crossing of two (2) roadways of such highways shall be regarded as a separate Intersection. • "Motor Vehicle" means any self-propelled vehicle not operated upon rails or guide -way, but not including any bicycle, motorized scooter, or electric personal assisted mobility device. • "Approach" is defined as one direction of travel of one or more lanes on a road or a traffic intersection up to five (5) contiguous lanes controlled by up to two (2) signal phases. • "Red Light Traffic Control Signal Violation" means an offense whereby a Traffic Control Signal Monitoring System establishes that a Motor Vehicle entered an Intersection controlled by a Traffic Control Signal at a time when the Traffic Control Signal for such vehicle's direction of travel was red. ■ "Owner" means the person or entity identified by the Florida Department of Motor Vehicle, or other state vehicle registration office, as the registered owner of a vehicle. Such term shall also mean a lessee of a Motor Vehicle pursuant to a lease of six (6) months or more. Page 2 1 19 RedSpee& Florida,LLC • "Traffic Control Signal" means any device that shows green, yellow and red lights or colored lighted arrows, successively, one at a time, or in combination, by which traffic is directed to stop and permitted to proceed. • "Unamortized Costs" means the historical cost of a fixed asset less the total depreciation shown against that asset up to a specified date. Unamortized costs for this Agreement may include, but not limited to training, design/engineering, construction, development, equipment. ■ "Violation" means a violation of Section 316.074(1) or 316.075(1)(c)I of the Florida Statutes and Section 256-25 of Customer's Code of Ordinances, as may be amended from time to time. • "Uniform Traffic Citation" means a uniform traffic citation as described in Section 316.650 of the Florida Statutes 2. REDSPEED AGREES TO PROVIDE: The scope of work identified in "Exhibit A, Section 1" 3. CUSTOMER AGREES TO PROVIDE: The scope of work identified in "Exhibit A, Section 2" 4. ENFORCED APPROACHES The list of enforced approaches is defined in "Exhibit B". 5. TERM AND TERMINATION: This contract shall be effective on the signature date above. The term of this Agreement shall be for thirty-nine (39) months beginning on the date of issuance of the first Notice of Violation (the "Start Date") and may be extended for up to five (5) additional one (1) year periods providing both Customer and RedSpeed agree to the extension. However, Customer may terminate this Agreement at the expiration of any term by providing written notice of its intent not to extend the Agreement 120 days prior to the expiration of the current term. The Contractor's services may be terminated: a) By mutual written consent of the parties; b) For cause, by either party where the other party fails in any material way to perform its obligations under this Agreement. Termination under this subsection is subject to the condition thatthe terminating party notifies the other party of its intent to terminate, stating with reasonable specificity the grounds therefore and the other party fails to cure the default within thirty (30) days after receiving notice. c) For convenience, by either party in the event that state legislation or a decision by a court of competent jurisdiction that prohibits the deployment of the Traffic Control Signal Monitoring Systems that is the subject of this Agreement. Upon termination of this Agreement, the parties recognize that Customer will have to process traffic law violations in the "pipeline," and that REDSPEED accordingly must assist Customer in this regard. Accordingly, the parties shall take the following actions, and shall have the following obligations, which survive termination: Customer shall cease using the Camera System, shall return or allow REDSPEED to recover all provided equipment within a reasonable time not to exceed ninety (90) days) and shall not generate further images to be processed. REDSPEED shall provide Customer Page 3 1 19 RedSpee& Florida,LLC with all revenues owed to Customer accruing prior to the date of termination and REDSPEED shall be entitled to its fees pursuant to this Agreement, from said accrued revenues provided to Customer. d) For convenience of Customer, as the Customer reserves the right, in its best interest as determined by the Customer, to terminate by giving written notice to REDSPEED thirty (30) days prior to the effective date of such termination. If the Customer elects to terminate the agreement under this subsection after the initial twelve (12) months of this Agreement being in effect, the Customer shall owe nothing to REDSPEED. If, however, the Customer elects to terminate this agreement under this subsection within the initial twelve (12) months of thie Agreement being in effect, Customer shall pay termination costs related to winddown and unamortized costs of system installation, implementation, and equipment depreciation. In a termination pursuant to this section during the first thirty-six months of the Agreement, REDSPEED shall be required to provide complete documentation to support its total investment in each approach, including specific documentation relative to the total cost of each Camera System and related equipment, labor and installation costs and any other costs specific to each approach. The reimbursement shall then be determined by establishing the total cost of each approach, which shall not exceed $100,000 per camera system, which amount shall be divided by thirty-six (36) months, which shall then be multiplied by the number of whole months remaining in the term of this Agreement. This amount may be more than service fees paid. Example: If there was only one camera and the Agreement terminated in month 30 of the 36 month amortization schedule, the termination fee on that camera would be calculated as follows: $100,000 / 36 = $2,777.78 times 6 months remaining $16,667 due. Upon termination of this Agreement, either for breach or because it has reached the end of its term, the parties recognize that the Customer will have to process traffic law violations in the "pipeline," and that REDSPEED accordingly must assist the Customer in this regard. Accordingly, the parties shall take the following actions, and shall have the following obligations, which survive termination during the winddown period: The Customer shall cease using the IPESystem, shall return or allow REDSPEED to recover all provided equipment within a reasonable time not to exceed ninety (90) days, and shall not generate further images to be processed. Unless directed by the Customer not to do so REDSPEED shall continue to process all images taken by the Customer before termination and provide all services associated with processing in accordance with this Agreement, and, except for terminations after the initial twelve (12) months of this Agreement, REDSPEED shall be entitled to all Fees specified in the Agreement as if the Agreement were still in effect, 6. ASSIGNMENT: Neither Party may assign all or any portion of this Agreement without the prior written consent of the other, which consent shall not be unreasonably withheld or delayed. Provided, however, that the Customer hereby acknowledges and agrees that delivery and performance of REDSPEED's rights pursuant to this Agreement shall require a significant investment by REDSPEED's, and that in order to finance such investment, REDSPEED may be required to enter into certain agreements or arrangements including, but not limited to, acknowledgments and/or consents with equipment lessors, banks, financial institutions or other similar persons or entities. The Customer hereby agrees that REDSPEED shall have the right to assign, pledge, hypothecate or otherwise transfer its rights to the equipment but not the service provided under this Agreement, to any of the aforesaid financial institutions without the Customers prior written approval. Customer further acknowledges and agrees that in the event that REDSPEED provides any such acknowledgment or consent to Customer for execution, and in the event that the Customer fails to execute and deliver such acknowledgment Page 4 1 19 RedSpee& Florida,LLC or consent back to REDSPEED within ten (10) calendar days after its receipt of such request from REDSPEED to execute such acknowledgment or consent, the Customer shall be deemed to have consented to and approved such acknowledgment or consent. 7. FEES AND PAYMENT: Customer shall pay for all equipment, services and maintenance based on the fee schedule indicated in Exhibit A, Schedule 1, ("Fees"). The Customer shall pay all fees due REDSPEED based upon invoices from the preceding month within net forty-five (45) days after the date of satisfactory delivery at the place of acceptance and receipt of correct invoice at the office specified, whichever occurs last. Late payments are subject to interest calculated in accordance with the Florida Local Government Prompt Payment Act, Section,218.70, Florida Statutes (2009), as may be amended or revised, on unpaid balances. Unit prices will be fixed for the first thirty-nine (39) months of the first term and thereafter on each approved extension. 8. COMMUNICATION OF INFORMATION: REDSPEED agrees that all information obtained by REDSPEED through operation of the IPE System shall be made available to the Customer at any time during REDSPEED's normal working hours, and to the extent permitted by Florida law, excluding trade secrets as defined by Florida law and other information that is confidential pursuant to Florida law or exempt from disclosure pursuant to Florida law and not reasonably necessary for the prosecution of citations or the fulfillment of Customer's obligation under this Agreement. 9. CONFIDENTIAL INFORMATION: No information given by REDSPEED to Customer will be of a confidential nature, unless specifically designated in writing as proprietary and confidential by REDSPEED and either confidential pursuant to Florida law or exempt from disclosure pursuant to Florida law. Nothing in this paragraph shall be construed contrary to the terms and provisions of any Florida law governing public records or similar laws, insofar as they may be applicable. REDSPEED shall not use any information acquired by this program with respect to any violations or the Customer's law enforcement activities for any purpose other than the program encompassed by this Agreement. 10. OWNERSHIP OF SYSTEM: It is understood by the Customer that the System being installed by REDSPEED is, and shall remain, the sole property of REDSPEED, unless separately procured from REDSPEED through a lease or purchase transaction. The System is being provided to Customer only under the terms and for the term of this Agreement. 10. RECORDS AND AUDIT: REDSPEED shall maintain during the term of the Agreement all books of account, reports and records in accordance with generally accepted accounting practices and standards for records directly related to this Agreement. The form of all records and reports shall be subject to the approval of the Customer's Auditor. REDSPEED agrees to make available to the Customer's Auditor, during normal business hours and in Miami -Dade County, Florida all books of account, reports and records relating to this Agreement for the duration of the Agreement and retain them for a minimum period of three Nage 5 19 RedSpee& Florida,LLC (3) years beyond the last day of the Agreement term or such other period required by the Florida public records law and Florida public records retention schedules, whichever is longer. 11. INDEMNIFICATION AND INSURANCE: REDSPEED shall comply with all laws, ordinances and regulations governing the use of photo enforcement systems applicable to this Agreement and shall comply with the maintenance procedures and manufacturer recommendations for operation of IPE System equipment which affect this Agreement, and shall indemnify and save harmless the Customer against claims arising from the violations of the maintenance procedures and manufacturer recommendations for operation of the equipment as a result of the negligence, recklessness, or willful or intentional misconduct of REDSPEED, its officers and directors, agents, attorneys, and employees, but excluding any employees or agents of Customer. Nothing herein is intended to waive the Customer's sovereign immunity pursuant to Sec. 768.28, Fla.Stat. REDSPEED agrees to protect, defend, indemnify, and hold harmless the Customer and the Customer's officials, officers, employees, and agents from and against any and all losses, penalties, damages, settlements, fines claims, costs, charges for other expenses, or liabilities of every and any kind including any award of attorney fees and any award of costs in connection with or arising from any negligent, intentional or reckless act or omission by REDSPEED or any of REDSPEED's officers, employees, agents, contractors, or subcontractors in performing the work agreed to or performed by REDSPEED under the terms of this Agreement. Without limiting the foregoing, any and all claims, suits or other actions relating to personal injury, death, damage to property, defects in materials or workmanship, actual or alleged violations of any applicable statute, ordinance, administrative order, rule or decree of any court in connection with or arising from any negligent, intentional or reckless act or omission by REDSPEED shall be included in this indemnity. REDSPEED shall maintain the following minimum scope and limits of insurance: a. Commercial General Liability Insurance including coverage for bodily injury, property damage, premises and operations, products/completed operations, personal and advertising injury, and contractual liability with a combined single limit of $1,000,000 per occurrence. Such insurance shall name the Customer and the Customer's officers, employees, volunteers and elected officials as additional insured for liability arising from REDSPEEDs operation. b. Workers Compensation as required by applicable state law, and Employers Liability Insurance with limits of not less than $500,000 each accident; REDSPEED shall always maintain worker's compensation insurance coverage in the amounts required by law, but shall not be required to provide such coverage for any actual or statutory employee of Customer. Comprehensive Business Automobile Liability Insurance for all owned, non -owned and hired automobiles and other vehicles used by REDSPEED with a minimum $1,000,000 per occurrence combined single limit bodily injury and property damage, REDSPEED shall require any subcontractors doing work under this Agreement to provide and maintain the same insurance, which insurance shall also name the Customer and the Customer's officers, employees, volunteers and elected officials as additional insureds. Certificates showing REDSPEED is carrying the above described insurance, and evidencing the additional insured status specified above, shall be furnished to the Customer within thirty calendar days after the date on which this Agreement is executed. Such certificates shall show that the Customer shall be notified at least thirty (30) days in advance of all cancellations of such insurance policies. REDSPEED shall forthwith obtain substitute insurance in the event of a cancellation. Page 6 1 19 RedSpee& Florida,LLC Inasmuch as the Customer is a body politic and corporate, the laws from which Customer derives its powers, insofar as the same law regulates the objects for which, or manner in which, or the concerns under which, the Customer may enter into this Agreement, shall be controlling and shall be incorporated by reference into this Agreement. The Customer shall be responsible for vehicle insurance coverage on any vehicles driven by Customer employees. Coverage will include liability and collision damage. REDSPEED will require all its subcontractors to provide the aforementioned coverage as well as any other coverage that REDSPEED may consider necessary, and any deficiency in the coverage or policy limits of said subcontractors shall be the sole responsibility of REDSPEED. 12. STATE LAW TO APPLY: This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. The parties waive the privilege of venue and agree that all litigation between them in the state courts shall take place in Miami -Dade County, Florida and that all litigation between them in the federal courts shall take place in the State of Florida. In the event the parties are unable to resolve any dispute by good -faith negotiation, such dispute may be resolved by litigation only in the state court sitting in Miami -Dade County, Florida or the federal court sitting in the State of Florida. The parties agree that jurisdiction and venue are proper in said County. 14. AMENDMENTS TO THE AGREEMENT: The Customer may from time to time consider it in its best interest to change, modify or extend term, conditions or covenants of this Agreement or require changes in the scope of the Services to be performed by REDSPEED, or request REDSPEED to perform additional services regardless of and without invalidating the process that was used to procure the services enumerated under this Agreement. Any such change, addition, deletion, extension or modification, including any increase or decrease in the amount of REDSPEED's compensation, which are mutually agreed upon by and between the Customer and REDSPEED shall be incorporated in written amendments (herein called "Amendments") to this Agreement that are duly executed by both parties. Such Amendments shall not invalidate the procurement process or this Agreement nor relieve or release REDSPEED or the Customer of any of its obligations under this Agreement unless stated therein. 15. LEGAL CONSTRUCTION AND REQUIREMENTS: In case any one or more of the provisions contained in this Agreement shall for any reason, by a court of competent jurisdiction, be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal, or unenforceable provision had not been contained herein. Applicable provisions of all federal, state, county laws, and local ordinances, rules and regulations, shall govern development, submittal and evaluation of all bids received in response hereto and shall govern any and all claims and disputes which may arise between person(s) submitting a bid response hereto and the Customer by and through its officials, officers, employees and authorized representatives, or any other person, natural or otherwise; and lack of knowledge by any bidder shall not constitute a cognizable defense against the legal effect thereof. 16. NO AGENCY: Page 7 1 19 RedSpee& Florida,LLC Except as specifically provided otherwise herein, REDSPEED is an independent contractor under this Agreement. Personal services provided by REDSPEED shall be by employees of REDSPEED who shall be subject to supervision by REDSPEED, and not as officers, employees or agents of the Customer. Personnel policies, tax responsibilities, social security, health insurance, employee benefits, purchasing policies and other similar administrative procedures applicable to services rendered under this Agreement shall be those of REDSPEED. 17. FORCE MAJEURE: The Customer and REDSPEED will be excused from the performance of their respective obligations under this Agreement when and to the extent that their performance is delayed or prevented by any circumstances beyond their control including, fire, flood, explosion, strikes or other labor disputes, act of God or public emergency, war, rioting, malicious damage, act or omission of any governmental authority, delay or failure or shortage of any type of transportation, equipment, or service from a public utility needed for their performance provided that: a. the non-performing party gives the other party prompt written notice describing the particulars of the Force Majeure including, but not limited to, the nature of the occurrence and its expected duration, and continues to furnish timely reports with respect thereto during the period of the Force Majeure; b. the excuse of performance is of no greater scope and no longer duration than is required by the Force Majeure; c. no obligations of either party that arose before the Force Majeure causing the excuse of performance are excused as a result of the Force Majeure; and, d. the non-performing party uses its best efforts to remedy its inability to perform. Notwithstanding the above, performance shall not be excused under this Section for a period in excess of two (2) months, provided that in extenuating circumstances, the Customer may excuse performance for a longer term. Economic hardship of REDSPEED will not constitute Force Majeure. The term of the Agreement shall be extended by a period equal to that during which either party's performance is suspended under this Section. 18. PERMITS, FEES, AND LICENSES: REDSPEED shall at its own expense, obtain all necessary permits, pay all licenses, and fees, required to comply with all local ordinances, state and federal laws, rules and regulations applicable to business to be carried out under this Agreement. 19. NON-DISCRIMINATION: There shall be no discrimination as to race, sex, color, creed, age, disability, marital status or national origin in the operations conducted under this Agreement. 20. SUBCONTRACTORS: REDSPEED must be capable of performing all the services contained within this Agreement. If REDSPEED uses a subcontractor in the performance of these services, REDSPEED shall submit complete information on any/all proposed subcontractors. The same qualifications requirements, and all other terms and conditions of the Agreement shall also apply to the subcontractor. The Customer reserves the right to approve or disapprove of any sub -contractor proposed. REDSPEED shall ensure that all of REDSPEED's subcontractors perform in accordance with the terms and conditions of this Agreement. REDSPEED shall be fully responsible for all of REDSPEED's subcontractors' performance, and liable for any of REDSPEED's subcontractors' non-performance and all of REDSPEED's subcontractors' negligent, intentional or reckless acts and omissions. REDSPEED shall defend, counsel being subject to the Customer's approval or disapproval, and Page 8 1 19 RedSpee& Florida,LLC indemnify and hold harmless the Customer and the Customer's officials, officers, employees, and agents from and against any claim, lawsuit, third party action, settlement, or judgment, including any award of attorney fees and any award of costs, by or in favor of any of REDSPEEDs subcontractors for payment for work performed for the Customer by any of such subcontractors, and from and against any claim, lawsuit, third party action, settlement, or judgment, including any award of attorney fees and any award of costs, occasioned by or arising out of any negligent, intentional or reckless act or omission by any of Contractor's subcontractors. 21. ENTIRE AGREEMENT: This Agreement shall constitute the entire agreement between the parties with respect to the subject matter hereof, and it shall supersede all previous and contemporaneous oral and written negotiations, commitments, agreements, and understandings relating hereto. 22. COUNTERPART EXECUTTION: This Agreement may be executed in one or more counterparts, each of which shall constitute an original, but all of which taken together shall constitute one and the same instrument. Each party represents and warrants that the representative signing this Agreement on its behalf has all right and authority to bind and commit that party to the terms and conditions of this Agreement. 23. PROHIBITION AGAINST CONTRACTING WITH SCRUTINIZED COMPANIES. Pursuant to Florida Statutes Section 287.135, contracting with any entity that is listed on the Scrutinized Companies that Boycott Israel List or that is engaged in the boycott of Israel is prohibited. Contractors must certify that the company is not participating in a boycott of Israel. Any contract for goods or services of One Million Dollars ($1,000,000) or more shall be terminated at the City's option if it is discovered that the entity submitted false documents of certification, is listed on the Scrutinized Companies with Activities in Sudan List, the Scrutinized Companies with Activities in the Iran Petroleum Energy Sector List, or has been engaged in business operations in Cuba or Syria after July 1, 2018. Any contract entered into or renewed after July 1, 2018 shall be terminated at the City's option if the company is listed on the Scrutinized Companies that Boycott Israel List or engaged in the boycott of Israel. Contractors must submit the certification that is attached to this agreement as Exhibit "C." Submitting a false certification shall be deemed a material breach of contract. The City shall provide notice, in writing, to REDSPEED of the City's determination concerning the false certification. REDSPEED shall have ninety (90) days following receipt of the notice to respond in writing and demonstrate that the determination was in error. If REDSPEED does not demonstrate that the City's determination of false certification was made in error, then the City shall have the right to terminate the contract and seek civil remedies pursuant to Florida Statute Section 287.135. 24. E -VERIFY. Florida Statute 448.095 directs all public employers, including municipal governments, to verify the employment eligibility of all new public employees through the U.S. Department of Homeland Security's E -Verify System, and further provides that a public employer may not enter into a contract unless each party to the contract registers with and uses the E -Verify system. Florida Statute 448.095 further provides that if a Contractor enters into a contract with a subcontractor, the subcontractor must provide the Contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. In accordance with Florida Statute 448.095, REDSPEED is required to verify employee eligibility using the E -Verify system for all existing and new Page 9 1 19 RedSpeed° Florida,LLC employees hired by REDSPEED during the contract term. Further, REDSPEED must also require and maintain the statutorily required affidavit of its subcontractors. It is the responsibility of REDSPEED to ensure compliance with E -Verify requirements (as applicable). To enroll in E -Verify, employers should visit the E -Verify website (https://www.e-verify.gov/employers/enrolling-in-e-verify) and follow the instructions. REDSPEED must retain the 1-9 Forms for inspection, and provide the attached E -Verify Affidavit, attached hereto as Exhibit "D." .25. NOTICES: Any notice or demand which under the terms of this Agreement or under any statute must or may be given or made by REDSPEED or Customer shall be in writing and shall be given or made by personal service, telegram, first class mail, overnight delivery, or by certified or registered mail to the parties at the following respective addresses: City of Sunny Isles Beach 18070 Collins Ave 3rd floor, Sunny Isles Beach, FL 33160 Attn: City Manager IN WITNESS OF TCS FORE above. ATTEST: s M 11 Approved As to Form: RedSpeed Florida LLC 400 Eisenhower Lane North Lombard Illinois 60148 Att: Robert Liberman, Program Manager NG, the parties have set their hands and seals the day and year written By: , Alain E. Boileau, for Nabors, Giblin & Nickerson, P.A., City Attorney (Corporate Seal) ATTEST: City o sles ach, Florida yor By: Stan Morris City Manager RedSpeed Florida, LLC Robert Liberman Manager Page 10 1 19 RedSpee& Florida,LLC Exhibit A REDSPEED SCOPE OF WORK 1. REDSPEED agrees to provide a turnkey solution for Camera Systems to the Customer wherein all reasonably necessary elements required to implement and operate the solution are the responsibility of REDSPEED, except for those items identified in Section 2 titled "Customer Scope of Work". REDSPEED and the Customer understand and agree that new or previously unforeseen requirements may, from time to time, be identified and that the parties shall negotiate in good faith to assign to the proper party the responsibility and cost for such items. In general, if work is to be performed by the Customer, unless otherwise specified, the Customer shall not charge REDSPEED for the cost. All other in -scope work, external to the Customer, is the responsibility of REDSPEED 2. REDSPEED agrees to make every effort to adhere to the Project Time Line agreed upon between the parties and based on the Best and Final Offer. 3. REDSPEED will install Camera Systems at a number of intersection or grade crossing approaches to be agreed upon between REDSPEED and the Customer after completion of site analyses. In addition to any initial locations, the parties may agree from time to time to add to the quantities and locations where Camera Systems are installed and maintained. 4. REDSPEED will operate each Camera System on a 24-hour basis, barring downtime for maintenance and normal servicing activities. 5. REDSPEED' in-house public relations department will assist the Customer with public information and outreach campaign strategies as detailed in REDSPEED's RFP response. 6. REDSPEED agrees to provide a secure web site (www.RedLightViolations.com) accessible to recipients who have received Notices of Violation or Uniform Traffic Citations by means of a Notice # and PIN, which will allow violation image and video viewing. 7. REDSPEED normally shall provide technician site visits to each Camera System once per month to perform preventive maintenance checks consisting of camera enclosure lens cleaning; camera, strobe and controller enclosure cleaning; inspection of exposed wires; and general system inspection and maintenance. 8. REDSPEED shall repair a non-functional Camera System within 48 business hours of determination of a malfunction. 9. REDSPEED shall repair the IPE System within 1 business day from the time of the outage, Outages of Customer internet connections or infrastructure are excluded from this service level. 10. For any city using REDSPEED lockbox or credit card payment services, REDSPEED will establish a demand deposit account bearing the title, "RedSpeed Florida LLC as agent for Customer" at First Midwest Bank. All funds collected on behalf of the Customer will be deposited in this account and transferred by wire the first business day of each week to the Customers primary deposit bank. The Customer will identify the account to receive funds wired from First Midwest Bank. Page 111 19 RedSpee& Florida,LLC Customer shall sign a W-9 and blocked account agreement, to be completed by the Customer, to ensure the Customer's financial interest in said bank account is preserved. 11. REDSPEED will design, fabricate, install, obtain permits and maintain one red light camera warning sign for each monitored approach. 12. REDSPEED or subcontractors will be responsible for any costs associated with building, construction, electrical, street use and/or pole attachment permits. 13. REDSPEED shall assign a project manager who will be the liaison between the Customer and REDSPEED and will be responsible for project activities such as development of a project plan and tracking of deliverables. The Customer shall reserve the right to request a new project manager. 14. REDSPEED shalt provide Customer with an automated web -based citation processing system (RedCheck) including image processing, color printing and mailing of a Notice of Violation per chargeable event. Each Notice of Violation shall be delivered by first class mail to the Owner within the statutory period. Mailings to Owners responding to Notices of Violation identifying drivers in affidavits of non -liability or by rental car companies are also included. 15. REDSPEED shall provide the Traffic Infraction Enforcement Officer with access to RedCheck, for the purposes of reviewing Violations Data within five (5) days of the gathering of the Registered Vehicle Owner Information, but in any event no less than fifteen (15) days after the violation has occurred, and as to the issuance of Uniform Traffic Citations, within five (5) days of the expiration of the time frame under the State Law when a recipient of a Notice of Violation fails to pay the penalty or submit an affidavit of non -responsibility that satisfies the requirements of the State Law. 16. REDSPEED shall provide the Traffic Infraction Enforcement Officer with information to review whether a Uniform Traffic Citation should be issued after failure of the owner to pay or submit an affidavit within thirty (30) days after Notice of Violation, provided that the Traffic Infraction Enforcement Officer has five (5) days to review the information and determine if a Uniform Traffic Citation shall be issued in accordance with State law. 17. REDSPEED hereby acknowledges and agrees that the decision to issue Notice of Violation and Uniform Traffic Citations shall be the sole, unilateral and exclusive decision of the Traffic Infraction Enforcement Officer consistent with State Law. 18. Reminder notices may be delivered by first class mail or other mail means. 19. RedCheck shall apply an electronic signature to a Notice of Violation or Uniform Traffic Citation when authorized to do so by an approving Traffic Infraction Enforcement Officer. 20. REDSPEED shall obtain in-state vehicle registration information necessary to issue citations if it is named as the Customer's agent. 21. REDSPEED shall seek records from out-of-state vehicle registration databases and apply records found by RedCheck to issue citations for the Customer. 22. If Customer is unable to or does not desire to integrate REDSPEED data into its adjudication system, REDSPEED shall provide an on-line adjudication processing module, which will enable the adjudication function to review cases, related images, correspondence, and other related information required to adjudicate the disputed Uniform Traffic Citation. Page 12 1 19 RedSpee& Florida,LLC 23. REDSPEED shall provide to the Customer access to RedCheck system, which provides the Customer with ability to run and print all standard system reports. 24. If required by the Customer, REDSPEED shall, at REDSPEED' expense provide the Customer with, and train a local expert witness able to testify in administrative proceedings and in court on matters relating to the accuracy, technical operations, and effectiveness of the IPE System until judicial notice is taken. 25. In those instances where damage to a Camera System or sensors is caused by negligence on the part of the Customer or its authorized agent(s), REDSPEED will provide Customer an estimate of the cost of repair. Upon authorization to proceed with the repairs or replacement, REDSPEED shall replace or repair any damaged equipment and invoice for the pre -approved repair cost. REDSPEED shall bearthe cost to replace or repair equipment damaged in all other circumstances. 26. REDSPEED shall provide a toll-free, Customer -specific help line to help the Customer resolve any problems encountered regarding its Red Light Camera System and/or citation processing. The help line shall function during normal business hours. Call Center hours for violators is Monday - Friday 9:00 AM to 5 PM EST; IVR for violators is 24 x 7, 365 days. 27. As part of its turnkey system, REDSPEED shall provide Owners with the ability to view Recorded Images of Violations involving their motor vehicles online. This online viewing system shall include a link to the REDSPEED payment website(s) and may offer the opportunity to download a form of affidavit to establish an exemption under Section 316.0083(1)(d) of the Florida Statutes. Online obtained affidavits submitted in response to a Notice of Violation or Uniform Traffic Citation shall be directed to and processed by REDSPEED and communicated to Customer via the RedCheck system. REDSPEED shall adhere to timelines and other regulations specified in Section 316.0083 of the Florida Statutes in the processing of affidavits. 28. Upon expiration of the due date of the Notice of Violation, RedCheck shall issue a Uniform Traffic Citation, which shall be delivered by certified mail to the Owner within the statutory period. The issuance of the Uniform Traffic Citation shall be based on the Traffic Infraction Enforcement Officer's approval. Additional fee for mailing of Uniform Traffic Citation, assuming no return receipt is required, will be billed per unit as published by the U. S. Postal Service. 29. REDSPEED shall charge, collect, and retain a maximum convenience fee of 5.00% each for electronic payments provided. Such fee is paid by the violator. City will not receive any of said convenience fee. City assumes no liability, responsibility, or control for said fee sought by REDSPEED. Page 13 1 19 RedSpee& Florida,LLC CUSTOMER SCOPE OF WORK 1. Within seven (7) business days of contract execution, the Customer shall provide REDSPEED with the name and contact information for a project manager with authority to coordinate Customer responsibilities under the Agreement. 2. Within seven (7) business days of contract execution, the Customer shall provide REDSPEED with the name and contact information for an Appeals Coordinator or staff responsible for oversight of all related program requirements. 3. Within seven (7) business days of the execution of the Agreement, Customer shall provide REDSPEED with the name and contact information for a Uniform Traffic Citation manager responsible for oversight of all Uniform Traffic Citation -related program requirements. 4. Within seven (7) business days of execution of the Agreement, Customer shall provide REDSPEED with the name(s), contact information, and electronic signature(s) of all Traffic Infraction Enforcement Officers authorized by Customers police or sheriff's department to approve and issue Notices of Violation and Uniform Traffic Citations. 5. Customer shall establish a method by which an Owner who has received a Notice of Violation or a Uniform Traffic Citation may review the images and video evidencing the Violation at www.RedLightViolations.com free of charge. This may be at a publicly available terminal at a Customer facility or by appointment with the Uniform Traffic Citation manager. 6. The Customer shall make every effort to adhere to the Project Time Line to be agreed upon between the parties. 7. Customer and REDSPEED shall complete the Project Business Process Work Flow design within thirty (30) calendar days of contract execution, in accordance and consistent with the Best and Final Offer. 8. REDSPEED will relocate a camera at no cost to new enforcement location once it has been mutually agreed upon between REDSPEED and Customer. 9. The Customer shall assist REDSPEED in obtaining access to traffic signal phase connections according to approved design. 10. Where possible, Customer shall assist REDSPEED in obtaining access to power from existing power sources. Where possible, Customer shall assist in obtaining access to traffic signal phase connectors to a pull box, pole base, or controller cabinet nearest to each Camera System within the Customer's jurisdiction. The costs, if reasonable, for any additional conduit or power infrastructure needed to support installation of the Camera System shall be funded by REDSPEED. 11. Customer shall endeavor to approve or reject REDSPEED submitted plans within seven (7) business days of receipt. REDSPEED and Customer will endeavor to approve the plans in a timely manner. 12. The Customer will endeavor to issue all needed permits to REDSPEED and its subcontractors in an expedited fashion of plan approval. 13. If use of private property right of way is needed Customer shall assist REDSPEED in acquiring permission to build in existing utility easements as necessary. Any additional cost for private property right of way lease/rental costs shall be borne by REDSPEED. REDSPEED reserves the right to not install on private property if the costs are unreasonable. Page 14 1 19 RedSpee& FIOrlda,llC 14. Customer may allow REDSPEED to build needed infrastructure in existing Customer owned easement as necessary and only after required permits have been approved. 15. Customer's Traffic Infraction Enforcement Officer(s) shall process each potential violation in accordance with State Law and/or Customer Ordinances within five (5) days (excluding Saturday, Sunday and City observed holidays) of its appearance in the Law Enforcement Review Queue, using ReclCheck to determine which Violations will be issued as Notices of Violation. 16. Within seven (7) days of the execution of the Agreement, Customer shall provide REDSPEED with a form of Uniform Traffic Citation that complies with the provisions of Chapter 316 of the Florida Statutes, with the understanding that some modifications may be necessary to enable use with REDSPEED's systems. 17. Customer shall provide REDSPEED with instructions or specifications for the treatment of affidavits, with the understanding that any modifications that are necessary to ensure compatibility with REDSPEED's processes are subject to the City's approval or disapproval. 18. Police Department workstation computer monitors for citation review and approval should provide a minimum resolution of 1280 x 1024. 19. For optimal data throughput, Police Department workstations should be connected to a high-speed internet connection with bandwidth of T-1 or greater. 20. Police Department shall provide signatures of all authorized police users who will review events and approve citations on forms provided by REDSPEED. 21. If Customer does not provide payment processing services, Customer shall use REDSPEED payment processing services. The fees for lockbox credit card services are included as part of the fixed fee structure. 22. All Uniform Traffic Citation hearings/proceedings shall be conducted in accordance with the laws of the State of Florida. REDSPEED shall not be required to provide a judge or hearing officer or adjudication facilities to schedule and hear disputed Uniform Traffic Citations. 23. Customer shall handle inbound and outbound phone calls and correspondence from defendants who have questions about disputes, and other issues relating to citation adjudication. Customer may refer citizens with questions regarding REDSPEED or IPE System technology and processes to websites and/or toll-free telephone numbers provided by REDSPEED for that purpose. 24. Any potential, one-time, direct costs to REDSPEED to develop an interface between the Customer's computer system will be initially paid by REDSPEED and any such reasonable costs will be reimbursed to REDSPEED in addition to its normal fees, upon receiving the appropriate prior approval of the City. 25. If remote access to the REDSPEED IPE System is blocked by Customer network security infrastructure, the Customer's Department of Information Technology shall coordinate with REDSPEED to facilitate appropriate communications while maintaining required security measures. P,ige 15 1 19 REdSpee& Florida,LLC SCHEDULE 1 SERVICE FEE SCHEDULE The Customer agrees to pay REDSPEED the Fee(s) as itemized below: 1. Description of Pricing Fees are based on per approach, per month, pro -rated for cameras installed mid -month, and are as follows: Flat Fee Blended Pricing # of Cameras Flat Fee Price Per Month Per Approach 1 to 5 $3,900 6 to 10 $3,800 11 to 20 or more $3,500 ■ $4.00 per Certified Mailing, no receipt Service Fees Include: Fee includes all costs required and associated with camera system installation, maintenance and on-going field and back-office operations. Includes red-light camera equipment, installation, maintenance, violation processing services, DMV records access, mailing of required documents, lockbox and credit card processing services, call center support for general program questions, public awareness program support and access to web -based IPE System for Traffic Infraction Enforcement Officer review 2. Cost Neutrality: REDSPEED will maintain an accounting of any net balances owed to REDSPEED each quarterly billing period. If the total amount of funds collected for all Cameras during any quarterly period is less than the amount of REDSPEED's invoices for the same quarterly period, REDSPEED will waive the difference. 3. Optional Services: License Plate Reader module: $200 per month per approach. (RedSpeed will install 6 LPR modules at no cost to the Customer). 4. Technology Upgrades: REDSPEED will provide free technology upgrades at no cost to the Customer when they become available to REDSPEED. Page 16 1 19 RedSpee& Florida,LLC Exhibit B ENFORCED APPROACHES 1. 183rd & Collins Northbound 2. 183rd & Collins Southbound 3. Sunny Isles Beach Boulevard @ 200 Block 4. 159th & Collins Northbound 5. 159th & Collins Southbound 6. 193rd & Collins Southbound Page 17 1 19 RedSpee& Flopida,LLC Exhibit C "COTT CERTIF ICATION CONTRACTORANTI-BOY VnUSUALA-11 -T0 FLORMA S r.ATUU§ 187.13.91 Robert Liberman on behalf of RedSpe-ed Florida LLC Print Name Coulpany Name certifies that RedSpLmed Flodda LLC does not: Company Name 1. Participate in a boycott of Israel; and I Is not on the Scrutinized Companies that Boycott Israel list; and 3. Is not, on the. Scrutinized Companies with Activities in Sudan List; and 4- Is not on the. Scrutinized Companies with Activities in thee: Tian Petroleum Energy Sector List; and 5- Has not engaged in business operations inCuba or Syria. SlgAiature. CEO Title. 12-18-2-023 Date. Pa-ne 181 19 RedSpee& Florlda,LLC Exhibit D E -Verify Affidaylt Florida Statute 448.095 directs all public employers. including municipal governments, to verify the employment eligibility of all new public employees through the U.S. Department of Homeland Security's E- Verify System, and further provides that a public employer may not enter into a contract unless each party to the contract registers with and uses the E -Verify system, Flonda Statute 448.095 further provides Blot if a c ontractor enters into a contract with a subcontractor. the subcontractor must provide the contractor with an affidavit stating that the subcontractor does not employ, contract with, or subcontract with an unauthorized alien. In accordance with Florida Statute 448.095, all contractors doing business with the City of Sunny Isles Beach are required to verify employee eligibility using the E -Verify system for all existing and new employees hired by the contractor during the contract term. Further, the contractor niu5l alsu require and maintain the statutorily required affidavit of Its subcontractors, It is the responsibility of the awarded vendor to ensure compliance with E -Verify requirements (as applicable). 'To enroll in E= -Verify. employers should visit the E -Verify website (https:[[.yww,e-yerify.g(?y[emplovers/c nrollinf?-in-e-verifi_l) and follow the instructions. The contractor must, as usual, retain the 1-9 Forms for inspection. By affixing your signature below you hereby affirm that you will comply with E -Verify requirements. f;edSpeed Florida LLC Company Name 12-18-2023 Offeror Signature -f - Date m �- Robert Liberman Print Name 80-0218940 Federal Employer Identification Number (FEIN) HE Title Sworn to and subscribed before me on this this 18th day of December _, 2023. By Hobert Liberman Is Arod naliy kno to me © Hascj is nt ication (type of Identification produced; GREGORY JOHNS JR Notary PobFlC, State of Illinois Commission No. 004337 My Commission Expires November 13, 2027 11/13/2027 or Stamp of Notary Public Expiration Date P<.ige 19 1 19 Exhibit E AGREEMENT FOR RED LIGHT CAMERA ENFORCEMENT SERVICES THIS AGREEMENT FOR RED LIGHT CAMERA ENFORCEMENT SERVICES, made and entered into this. L day of-.q,UU�'l,p, , 2018 by and between the CITY OF SARASOTA, F OC RIDA, a municipal corporation, hereinafter referred to as "CITY," and REDSPEED FLORIDA LLC, a Florida limited liability company, hereinafter referred to as "CONTRACTOR". WITNESSETH: WHEREAS, CITY has publicly announced a Request for Proposal soliciting proposals for the implementation, administration and servicing of an automated camera red light traffic enforcement system pursuant to RFP #17-29DD; and WHEREAS, CONTRACTOR has submitted a responsive proposal and has been determined by CITY to be the most highly qualified firm to provide CITY with said services; and WHEREAS, CITY and CONTRACTOR desire to enter into this Agreement for Red light Camera Enforcement Services so as to set forth the terms and conditions upon which CONTRACTOR shall provide for the implementation, administration and servicing of an automated red light camera enforcement system for CITY. NOW, THEREFORE, IN CONSIDERATION OF THE FOREGOING AND THE MUTUAL COVENANTS CONTAINED HEREIN, IT IS AGREED AS FOLLOWS: 1. Definitions: The following terms shall have the meanings herein ascribed to them: his designee. designee. A. City Manager shall mean the City Manager of the City of Sarasota, Florida, or B. Director shall mean the Chief of Police of CITY'S Police Department, or her C. Project shall mean the Scope of Services to be performed by CONTRACTOR pursuant to this Agreement. The Project Scope of Services shall include all equipment, materials and labor necessary to implement, administer and service an automated red light camera enforcement system for CITY. This system shall combine vehicle detection and digital imaging technology with a complete turnkey program for supplying, installing, powering and maintaining the cameras and all other components. The system shall also include a computer system capable of performing all of the tasks required for the Project Scope of Services. The Project Scope of Services are described with more particularity in Exhibit A, a copy of which is attached hereto and incorporated by reference herein. Exhibit A includes certain pages included within the Scope of Work and Specifications of RFP #17-29DD. Exhibit A also includes the Scope of Work as drafted by CONTRACTOR. CONTRACTOR covenants to strictly comply with Exhibit A and to provide all of the equipment, services and deliverables as identified within Exhibit A. CONTRACTOR covenants that the red light camera enforcement system shall meet all of the requirements identified in Part V of the Scope of Work and Specifications of RFP #17- 29DD and included within Exhibit A. The parties hereby agree to the following modifications and additions to Exhibit A. CONTRACTOR shall store images and video evidence for red light camera violations for a minimum of thirty (30) days, but in all instances in accordance with Florida Public Records laws. CONTRACTOR covenants to print and mail notices as required by the Director. CONTRACTOR covenants to use a local Sarasota drop box address or local Sarasota return post office box address within twelve (12) months of the effective date of this Agreement. CONTRACTOR covenants that the live monitoring and recording of video by a Smart phone or tablet shall be made available to multiple users as determined by the Director. CONTRACTOR covenants that notices to violators will be provided as instructed by the Director or utilizing information relating to the hearing schedules as provided by the Director. CONTRACTOR covenants that the red light cameras and capture storage devices shall be hard wired at each location. Notwithstanding any reference to a License Plate Reader (LPR) system in any of the attachments to this Agreement or in any RFP documents or response thereto, the 2 LPR system is specificially excluded from the Project Scope of Services to be provided by CONTRACTOR to CITY. CONTRACTOR shall provide the Project Scope of Services in strict conformance with Request for Proposal #17-29DD, a copy of which is on file in the offices of the Financial Administration Purchasing Division of CITY and is deemed incorporated by reference into this Agreement. CONTRACTOR covenants to strictly comply with all of the terms and conditions of RFP #17-29DD. In the event of any conflict between the terms set forth in the main body of this Agreement, its attachments and RFP #17-29DD, the terms and conditions set forth in the main body of this Agreement shall control, followed by the terms and conditions set forth in Exhibit A, followed by the terms and conditions set forth in Exhibit B, followed by the terms and conditions within RFP #17-29DD. 2. Scope of Services: CONTRACTOR covenants to timely provide the Project Scope of Services. The intersections and approaches within which the Project Scope of Services are to be provided are identified in Exhibit B, a copy of which is attached hereto and incorporated by reference herein. CONTRACTOR covenants to strictly comply with Exhibits A and B. CONTRACTOR is aware of the holding of the Fourth District Court of Appeal in City of Hollywood v. Arem, 154 So. 3d 359 (Fla. 41' DCA 2014), and CONTRACTOR covenants that CONTRACTOR'S procedures do not violate the holding in Arem. Further, CONTRACTOR assures CITY that CONTRACTOR does not use unfettered discretion to decide whether images meet the standard of a traffic violation prior to sending the image for review by a Traffic Infraction Enforcement Officer (hereinafter TIEO). CONTRACTOR retains the authority to review information from a traffic infraction detector pursuant to Section 316.083(1)(a), Florida Statutes. However, only a law enforcement officer and Traffic Enforcement Officers have authority to issue citations for traffic infractions. See Sections 316.0083(3) and 316.640(5), Florida Statutes. CONTRACTOR acknowledges and agrees that the decision to issue a Notice of Violation and Uniform Traffic Citation shall be the sole, unilateral and exclusive decision of the TIEO, consistent with Florida law. CONTRACTOR does not use unfettered discretion in deciding what images to send to the TIEO. Rather, CONTRACTOR relies upon the instructions set forth in the Business Rules Questionnaire (BRQ) to be approved by the Sarasota Police Department of CITY. The BRQ informs CONTRACTOR in detail what images to send to the TIEO and which images to place in another file owned by CONTRACTOR, but always available to the TIEO to review at his or her option and to make certain that CITY'S BRQ is being followed as instructed. Whenever there is any question by CONTRACTOR as to whether CITY'S BRQ applies to any particular image, it is CONTRACTOR'S policy to always send that image to the TIEO for the TIEO to decide. CONTRACTOR also has periodic in-house reviews of decisions to be sure that images sent to CITY meet CITY'S BRQ or CONTRACTOR'S policy to send CITY any images that CONTRACTOR is not sure if they meet CITY'S BRQ. 3. Payment: CITY agrees to pay CONTRACTOR for the Project Scope of Services the fees identified within Exhibit A. Specifically, CITY shall pay CONTRACTOR Three Thousand Five Hundred Dollars ($3,500.00) per month as a flat fee for each intersection approach in which CONTRACTOR provides the Project Scope of Services. As such, CITY agrees to pay CONTRACTOR Seventy Thousand Dollars ($70,000.00) per month for the Project Scope of Services. Additionally, CITY shall pay CONTRACTOR Four Dollars ($4.00) for each certified mailing provided by CONTRACTOR during the invoice period. The parties acknowledge that when a violator pays the first notice, those funds will be sent to a lock box and deposited into an account controlled by CONTRACTOR for the benefit of CITY. This account shall be used for payment of the monthly amounts due from CITY to CONTRACTOR. CONTRACTOR ►.I covenants to provide cost neutrality to CITY. As such, CONTRACTOR will maintain an accounting of any net balances owed to CONTRACTOR on a calendar quarterly basis. If the total amount of funds collected during any calendar quarterly period is less than the amount otherwise due from CITY to CONTRACTOR for the same quarterly period, CONTRACTOR hereby waives the difference and shall accept as full payment for said calendar quarter the funds received by CONTRACTOR at the lock box controlled by CONTRACTOR for the benefit of CITY. The parties further acknowledge that any payments made by a violator pursuant to a Uniform Traffic Citation shall be the sole property of CITY, and CONTRACTOR shall have no claim to said funds. The fees set forth in this Section 3 shall include any and all reimbursable expenses and costs incurred in retaining subcontractors or any other costs incurred in performing the Project Scope of Services. 4. Term: The term of this Agreement shall commence on March 1, 2018. Upon the effective date of this Agreement, CONTRACTOR shall begin installation of the equipment necessary to provide the Project Scope of Services. CONTRACTOR covenants to complete installation of said equipment such that the Project Scope of Services shall commence on May 1, 2018. The first compensation due from CITY to CONTRACTOR shall be for the month of May, 2018. The initial term of this Agreement shall expire at 11:59 p.m. on April 30, 2021. CITY may extend the term of this Agreement for up to three (3) additional one-year periods upon the mutual agreement of the parties. 5. Termination Without Default: The City Manager shall have the right at any time upon thirty (30) days written notice to CONTRACTOR to terminate the services of CONTRACTOR hereunder for any reason whatsoever. In the event of such termination, CITY shall be responsible to CONTRACTOR only for the fees and compensation earned by 5 CONTRACTOR prior to the effective date of said termination. In no event shall CITY be responsible for lost profits of CONTRACTOR or any asserted damages which may arise out of an alleged premature termination of this Agreement. CONTRACTOR acknowledges that the thirty (30) day notice provision set forth in this Section 5 shall be deemed adequate additional consideration supporting this termination for convenience clause. 6. Termination Required by In the event that State legislation or a decision by a court of competent jurisdiction prohibits deployment of the traffic control signal monitoring system that is the subject of this Agreement, either party may terminate this Agreement. 7. Post Termination Services: Upon termination of this Agreement because it has reached the end of its term, or because required by law pursuant to Section 6, above, or for any other reason, the parties recognize that CITY will be required to process traffic law violations in the "pipeline" and that CONTRACTOR accordingly must assist CITY in this regard. Accordingly, the parties shall take the following actions, and shall have the following obligations, which survive termination: CITY shall cease using the camera system, shall return or allow CONTRACTOR to recover all provided equipment within a reasonable time not to exceed ninety (90) days, and shall not generate further images to be processed. CONTRACTOR shall provide CITY with all revenues owed to CITY accruing prior to the date of termination and CONTRACTOR shall be entitled to its fees pursuant to this Agreement, from said accrued revenues provided to CITY. 8. Assignment: CONTRACTOR shall not assign, sell, or transfer any interest in this Agreement. 9. Compliance with Applicable Law: This Agreement shall be governed by the laws of the State of Florida. CONTRACTOR covenants to promptly comply with all applicable federal, C state, county and municipal laws, ordinances, regulations, and rules relating to the services to be performed hereunder and in effect at the time of performance. CONTRACTOR covenants that it will conduct no activity or provide any service that is unlawful or offensive. 10. Public Records: As required by Section 119.0701, Florida Statutes, CONTRACTOR hereby specifically covenants to comply with the public records laws of the State of Florida. CONTRACTOR specifically covenants to: (a) Keep and maintain public records required by CITY in order to perform the Project Scope of Services. (b) Upon request from CITY'S custodian of. public records, provide CITY with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes, or as otherwise provided by law. (c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law for the duration of the Agreement term and following completion of the Agreement if CONTRACTOR does not transfer the records to CITY. (d) Upon completion of the Agreement, transfer, at no cost, to CITY all public records in possession of CONTRACTOR or keep and maintain public records required by CITY to perform the Project Scope of Services. If CONTRACTOR transfers all public records to CITY upon completion of the Agreement, CONTRACTOR shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If CONTRACTOR keeps and maintains public records upon completion of the Agreement, CONTRACTOR shall meet all applicable requirements for maintaining public records. All records stored electronically must be provided to CITY upon request from CITY'S custodian of public records in a format that is compatible with the information technology systems of CITY. (e) IF CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: PAMELA M. NADALINI, CITY AUDITOR AND CLERK 7 PAMELA.NADALINI(n 5ARASOTAFL.GOV (941) 954-4160 1565 FIRST STREET SARASOTA, FL 34236 CONTRACTOR acknowledges that, pursuant to Section 119.0701(3)(b), Florida Statutes, if CONTRACTOR does not comply with CITY'S request for public records, CITY shall enforce the contract provisions in accordance with the contract. 11. Disclaimer of Joint Venture: CONTRACTOR and CITY warrant and represent by the execution of this Agreement it is not the intent of the parties that this Agreement be construed or deemed to represent a joint venture or undertaking between CITY and CONTRACTOR. CONTRACTOR shall be solely responsible for the conduct of all activities and services provided by CONTRACTOR as part of its business operations. While engaged in carrying out and complying with the terms of this Agreement, CONTRACTOR is an independent contractor and not an officer or employee of CITY. CONTRACTOR shall not at any time or in any manner represent that it or any of its agents or employees are employees of CITY. 12. Right of Inspection: The City Manager shall have the right at all reasonable times during the term of this Agreement to inspect or otherwise evaluate the work being performed hereunder and the premises in which it is being performed. 13. Remedies - Cumulative: All remedies hereinbefore and hereinafter conferred to CITY shall be deemed cumulative and no one exclusive of the other, or any other remedy conferred by law. 0 14. Waiver: The failure of CITY to take any action with respect to any breach of any term, covenant, or condition contained herein, or any instance of default hereunder by CONTRACTOR, shall not be deemed to be a waiver of any default or breach by CITY. 15. Entire Agreement: This Agreement, including Request for Proposal #17-29DD on file at the office of the Financial Administration Purchasing Division of CITY shall constitute the entire agreement between the parties. All amendments to this Agreement shall be ineffective unless reduced to writing as a formal amendment to this Agreement and executed by CITY and CONTRACTOR. 16. Attorney's Fees: Should it be necessary for either party to bring any action against the other alleging a breach of this Agreement or seeking to enforce any of the covenants, provisions, or conditions of this Agreement, the non -prevailing party hereby agrees to pay all costs attendant thereto, including reasonable attorney's fees to the attorney representing prevailing party, and said obligation shall apply to declaratory relief, if necessary, to interpret any of the terms hereof. 17. Public Entity Crimes: Prior to entering into this Agreement, CONTRACTOR shall file a sworn statement with the Purchasing Manager of CITY, as required by §287.133, Florida Statutes (2017). 18. Notices: Notices and other correspondence required by this Agreement shall be sent by certified mail, return receipt requested, to the respective parties at the following addresses: City of Sarasota Attention: City Manager 1565 First Street Sarasota, Florida 34236 RedSpeed Florida LLC 400 Eisenhower Lane North Lombard, Illinois 60148 Attn: Robert Liberman, Program Manager 19. Piggybacking: CITY covenants that it will not raise any objection if any other governmental agency desires, at its own risk and consistent with its own procurement code, to piggyback off this Agreement at any time during the term of this Agreement. IN WITNESS WHEREOF this Agreement has been signed and sealed, in duplicate, by the respective parties hereto. DATED this �r�� s'l day of 2018 by the City of Sarasota, Florida. DATED this l day ofQ k,t G_' , 2018 by RedSpeed Florida LLC. City Auditor and Clerk .'5 .- M n GREGORY JOHNS JR OFFICIAL SEAL is Notary Public, State of Illinois My Commission Expires December 30, 2019 CITY OF SA OTA, FLORIDA By; S li Freeland Eddie, Mayor as to Form and Correctness: Attomey REDSPEED FLORIDA LLC By: 2r'644�4—cma u Robert Liberman, Program Manager 10 Witnesses as to execution on behalf of RedSve ;&Florida LLC) lr Witness Print Name 7-\-t? 5,e- (3. Witness P ' t Name STATE OF -E� i I in is ) )SS. COUNTY OF (u�� THE FOREGOING INSTRUMENT was acknowledged before me this J %k day of `:sLtizt'O'J„, 2018 by Robert Liberman, as Program Manager of RedSpeed Florida LLC, who is perste ovally known to me or has produced �)r,�9rs 1_rc:e,►s,2 as identification. 6—� 1 VotVry Public GREGORY JOHNS JR OFFICIAL SEAL Notary Public, State of iiiinois Print Name: :SL_ My Commission Expires December 30, 2019 Tammy's Files\Agreements\P-nRedSpeed (1/17/18) 11 Background The City of Sarasota has a population of approximately 58,000 and is in a high-density traffic area and regularly experiences traffic incidents related to the failure of motorists to obey duly erected traffic control devices, which exposes the citizens to the dangers of personal injury and property damage. The City and the Police Department are concerned with the number of red light traffic crashes and their cost in human terms as well as property damage. This strategy is being considered to effectively reduce the significant dangers presented to motorists and pedestrians by the failure to stop for a red light. The City believes an automated camera red light traffic enforcement system will be effective in enforcing laws requiring vehicles to stop for red lights; therefore, freeing City police personnel to r e s p o n d to other, and sometimes more significant incidents as well as serious crime. A camera would be installed on or near streets in the City, at selected locations chosen by the City. Via this RFP document the City of Sarasota is soliciting proposals for the implementation, administration and servicing of an automated camera red light traffic enforcement system. This system should combine vehicle detection and digital imaging technology with a complete turnkey program for supplying, installing, powering, and maintaining the cameras and all other components. In addition, the contractor's solution should include a computer system capable of performing the following tasks: a. Store images/video evidence for red light camera violations b. Display the images with sufficient qualityfor the police department to verify each violation C. Print and mail notices as required by the police department d. Live monitoring and recording of video via a smart phone or tablet. e. Can utilize LPR technology while capturing red light camera violations f. Collect fines g. Provide with notifying violators of scheduled appeal hearing dates h. Provide with notifying violators of appeal adjudications This system should be accessible on the Internet by anyone desiring to review and/or pay a Notice of Infraction fine that has been provided access by the Police Department, as well as Police Department staff to perform the tasks described in this RFP. This should be accomplishable with only a personal computer, an Internet connection, a web browser, and security authorization. The contract resulting from acceptance of a proposal by the City shall be in a form supplied or approved by the City, and shall reflect the specifications in this RFP. The City reserves the right to reject any proposed agreement or contract that does not conform to the specifications contained in this RFP, and which is not approved by the City Attorney's Office. 17-29 Red Light Enforcement 84 of 105 Exhibit A Opens 4121/2017 at 2:30 P.M. 11 11 - VIDIV LDJU I_ s ,___CJ__e..- Technical and Functional Requirements The Contractor shall provide and install all equipment including, but not limited to, poles, cabinets and related operational equipment, at no cost to the City, at the selected intersection(s) selected by the City. Please respond to the technical requirements as detailed in this section of the RFP by checking off "YES" where your firm meets or exceeds requirement, function or capability of the Contractor's current product offering, and check off "NO" where your firm does not meet the requirement, function of have the capability to perform. If you have any variance(s) to the listed requirement, function or capability, please check off "MR" Modified Requirement, explaining how, why, what the variance is, how you expect to meet the requirements stated. For all "MR" responses, please provide all details on an attached document with the question, explaining your response. Many general requirements below are not a YES or NO answer, but need a response on how your system/product will work. Please provide these details also on an attached document. General Requirements YE'S NO . 5.1.1 Provide a list, with photos and dimensions of all major equipment (cameras, flash or lighting units, cabinets [including generally what the cabinets contain], what will be installed at a two-lane intersection up to five lane intersection that may require both left and right turn monitoring. Systems should not require additional cabinetry aside from that which houses the cameras. All systems muss ¢e non -.intrusive to roadway or transportation signal cabinetry. 5.1.2 Use of a high quality digital camera or video system with an output of at least 720 x 480 pixels per image is required. Contractor should detail the image quality specifications and provide real sets of infraction image examples captured in daytime, nighttime, during inclement weather, and during times where sunlight is pointing in the direction of the camera. 5.1.3 The camera or video system should be capable of viewing and/or recording live via a smart phone and computer at the police department 5.1.3 a Have the capability of utilizing "LPR" license plate recognition while simultaneously capturing red light violations. e g n orcemen o ftX I lit A pens . 1 . . 5.1.4 The equipment should be capable of deployment in a wide range of operating conditions; e.g., heavy traffic volumes, adverse weather conditions, road surface configurations, etc., and across five moving lanes of traffic. 5.1.5 . Does the proposed red light system detect the red phase of the traffic signal in a non-intrusive/without physical connectivity to the traffic control devieg? 5.1.6 The system should provide at least three digital color still images of each red-light traffic control signal violation. 5.1.6.a The images should be taken so that the rear of the vehicle and license plate are captured. 5.1.6.b The first image should capture the vehicle before the front wheels strike the legal infraction limit line. 5.1.6.c The second image should capture the vehicle after the rear axle has crossed the crosswalk or legal limit line. 5.1.6.d The third image should capture a close-up of the license plate. 5.1.6.e The system should capture a short duration video of the infraction of at least 12 seconds 5.1.7 Is the Data recorded in a configurable data bar that is embedded with each scene (license plate and stop bar detection images) for use in appeal hearings? 5.1.7 Does the data bar include the following information for each infraction? (a) Unique numerical identifier for each violation 5.1.7 Location of infraction 5.1.7 c Date MM/DD/ 5.1.7 (d) Time of the infraction in 24-hour clock including hours, minutes and seconds 5.1.7 e E lapsed time between images 5.1.7 Direct ion of travel 5.1.7 Traffic signal phase 5.1.7 (h) Time into the red phase displayed in thousandths of a second 5.1.7 i Duration of the prior amber phase 5.1.7 Vehicle lane of travel 5.1.7 ) Camera ID 17-29 Red Light Enforcement 91 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. 17-29 Red Ught Enforcement 92 of 105 Exhibit A Opens 4121/2017 at 2:30 P.M. 5.1.7 (1) Frame sequence number 5.1.8 Can the image and infraction data be secured and transmitted to the processing center? Explain how. 5.1.9 Can the proposed system compensate for the effects of license plate covers? Explain how. 5.1.10 Can the proposed system compensate for the effects of reflective material on license plates? Explain how. 5. 1.11 Does the system provide an ancillary video system, as supporting information to the infraction provided by the still images? 5. 1.1 La Does the video record at a full motion rate of 30 frames per second or greater and allow aperture adjustment? 5.1.12 Each imaging unit's operation should be microprocessor controlled and fully automatic? 5.1.13 The selected Contractor should propose more than one vehicle detection method. Explain the vehicle detection methods that can be used by the proposed system, including the benefits and limitations of each (if more than one is offered. 5.1.14 Red light camera enclosures should be tamper proof and vandal proof. 17-29 Red Ught Enforcement 92 of 105 Exhibit A Opens 4121/2017 at 2:30 P.M. 17-29 Red Light Enforcement 93 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. 5.1.15 Red light camera enclosures should be as small as possible and use as little power as possible. State the size of the red-light camera system enclosure. 5.1.16 Red light camera enclosures should be designed in such a fashion that maintenance, and other operations can be accomplished easily and quickly without creating a public safety hazard. Explain typical maintenance procedures. 5.1.17 Contractor should state installation and construction times for a generic intersection, as well as how power and communication is provided to the equipment. 5.1.18 The Contractor's system should be able to simultaneously capture violations in up to five lanes. 5.1.19 In addition to monitoring straight -through infractions, the system shall becapable of detecting and recording evidence of left and right turn infractions, regardless of vehicle speed (please reference program). Explain how your system captures illegal right -turn -on red movements? 5.1.20 Does the proposed system detect the speed of the violator? 17-29 Red Light Enforcement 93 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. 5.1.21 Does the photo traffic enforcement systems utilize digital cameras or video? 5.1.21 (a) Images should be clearly discernable without the use of enhancement equipment. Image enlargement is acceptable. 5.1.21 (b) Cameras or video should be capable of consistently obtaining clear photographs in all weather and lighting conditions. 5.1.21 (c) Each camera or video system should be capable of performing internal calibration tests for accuracy and functionality every 24 hours Evidence of testing should be imprinted on the digital camera image. Test failures should prevent oiieration of the failed unit 5.1.21 (d) Cameras or video should be as automated as possible for set-up settings such as aperture, focus and leveling. 5.1.22 Systems should have a separate point of service for power. Power will not be obtained from the traffic signal cabinet. The Contractor is responsible for obtaining power. The Contractor is responsible for the costs associated with operating the systems. 5.1.23 Fixed systems should be installed and shall operate independent of existing traffic signal control equipment. 5.1.24 Installation of fixed equipment should not require cutting, removal of any other alterations to roadway pavement. 5.1.25 Malfunction of the enforcement systems should not interfere with or cause a malfunction in the normal cycling and operation of the traffic control s stem. 5.1.26 The Contractor is responsible for locating any underground utilities, submitting any plans required by City Code and obtaining any necessary permits. Installations must be performed in accordance with current professional standards and applicable local, state and federal guidelines, rules and regulations. 5.1.27 The Contractor should provide and install all photo enforcement signage in accordance with applicable statute. Signs, locations and installations should be sub'ect to the approval of the City of Sarasota. 17-29 Red Light Enforcement 94 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. 5.1.28 Installation of equipment and the direct supervision of the installation shall be performed by the Contractor. 5.1.29 The Contractor should be responsible for transferring processed data and images no less frequently than one time per day, on a scheduled agreed upon by the Contractor and the City. 5.2 Infraction Profgssing 5.2.1 Explain why the Contractor's infraction processing system is the best choice for the Ci!y2 5.2.2 Can the proposed infraction processing system, perform 100% of its functions remotely and without being installed on City owned/maintained IT systems? 5.2.3 Contractor's infraction processing system should allow the City a detailed view into all of the information recorded and stored from intersections in the City of Sarasota 5.2.4 All access to the infraction processing system for the purpose of preprocessing infractions, police authorization of infractions, notice printing, payment tracking, and generation of documents for appeal hearings should be securely accessible via the Internet. 5.2.4.a The infraction processing and infraction payment parts of the system should be available 24 hours/day and 7 days/week for authorized users. 5.2.5 The infraction processing system should provide the following functions: (a) Web -enabled access and operation Secure user log -in and access (c) Automatic display of images and data captured by the camera system for Department staff (e) Easy review of infraction evidence against regulations (f) Ability to both "play" full motion video and view multiple scene and Iicense plate images (g) Ability to view each image as a full screen enlargement with a single click (h) Ability to view all original images 17-29 Fled Light Enforcement 95 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. (i) Ability to "crop" a license plate image area from the optimal license plate image in the multiple -image license plate set to establish vehicle ID, and subsequently print the cropped plate area image to the notice; 0) Ability to "accept" or "reject" infraction sets and record the reason an infraction was rejected (k) Ability to generate printed warning letters (during the first 30 days to 6 months after installation of new intersections at the City's discretion); (1) Systems should have the capacity to produce statistical analysis of camera locations and operations including: ability to generate printed infraction notices; (m) The system should be capable of copying all processed infraction evidence and "rejected" infraction data in an agreed upon electronic format and provide it to the Police Department on a regular basis (weekly or monthly), with the ability to store and archive all processed infraction evidence into a secured database. (n) 24/7 ability to access any stored infraction image from the system's database subject to agreed archive rules (o) 24/7 ability to request and immediately view images recorded as evidence of a Red Light Traffic Control Signal Violation. (p) 24/7 ability to immediately request, view and print both standard and user -defined reports (q) Secured Access Control and automatically generated Electronic Audit Trails (r) The system should encrypt data that is stored or accessed via a network and provide for decryption management. (s) Ability to review and accept 2" review of UTC 5.2.6 Contractor system should be capable of: a) Preparing and mailing Notice of Violations for all chargeable violations to all registered vehicle owners b) Preparing and mailing a second notice for any infractions that remain unpaid as of their due date (at the direction of the City). c) Upon notification by City, preparing and mailing Notices of Hearings 5.2.7 Violations for which registered owner data is available shall normally be issued within five (5) business days of the date the Police Department authorizes issuance of a Notice of Violation. 17-29 Red Light Enforcement 96 of 105 ExhOb1$ A Opens 4121/2017 at 2:30 P.M. 5.2.8 Explain system for obta,,Aing vehicle ownership information so that Notices of Violation are sent accurately and reliably to registered owners of vehicles committing infractions. 5.2.9 (a) Web-based Services — City Access The Contractor shall provide secure web based method for review of violations by authorized City personnel. 5.2.9 (b) Web-based Services — City Access The Contractor shall provide a web-based method for the examination, retrieval and/or reproduction of images for any photographed vehicle. 5.2. 10 Web-based Services — Public Access The Contractor shall provide a secure; view only, web-based method for review of violations by the public. 5.3 Statistical Analysis and Re orting Systems 5.3. i Systems should have the capacity to produce statistical analysis of camera location and operations will be preferred; including, at minimum: a) Hours of use per camera by operational site; b) Number of suspected violations recorded per day and per month bv each camera by site c Traffic counts by lane, date and hour. 5.3.2 The Contractor's Processing system should be capable of immediately generating operations reports 24/7 including: a) Number of infractions recorded; b Count of infractions where notices not prepared; c Notices prepared and mailed; and d) Status of notices issued (outstanding, canceled, reissued and so forth). 5.3.3 The Contractor system should also produce reports of- a) Camera equipment hours of service and hours lost; and b) Number and description of camera or other equipment malfunctions. 5.3.4 The Contractor's system should be capable of providing Infraction and Traffic Statistics as follows: a) Real-time traffic volume and vehicle counts; and b Real-time infraction graphs and chart by: i) Individual lane ii) Time of day iii) Day of week 17-29 Red Light Enforcement 97 of 105 EXhIlfbit A Opens 4/21 017 at 2:30 RM. 5.3.5 Contractor's systems should analyze results obtained from each location to show the prosecutable image rate (e.g., the number of notices issued compared to the number of infractions captured) and the traffic count statistical information. 5.3.6 Contractor's systems should have online reporting capability in real time; and allow the Contractor to provide the City with a monthly activity report of photo traffic enforcement results. Monthly reports should be provided within fifteen (15) days following the end of the month. The Contractor should submit separate reports for fixed enforcement systems. 5.3.7 The monthly report should indicate the following: a The number of violations photographed b) The Notice of Actionable Violation images c) The number of un actionable violation images d) The number of actionable vs un actionable images captured by location and in total e) The total number of violations that occurred and percentage of total vehicle traffic by lane and by intersection f) Total number of violations of red lights that are directed to the Police Department for review. g) The total number and percentage of rejected images and the reason for resections h Total number of paid violations. i) The Contractor should submit a monthly report of vehicles committing three or more violations in one calendar year. j) The Contractor should provide quarterly and yearly summary data and year-to-date statistics. The Contractor shall prepare an initial program evaluation report six months after the beginning of the program. The report should include an analysis of the initial program data and an explanation of the program improvements that have been planned and implemented, if any. The Contractor should complete and submit a comprehensive program evaluation at the end of the first year of the contract and each subsequent k) The Contractor should provide any other reports(s) and document s as are mutually agreed upon by the City and the Contractor. 5.3.8 Does your system require that video or other images are stored of non -violators? 5.3.9 What specifically does your system do to prevent or restrict non - violator image capture and storage? 17-29 Red Light Enforcement 98 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. 5.3.10 What procedures are in place or can be put in place to prevent the image capture of non -violators? 5.3.11 What can be done to ensure the destruction of images after the legally required storage period for each infraction? 5.3.12 The Contractor should maintain a proper chain of custody in accordance with established law that meets the requirements of the City. 5.3.13 Initial images produced by digital cameras or video should be maintained by the Contractor, for a period in accordance with the State of Florida Government Record Retention Schedule as determined by the City. 5.3.14 The Contractor shall maintain sufficient records to ensure compliance with Florida State Statutes. 5.3.15 The Contractor should submit a monthly report of all unusable and un actionable images with documentation regarding why the photograph was unusable and/or why a citation was not generated to the Police Department. Monthly reports should be provided within 15 calendar days from the end of the precious month. 5.3.16 The equipment should be capable of gathering traffic data for statistical analysis. Copies of sample reports should be attached. 5.4 Image Transmission Security and Data Storage 5.4.1 Contractor should provide for image and data security that shall prevent unauthorized persons from accessing or tampering with the camera images and databases (explain methodology). 5.4.2 The Contractor should store all enforceable images produced by the cameras or video for no less than the period required under the Florida Government Record Retention Schedule as determined by the City. 5.4.3 Contractor should provide the Police Department the following items upon request: a. . All issued and disputed Notices of Violation to the party b. A Notice of Infraction history report regarding the owner and vehicle c) A correspondence file d. A payment history e) A duplicate of the Notice of Violation I !-25 Kea ugni Emofcamefn Ue ul lua Evy h lb8 LL A vNai is 11411111/ OL cal -AAI. f) A duplicate of all images related to the incident causing the Notice of Violation to be generated 17-29 Red Light Enforcement 100 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. 5.4.4 The Contractor should ensure the images and data are maintained in a secure environment and are not altered. Please describe how this is accomplished? 5.4.5 At the request of the City the Contractor shall provide, at no cost, a qualified expert witness who is knowledgeable on the theory, operation and functional capabilities of the automated camera red light camera traffic enforcements stem. 5.5 Maintenance. Sugnort and Training 5.5.1 All maintenance of camera, video, sensors, computer and related equipment shall be the responsibility of the Contractor. This shall include provisions of electricity or other sources of power to the equipment at Contractor's expense. 5.5.2 Describe the proposed standard process for how often the camera or video systems will be visited for maintenance and inspection. Explain what occurs during a maintenance and inspection visit. 5.5.3 The Contractor should be responsible for the maintenance, repair and replacement of all photo traffic enforcement equipment provided under this contract. Photo equipment enforcement equipment maintenance should be performed in accordance with the maintenance program agreed upon by the Contractor and the City. 5.5.4 The Contractor should repair or replace photo traffic enforcement equipment that is malfunctioning within seventy-two (72) hours of the malfunction. Damaged or vandalized equipment should be repaired or replaced within Seventy-two (72) hours of the occurrence of the damage or vandalism. The Contractor should determine whether malfunctioning, damaged or vandalized equipment would be repaired or replaced. 5.5.5 The Contractor should replace photo traffic enforcement equipment that has been stolen or otherwise removed within seven (7) days of the removal. 17-29 Red Light Enforcement 101 of 105 Exhibit A Opens Ill/2017 at 2:30 P.M. 5.5.6 The Contractor should be responsible for the maintenance, repair and replacement of all photo traffic enforcement signage and its associated mounting hardware. 5.5.7 Signs that have been vandalized, damaged or removed should be repaired or replaced by the Contractor within seventy-two (72) hours, as directed by the City of Sarasota. The City shall determine whether a damaged or vandalized sign will be repaired or replaced. 5.5.8 The Contractor should provide documentation and witnesses as necessary to testify as to the accuracy, calibration, maintenance, repair records, technical operation and effectiveness of the digital cameras and related equipment for contested complaints. These services should be provided at no additional cost to the City. 5.5.9 The Contractor's personnel should be prepared to testify in any and all court proceedings arising from the issuance of a photo red light infraction in the City of Sarasota. 5.5. 10 Contractor should provide ongoing training support for their product. 5.5.11 The Contractor should provide hands-on training as necessary to personnel as required by the City. 5.5.12 Contractor should furnish training materials. 5.5.13 The Contractor should provide reasonable and necessary training in the operation of the digital camera systems for appropriate City staff. Training should provide the City's personnel with a basic understanding of the photo enforcement system operation, the review process, and a detailed understanding of the system interface with the City's traffic signal equipment 5.5.14 The Contractor should provide training on the use of the Contractor's computer system to authorized City staff. 5.5.15 The training should be conducted within the City of Sarasota at a site that is convenient for City personnel. 5.5.16 All training should be provided at no additional cost to the City, 5.5.17 The Camera or video System should be capable of on-site or remote activation and maintenance support. 5.5.18 The Camera or video System should perform a self -test on set-up. 17-29 Red Light Enforcement 102 of 105 Opens 4/212017 at 2:30 M.M. 5.5.18.a The camera or video system should simulate an infraction being recorded for testing purposes? 5.5.18.b The camera or videos stem should communicate error messa es? 5.5.18.c The camera or video system should record date and time of system shutdown in the event of a malfunction? 5.5.19 The camera or video system should allow a malfunction to be easily identified and debugged online. 5.5.20 The camera or video system should comply with 5.1.6 to substantiate multiple and/or simultaneous infractions occurring during any single red signal phase. Ex. Two or more vehicles run the same red light at the same time (Sample infraction images to demonstrate this capability are required as part of this proposal). 5.5.21 System should provide 24/7 "live" intersection monitoring and viewing capabilities from any mobile computer or smart phone. 5.5.22 All camera system component operations should be synchronized to a single, standard, independent, external and verifiable time and date source. Explain how. 5.6 Operations and Public Awareness 5.6.1 Describe the Project Management method to be used by the Contractor to ensure a successful project implementation for the City? 5.6.2 Describe the skills and qualifications of the Project manager and the implementation team members that will be assigned to this project? 5.6.3 Provide a proposed time -line that will allow the program to meet the below deadlines: (Please attach time -line to RFP response) - Become operational for the issuance of Warning Notices of Violation. — Be capable of issuing actual Notices of Violation to vehicle owners. 5.6.4 Provide a list of City responsibilities/tasks from the perspective of the contractor? 17-29 Red Light Enforcement 103 of 105 Exhibit A Opens 4/21 2017 at 2:30 M. 5.6.5 Contractor should provide assistance with the content and design of a public education program and associated materials to be funded by the Contractor and implemented at the discretion of the Police Department Public Information Office. (i.e. Newspaper ads, mailed flyers, roadway signs, etc.). 5.6.6 At the request of the City, the Contractor should participate in an on- going media campaign to provide program awareness to the public. In addition, the Contractor maybe required to attend public meetings and assist City staff in demonstrating the equipment used for the 5.7 Fees and Scope of Work for Pricing The price/revenue proposal shall be based on the three options stated in Exhibit C FOR INFOR1VlATIONAL PURPOSES, ONLY: The City will use a mathematical formula for determining allocation of cost points to each responsive, responsible contractor. The highest revenue or lowest cost (depending on option selected by the City), responsive responsible contractor, receives the maximum allowable points. Calculations are done by formula stated below: 2nd highest proposed revenue minus highest revenue = X X divided by highest revenue = Y Y times the total number of revenue points = Z Total number of revenue points minus Z = points assigned to 2nd highest contractor and so on. 5.7.2 Contractor should provide a project manager for the project as the single voint of contact of the City, 5.7.3 Contractor should provide intersection design and installation plans for review and approval by the City of Sarasota, and Traffic Engineering if aimlicable. 5.7.4 Contractor should install and maintain installed cameras and any ancillary a ui ment for the life of the contract. 5.7.5 Contractor should be responsible for loading, optimizing, and license plate data entry processing of images for review. 17-213 Red Light Enforcement 104 of 105 Exhibit A Opens 4/21/2017 at 2:30 P.M. 5.7.6 Contractor should prepare the notice letters referenced in Section 5.2.6 for all chargeable infractions and will mail such notice letters to all vehicle owners. The Contractor should include a return envelope for payMents with all notice letters. 5.7.7 Contractor should provide all required notice processing supplies including, paper, envelopes, postage, toner, and all notice printing supplies. 5.7.8 Notices should include one set of images and a license plate image, as well as instructions as to viewing the alleged infraction via the internet. 5.7.9 Contractor should provide a means for the fines to be paid on-line by credit or debit card. 5.7. 10 Contractor should provide a means for the fines to he paid by phone using a credit or debit card. 5.7.11. Describe the revenue sharing formula? 5.7.12 Contractor should provide a process to relocate previously 5.7.13 Identify any costs, (if any) to the City, related to the relocation of previously installed Red Light Camera Enforcement equipment, to a new location. 5.7.14 Identify the period of time in days to perform the initial installation of the vendor's system and for it to become operational? 5.7.15 Identify the period of time in days to relocate previously installed Red Light Camera Enforcement equipment from the initial location to a different location and for it to become operational? 5.7.16 The Police Department should receive collected funds from violators on a regular scheduled agreed upon by the Police Department (ex. Monthly). 17-29 fled Light Enforcement 105 of 105 Exhibit A Opens 4121/2017 at 2:30 P.M. 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Rods-pead Plonda,, LLC ll also contractually pommee ffie City they'l6ecome 7" progr, a,' M, angtqr EXHIBIT A radSpaad® Florida,LLC Exhibit A REDSPEED SCOPE OF WORK REDSPEED agrees to provide a turnkey solution for Camera Systems to the Customer wherein all reasonably necessary elements required to implement and operate the solution are the responsibility of REDSPEED, except for those items identified in Section 2 titled "Customer Scope of Work". REDSPEED and the Customer understand and agree that new or previously unforeseen requirements may, from time to time, be identified and that the parties shall negotiate in good faith to assign to the proper party the responsibility and cost for such items. In general, if work is to be performed by the Customer, unless otherwise specified, the Customer shall not charge REDSPEED for the cost. All other in -scope work, external to the Customer, is the responsibility of REDSPEED 2. REDSPEED agrees to make every effort to adhere to the Project Time Line agreed upon between the parties and based on the Best and Final Offer. 3. REDSPEED will install Camera Systems at a number of intersection or grade crossing approaches to be agreed upon between REDSPEED and the Customer after completion of site analyses. in addition to any initial locations, the parties may agree from time to time to add to the quantities and locations where Camera Systems are installed and maintained. 4. REDSPEED will operate each Camera System on a 24-hour basis, barring downtime for maintenance and normal servicing activities. 5. REDSPEED' in-house public relations department will assist the Customer with public information and outreach campaign strategies as detailed in REDSPEED's RFP response. 6. REDSPEED agrees to provide a secure web site (www.RedLightV!olations.com) accessible to recipients who have received Notices of Violation or Uniform Traffic Citations by means of a Notice # and PIN, which will allow violation image and video viewing. 7. REDSPEED normally shall provide technician site visits to each Camera System once per month to perform preventive maintenance checks consisting of camera enclosure lens cleaning; camera, strobe and controller enclosure cleaning; inspection of exposed wires; and general system Inspection and maintenance. 8. REDSPEED shall repair a non-functional. Camera System within 48 business hours of determination of a malfunction. 9. REDSPEED shall repair the IPE System within 1 business day from the time of the outage, Outages of Customer internet connections or infrastructure are excluded from this service level. 10. For any city using REDSPEED lockbox or credit card payment services, REDSPEED will establish a demand deposit account bearing the title, "RedSpeed Florida LLC as agent for Customer" at First Midwest Bank. All funds collected on behalf of the Customer will be deposited in this account and transferred by wire the first business day of each week to the Customers primary deposit bank. The Customer will identify the account to receive funds wired from First Midwest Bank. Page 11117 EXHIBIT A RedSpead® Florlda,LLC Customer shall sign a W-9 and blocked account agreement, to be completed by the Customer, to ensure the Customer's financial interest in said bank account is preserved. 11. REDSPEED will design, fabricate, install, obtain permits and maintain one red light camera warning sign for each monitored approach. 12. REDSPEED or subcontractors will be responsible for any costs associated with building, construction, electrical, street use and/or pole attachment permits. 13. REDSPEED shall assign a project manager who will be the liaison between the Customer and REDSPEED and will be responsible for project activities such as development of a project plan and tracking of deliverables. The Customer shall reserve the right to request a new project manager. 14. REDSPEED shalt provide Customer with an automated web -based citation processing system (RedCheck) including image processing, color printing and mailing of a Notice of Violation per chargeable event. Each Notice of Violation shall be delivered by first class mail to the Owner within the statutory period. Mailings to Owners responding to Notices of Violation identifying drivers in affidavits of non -liability or by rental car companies are also included. 15. REDSPEED shall provide the Traffic Infraction Enforcement Officer with access to RedCheck, for the purposes of reviewing Violations Data within five (5) days of the gathering of the Registered Vehicle Owner Information, but in any event no less than fifteen (15) days after the violation has occurred, and as to the issuance of Uniform Traffic Citations, within five (5) days of the expiration of the time frame under the State Law when a recipient of a Notice of Violation fails to pay the penalty or submit an affidavit of non -responsibility that satisfies the requirements of the State Law. 16. REDSPEED shall provide the Traffic Infraction Enforcement Officer with information to review whether a Uniform Traffic Citation should be issued after failure of the owner to pay or submit an affidavit within thirty (30) days after Notice of Violation, provided that the Traffic Infraction Enforcement Officer has five (5) days to review the information and determine if a Uniform Traffic Citation shall be issued in accordance with State law. 17. REDSPEED hereby acknowledges and agrees that the decision to issue Notice of Violation and Uniform Traffic Citations shall be the sole, unilateral and exclusive decision of the Traffic Infraction Enforcement Officer consistent with State Law. 18. Reminder notices may be delivered by first class mail or other mail means. 19. RedCheck shall apply an electronic signature to a Notice of Violation or Uniform Traffic Citation when authorized to do so by an approving Traffic Infraction Enforcement Officer. 20. REDSPEED shall obtain in-state vehicle registration information necessary to issue citations if it is named as the Customer's agent. 21. REDSPEED shall seek records from out-of-state vehicle registration databases and apply records found by RedCheck to issue citations for the Customer. 22. If Customer is unable to or does not desire to integrate REDSPEED data into its adjudication system, REDSPEED shall provide an on-line adjudication processing module, which will enable the adjudication function to review cases, related images, correspondence, and other related information required to adjudicate the disputed Uniform Traffic Citation. Page 1217 EXHIBIT A RadSpee& F1®rida,LLC 23. REDSPEED shall provide to the Customer access to RedCheck system, which provides the Customer with ability to run and print all standard system reports. 24. If required by the Customer, REDSPEED shall, at REDSPEED' expense provide the Customer with, and train a local expert witness able to testify in administrative proceedings and in court on matters relating to the accuracy, technical operations, and effectiveness of the IPE System until judicial notice is taken. 25. In those instances where damage to a Camera System or sensors is caused by negligence on the part of the Customer or its authorized agent(s), REDSPEED will provide Customer an estimate of the cost of repair. Upon authorization to proceed with the repairs or replacement, REDSPEED shall replace or repair any damaged equipment and invoice for the pre -approved repair cost. REDSPEED shall bearthe cost to replace or repair equipment damaged in all other circumstances. 26. REDSPEED shall provide a toll-free, Customer -specific help tine to help the Customer resolve any problems encountered regarding its Red Light Camera System and/or citation processing. The help line shall function during normal business hours. Call Center hours for violators is Monday - Friday 9:00 AM to 5 PM EST, IVR for violators is 24 x 7, 365 days. 27. As part of its turnkey system, REDSPEED shall provide Owners with the ability to view Recorded Images of Violations involving their motor vehicles online. This online viewing system shall include a link to the REDSPEED payment website(s) and may offer the opportunity to download a form of affidavit to establish an exemption under Section 316.0083(1)(d) 'of the Florida Statutes. Online obtained affidavits submitted in response to a Notice of Violation or Uniform Traffic Citation shall be directed to and processed by REDSPEED and communicated to Customer via the RedCheck system. REDSPEED shall adhere to timelines and other regulations specified in Section 316.0083 of the Florida Statutes in the processing of affidavits. 28. Upon expiration of the due date of the Notice of Violation, RedCheck shall issue a Uniform Traffic Citation, which shall be delivered by certified mail to the Owner within the statutory period. The issuance of the Uniform Traffic Citation shall be based on the Traffic Infraction Enforcement Officer's approval. Additional fee for mailing of Uniform Traffic Citation, assuming no return receipt is required, will be billed per unit as published by the U. S. Postal Service. 29. REDSPEED shall charge, collect, and retain a maximum convenience fee of 5.00% each for electronic payments provided. Such fee is paid by the violator. City will not receive any of said convenience fee. City assumes no liability, responsibility, or control for said fee sought by REDSPEED. Page 13 117 EXHIBIT A RedSpeed° Flor lda,LLC CUSTOMER SCOPE OF WORK 1. Within seven (7) business days of contract execution, the Customer shall provide REDSPEED with the name and contact information for a project manager with authority to coordinate Customer responsibilities under the Agreement. 2. Within seven (7) business days of contract execution, the Customer shall provide REDSPEED with the name and contact information for an Appeals Coordinator or staff responsible for oversight of all related program requirements. 3. Within seven (7) business days of the execution of Amendment No 1 to the Agreement, Customer shall provide REDSPEED with the name and contact information for a Uniform Traffic Citation manager responsible for oversight of all Uniform Traffic Citation -related program requirements. 4. Within seven (7) business days of execution of Amendment No. 1 to the Agreement, Customer shall provide REDSPEED with the name(s), contact information, and electronic signature(s) of all Traffic Infraction Enforcement Officers authorized by Customers police or sheriff's department to approve and issue Notices of Violation and Uniform Traffic Citations. 5. Customer shall establish a method by which an Owner who has received a Notice of Violation or a Uniform Traffic Citation may review the images and video evidencing the Violation at www.RedLightViolations.com free of charge. This may be at a publicly available terminal at a Customer facility or by appointment with the Uniform Traffic Citation manager. 6. The Customer shall make every effort to adhere to the Project Time Line to be agreed upon between the parties. 7. Customer and REDSPEED shall complete the Project Business Process Work Flow design within thirty (30) calendar days of contract signature, in accordance and consistent with the Best and Final Offer. 8. REDSPEED will relocate a camera at no cost to new enforcement location once it has been mutually agreed upon between REDSPEED and Customer. 9. The Customer shall assist REDSPEED in obtaining access to traffic signal phase connections according to approved design. 10. Where possible, Customer shall assist REDSPEED in obtaining access to power from existing power sources. Where possible, Customer shall assist in obtaining access to traffic signal phase connectors to a pull box, pole base, or controller cabinet nearest to each Camera System within the Customer's jurisdiction. The costs, if reasonable, for any additional conduit or power infrastructure needed to support installation of the Camera System shall be funded by REDSPEED. 11. Customer shall endeavor to approve or reject REDSPEED submitted plans within seven (7) business days of receipt. REDSPEED and Customer will endeavor to approve the plans in a timely manner. 12. The Customer will endeavor or to issue all needed permits to REDSPEED and its subcontractors in an expedited fashion of plan approval 13. If use of private property right of way is needed Customer shall assist REDSPEED in acquiring permission to build in existing utility easements as necessary. Any additional cost for private property right of way lease/rental costs shall be borne by REDSPEED. REDSPEED reserves the right to not install on private property if the costs are unreasonable. EXHIBIT A P a g e 14 117 Re;[Spee& Florlcla,LLC 14. Customer may allow REDSPEED to build needed infrastructure in existing Customer owned easement as necessary and only after required permits have been approved. 15. Customer's Traffic Infraction Enforcement Officer(s) shall process each potential violation in accordance with State Law and/or Customer Ordinances within five (5) days (excluding Saturday, Sunday and City observed holidays) of its appearance in the Law Enforcement Review Queue, using ReclCheck to determine which Violations will be issued as Notices of Violation. 16. Within seven (7) days of the execution of Amendment No. 1 to the Agreement, Customer shall provide REDSPEED with a form of Uniform Traffic Citation that complies with the provisions of Chapter 316 of the Florida Statutes, with the understanding that some modifications may be necessary to enable use with REDSPEED's systems. 17. Customer shall provide REDSPEED with instructions or specifications for the treatment of affidavits, with the understanding that any modifications that are necessary to ensure compatibility with REDSPEED's processes are subject to the City's approval or disapproval. 18. Police Department workstation computer monitors for citation review and approval should provide a minimum resolution of 1280 x 1024. 19. For optimal data throughput, Police Department workstations should be connected to a high-speed Internet connection with bandwidth of T-1 or greater. 20. Police Department shall provide signatures of all authorized police users who will review events and approve citations on forms provided by REDSPEED. 21. If Customer does not provide payment processing services, Customer shall use REDSPEED payment processing services. The fees for lockbox credit card services are included as part of the fixed fee structure. 22. All Uniform Traffic Citation hearings/proceedings shall be conducted in accordance with the laws of the State of Florida. REDSPEED shall not be required to provide a judge or hearing officer or adjudication facilities to schedule and hear disputed Uniform Traffic Citations. 23. Customer shad handle inbound and outbound phone calls and correspondence from defendants who have questions about disputes, and other issues relating to citation adjudication. Customer may refer citizens with questions regarding REDSPEED or IPE System technology and processes to websites and/or toll-free telephone numbers provided by REDSPEED for that purpose. 24. Any potential, one time, direct costs to REDSPEED to develop an Interface between the Customer's computer system will be initially paid by REDSPEED and any such reasonable costs will be reimbursed to REDSPEED in addition to its normal fees, upon receiving the appropriate prior approval of the City. 25. If remote access to the REDSPEED IPE System is blocked by Customer network security infrastructure, the Customer's Department of Information Technology shall coordinate with REDSPEED to facilitate appropriate communications while maintaining required security measures. EXHIBIT Ai Page 15 117 RedSprse& FI®rlda,*LLC SCHEDULE 1 SERVICE FEE SCHEDULE The Customer agrees to pay REDSPEED the Fee(s) as itemized below: 1. Description of Pricing Fees are based on per approach, per month, pro -rated for cameras installed mid -month, and are as follows: Fiat Fee Blended Pricing # of Cameras Flat Fee Price Per Month Per Approach 1 to 5 $3,900 6 to 10 $3,800 11 to 20 or more $3,500 A $4.00 per Certified Mailing, no receipt Service Fees Include: Fee includes all costs required and associated with camera system installation, maintenance and on-going field and back-office operations. Includes red-light camera equipment, installation, maintenance, violation processing services, DMV records access, mailing of required documents, lockbox and credit card processing services, call center support for general program questions, public awareness program support and access to web -based IPE System for Traffic Infraction Enforcement Officer review 2. Cost Neutrality: REDSPEED will maintain an accounting of any net balances owed to REDSPEED each quarterly billing period. If the total amount of funds collected for all Cameras during any quarterly period is less than the amount of REDSPEED's invoices for the same quarterly period, REDSPEED will waive the difference. 3. Optional Services: License Plate Reader module: $200 per month per approach. (RedSpeed will install 6 LPR modules at no cost to the Customer). 4. Technology Upgrades: REDSPEED will provide free technology upgrades at no cost to the Customer when they become available to REDSPEED. EXHIBIT Page 16117 RedSp ee& Flarida,LLC Exhibit B ENFORCED APPROACHES 1. SB S Tuttle Ave @ Bahia Vista St. 2. EB Bahia Vista St @ S Tuttle Ave. 3. NB S Tuttle Ave. @ Bahia Vista St. 4. NB N Washington Blvd @ Fruitville Rd. 5, EB Fruitville Rd @ N Washington Blvd. 6. WB Fruitville Rd @ N Tuttle Ave. 7. NB N Tamiami Trail / US 41 @ University Pkwy. 8. SB N Tamiami Trail / US 41 @ University Pkwy. 9. SB N. Washington Blvd @ 17th St. 10. NB S. Tamiami Tr. / US 41 @ Siesta Dr. 11. SB N. Beneva Rd. @ Fruitville Rd. 12. NB S Tamiami Trail / US 41 @ Bee Ridge Rd. 13. SB S Tamiami Trail / US 41 @ Bee Ridge Rd. 14. WB Bee Ridge Rd @ S Tamiami Trail / US 41. 15. SB N. Lockwood Ridge Rd. @ Fruitville Blvd. 16. WB Fruitville Rd. @ N. Lockwood Ridge Rd. 17. SB N. Tuttle Ave. @ Fruitville Rd. 18. EB Fruitville Rd. @ N. Lockwood Ridge Rd. 19. NB S. Tamiami Tr. / US 41 @ Bahia Vista St. 20. SB S. Tamiami Tr. / US 41 @ Bahia Vista St. EXHIBIT B Page 17 117 DocuSign Envelope ID: 98F47575-4535-4A85-8322-8D8C97C4397C THIRD EXTENSION OF AGREEMENT FOR RED LIGHT CAMERA ENFORCEMENT SERVICES THIS THIRD EXTENSION OF AGREEMENT FOR RED LIGHT CAMERA ENFORCEMENT SERVICES, made and entered into on _17 July 2023 by and between the CITY OF SARASOTA, FLORIDA, a municipal corporation, hereinafter referred to as "CITY," and REDSPEED FLORIDA LLC, a Florida limited liability company, hereinafter referred to as "CONTRACTOR". WITNESSETH: WHEREAS, CITY and CONTRACTOR entered into an Agreement for Red Light Camera Enforcement Services dated January 25, 2018, as well as a First Extension thereof dated April 29, 2021 and a Second Extension thereof dated February 26, 2022, hereinafter collectively referred to as the Agreement, by which CONTRACTOR provides for the implementation, administration and servicing of an automated red light camera enforcement system for CITY pursuant to RFP #17- 29DD; and WHEREAS, the Agreement, by its terms, is set to expire on April 30, 2023; and WHEREAS, CITY and CONTRACTOR desire to enter into this Third Extension so as to extend the term of the Agreement for the third of up to three additional one-year periods. NOW, THEREFORE, IN CONSIDERATION OF THE FOREGOING AND THE MUTUAL COVENANTS CONTAINED HEREIN, IT IS AGREED AS FOLLOWS: Section 4, Term, of the Agreement is hereby modified so as to extend the term thereof for the third of up to three (3) additional one-year periods. As modified, said Section 4 will provide as follows: 4. Term: The term of this Agreement commenced on March 1, 2018, and the Project Scope of Services commenced on May 1, 2018. This Third Extension will become effective on May 1, 2023 and will expire at 11:59 p.m. on April 30, 2024. This Agreement cannot be extended. This Third Extension will relate back to, and become effective as of, May 1, 2023 without regard to the date of execution. 2. Except as expressly set forth herein, all of the terms, covenants and conditions of the Agreement are hereby ratified and confirmed by CITY and CONTRACTOR and each, by the DocuSign Envelope ID: 98F47575-4535-4A85-8322-8D8C97C4397C execution of this Third Extension of Agreement for Red Light Camera Enforcement Services, hereby signifies their intent to be bound thereby. IN WITNESS WHEREOF this Third Extension of Agreement for Red Light Camera Enforcement Services has been signed and sealed, in duplicate, by the respective parties hereto. DATED on 17 July 2023 by the City of Sarasota, Florida. DATED on 06 Jul; 202 1 by Redspeed Florida LLC. ATTEST: DocuSlgned by: By: �iI=, z RaylaSUqriggs City Auditor and Clerk Approved as to form and correctness By: �DocuSigned by: �It 8 034BE83COOD6440... City Attorney Tammy's Files\Agreements\P-T\RedSpeed - 3 extend (3/28/23) 2 CITY OF SARASOTA, FLORIDA DocuSigned by: By:—ak g3.&.o 9 �att e assKyfe... Mayor REDSPEED FLORIDA LLC DocuSlgned by: ByI1 71CA1009D13841D... Robert Liberman Program Manager Certificate Of Completion Envelope Id: 98F4757545354A85B3228D8C97C4397C Subject: Red Light Camera Enforcement 17-29DD Source Envelope: Document Pages: 2 Signatures: 4 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC -05:00) Eastern Time (US & Canada) Record Tracking Status: Original Holder: Carlos Marmolejos 06 July 2023 113:36 Carlos.Marmolejos@sarasotaFL.gov Signer Events Signature Rex Troche Completed Rex.Troche@sarasotaFL.gov Chief Security Level: Email, Account Authentication Using IP Address: 170.55.157.162 (Optional) Signed using mobile Electronic Record and Signature Disclosure: Accepted: 06 July 2023 115:55 ID:7d32eeac-d886-4a2a-a343-2d4ffOb9d12a Robert Liberman Robert.liberman@redspeed-USA.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 06 July 2023 115:59 ID:dda9ed70-5747-4c88-9c57-701b866edeee Carlos Marmolejos Carlos.Marmolejos@sarasotaFL.gov Assistant Purchasing General Manager City of Sarasota Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Krista Ford krista.ford@sarasotafl.gov Signing Group: CAC Contract Processing Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign igned by: Er7D1_CAu81009D13841D V% illa... Signature Adoption: Pre -selected Style Using IP Address: 70.35.83.191 Signed using mobile Completed Using IP Address: 163.116.250.43 Completed Using IP Address: 199.181.82.4 Docu ftntl Status: Completed Envelope Originator: Carlos Marmolejos 1565 1 st Street Sarasota, FL 34236 Carlos.Marmolejos@sarasotaFL.gov IP Address: 163.116.250.43 Location: DocuSign Timestamp Sent: 06 July 2023 113:41 Viewed: 06 July 2023 115:55 Signed: 06 July 2023 115:59 Sent: 06 July 2023 15:59 Viewed: 06 July 2023 115:59 Signed: 06 July 2023 116:00 Sent: 06 July 2023 116:00 Viewed: 06 July 2023 116:01 Signed: 06 July 2023 116:01 Sent: 06 July 2023 116:01 Resent: 06 July 2023 16:12 Resent: 07 July 2023 107:43 Viewed: 07 July 2023 108:41 Signed: 07 July 2023 108:47 Signer Events Signature Kyle Battie Sied bbKyle.Battie@sarasotaFL.gov Mayor [Docu s'� ""- 29ENSEOMD495 . Signing Group: City Mayor Security Level: Email, Account Authentication Signature Adoption: Drawn on Device (Optional) Using IP Address: 199.181:82.4 Signed using mobile Electronic Record and Signature Disclosure: Not Offered via DocuSign Shayla Griggs shayla.griggs@sarasotafl.gov City Auditor and Clerk City of Sarasota Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Robert Fournier Robert. Fournier@sarasotaFL.gov City of Sarasota Signing Group: Attorney Contracts Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign E OeuSigned by - (9(v F�jA0,75932 Signature Adoption: Uploaded Signature Image Using IP Address: 163.116.250.41 Doeuellgned by: E b�at V1b1AYUuf V 034BE83CDOD0440... Signature Adoption: Pre -selected Style Using IP Address: 73.27.231.192 Timestamp Sent: 07 July 2023 108:47 Resent: 10 July 2023 116:10 Resent: 11 July 2023 109:38 Resent: 12 July 2023 113:06 Resent: 17 July 2023 110:51 Viewed: 17 July 2023 115:01 Signed: 17 July 2023 115:01 Sent: 17 July 2023 115:01 Viewed: 17 July 2023 115:07 Signed: 17 July 2023 115:07 Sent: 17 July 2023 115:07 Viewed: 17 July 2023 121:20 Signed: 17 July 2023 121:21 In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Nick DazioC Sent: 17 July 2023 121:21 COPIED Nick.Dazio@sarasotaFL.gov Viewed: 18 July 2023 107:01 City of Sarasota Signing Group: Records Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered via DocuSign Witness Events Signature Timestamp Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted 06 July 2023 113:41 Certified Delivered Security Checked 17 July 2023 121:20 Signing Complete Security Checked 17 July 2023 121:21 Envelope Summary Events Status Timestamps Completed Security Checked 17 July 2023 121:21 Payment Events status Timestamps __. _. Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 14 February 2019 113:49 Parties agreed to: Rex Troche, Robert Liberman ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Sarasota (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through the DocuSign system. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure (ERSD), please confirm your agreement by selecting the check -box next to `I agree to use electronic records and signatures' before clicking `CONTINUE' within the DocuSign system. 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By selecting the check -box next to `I agree to use electronic records and signatures', you confirm that: You can access and read this Electronic Record and Signature Disclosure; and You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and Until or unless you notify City of Sarasota as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of Sarasota during the course of your relationship with City of Sarasota. • FLO City of Sunny Isles Beach 18070 Collins Avenue Sunny Isles Beach, Florida 33160 (305) 947-0606 City Hall (305)949-3113 Fax MEMORANDUM TO: Honorable Mayor and City Commissioners VIA: Stan Morris, City Manager FROM: Edward Santiago, Chief of Police DATE: January 18, 2024 RE: Agreement with Redspeed Florida LLC for Red Light Cameras RECOMMENDATION: Staff recommends approval of this Resolution. REASONS: The Police Department is seeking to enter into a contract with Redspeed Florida LLC to install red ligh cameras and monitor and enforcement red light violations. The contract will piggyback the City of Sarasota acquired via RFP 17-29DD. The term for this agreement will be for thirty-nine (39) month: beginning on the day of the first issued citation and can be extended for an additional five (5), one- year renewals. Of particular interest is the ability of the City to terminate the agreement without any financial liability to the vendor after the first 12 months of the agreement. The monthly fees are as follows: # of Cameras (flat fee per approach) 1 to 5- $3,900 6 to 10- $3,800 11 to 20 or more- $3,500 After conducting a traffic study with the vendor, we are looking to install cameras at the following approaches initially: 183rd Street and Collins Northbound 183rd Street and Collins Southbound Item Number: 10.13 72 Sunny Isles Beach Boulevard at the 200 Block 159th Street and Collins Northbound 159th Street and Collins Southbound 193rd Street and Collins Southbound The overall cost of the red-light program is $889,200.00, for the initial thirty-nine (39) month term. However, there is also a cost neutrality clause which indicates that if the amount of revenue generated by the cameras is less than the monthly fee, the vendor will waive the difference, reducing the overall cost of the red-light program. FUNDING SOURCE: Funds have been appropriated in account no. 001-3-5210-XXXXXX-XXXXX. ATTACHMENTS: Resolution Agreement Item Number: 10.6 73