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HomeMy WebLinkAboutReso 2009-1403 RESOLUTION NO. 2009- J.W A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, RATIFYING THE PURCHASE OF A LUKE MASTER METER FROM PARKER SYSTEMS AND THE EMS SERVICES AGREEMENT WITH DIGITAL PAYMENT TECHNOLOGIES CORP., IN AN AMOUNT NOT TO EXCEED FIFTEEN THOUSAND DOLLARS ($15,000.00); ATTACHED HERETO AS EXHIBIT "A"; 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 needed to purchase a master meter for the municipal parking lot located behind Walgreen's along 175 Terrace; and WHEREAS, staff obtained three quotes and Parker Systems had the lowest responsive responsible quote, and was willing and able to provide the desired services; and WHEREAS, Parker Systems submitted a proposal to the City to provide a Luke Master Meter for the municipal parking lot in an amount not to exceed Fourteen Thousand One Hundred Fifty-Nine Dollars ($14,159.00) attached hereto as Exhibit "A"; and WHEREAS, the City entered into an Enterprise Management System (EMS) Customer Agreement with Digital Payment Technologies Corp. (DPT) for installation, operations, administration and support for the EMS Units including on-line, real time, credit card processing, real time monitoring and alarm messaging, and reporting modules, for a monthly fee of Seventy- Five Dollars ($75.00) for twelve (12) months, attached hereto as Exhibit "B". NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Ratify the Purchase and Agreement. The City Commission hereby ratifies the purchase of one (1) Luke Master Meter from Parker Systems, and the EMS Services Agreement with Digital Payment Technologies Corp. in an amount not to exceed Fifteen Thousand Dollars ($15,000.00), attached hereto as Exhibit "A" and Exhibit "B" respectively, be and the same, are hereby approved Section 2. Authorization of City Manager. The City Manager is hereby authorized to do all things necessary to effectuate the terms of this Resolution Section 3. Effective Date. This Resolution shall become effective upon adoption. PASSED AND ADOPTED this 16th day of April 2009. R2009- Ratify Purchase Of Master Meter From Parker And EMS AgmtRatify Mastcr Meter Purchasc Pagc 1 of 2 ATTEST: ~f\~ Jane A. Hines, City Clerk AS TO FORM U ICIENCY: Moved by: rJ\~ f1..e~-z.11J Seconded by: Vl Q rI\ o.J.j[<< T r{ M- ~ Vote: C;-O Mayor Edelcup Vice Lewis Thaler Commissioner Brezin Commissioner Ooodman Commissioner Scholl --1L.(Y es) L/(Yes) V (Yes) t/(Y es) J/'(Y es) _(No) _(No) _(No) _(No) _(No) R2009- Ratify Purchase Of Master Meter From Parker And EMS l\gmtRatify Master Meter Purchase Page 2 of 2 -~~ PARKER SYSTEMS PRICE SUMMARY SUNNY ISLES BEACH, FLORIDA March 13, 2009 ITEM DESCRIPTION QUANTITY PRICE LUKE Multi Space Paystation Confgured with: Solar Power " . Multi Lingual Credi Card Reader t/' Bill Acceptor and 1000 Note Bill Stacker v Pay Station License (1) Spare 1000 Note Bill Stacker Freight, Start Up, Testing and Training 1 $11,227.00 v $932.00 ~QQe Tim.e_Cbarges: ! - - - - ~MS..(Enterprise Management.Software) - - -1_ - _$J.,OOO.OD..J 'iBO_s~S1B-:acKOfficeSy'stgrn....Q.ottw_~) _ : _ -:-.. -= _ -L -=-=. - $T:-OUO-:-OO=: J TOTAL (1) Machine $14,159.00 Exhibit "A" Q DIGITAL)) mllill , ~ , \ ~ . ~ ~! 1- :~ ,.. :.; . ~ ;~ < , ~ ~ ~ 1 . . Digital Payment Technologies (OPT) created LUKE to improve on-street parking for both municipalities and parkers. LUKE is an effective solution to the growing challenges in municipal parking. Our technology gives LUKE significant advantages, including the RADIUS power management system for pay station deployment in low sunlight conditions, real-time credit card authorization, and remote rate configuration. LUKE has a large, full-color screen that's easy to read and can be programmed with prompts in different languages. And LUKE is available in almost any color. i''i f ~/=~. ~ r; 1.;....--;:- ~ ' . .......- #~ \ \ .,\ , \ , \ \ ....01 .................................................................................................... The LUKE Pay Station Parkers prefer LUKE because it provides: . a design that's easy to recognize as a pay station . large, full-color screen that's easy to read . a better user experience . prompts in different languages . standard payment options including coins, bills, and credit cards . advanced payment options such as smart cards or value cards Municipalities and institutions choose LUKE because it provides: . theft-proof design to protect coins and bills . high levels of encryption for data security . reduced street clutter . improved aesthetics, including custom color options . better user compliance Parking operators appreciate LUKE because it provides: . the ability to configure rates remotely - by date, time and payment type . Pay-and-Display and Pay-by-Space modes . integration with industry leading enforcement systems . real-time credit card processing . Payment Card Industry (PCI) compliance . reduced maintenance and collection costs . RADIUS power management system . complete audit control . real-time reporting and alarming Connect with LUKE The LUKE pay station can work in different modes. Stand-Alone Data is collected manually in an easy and efficient process. Our clients are provided with comprehensive management, reporting, and configuration control. Credit card transactions are processed in batches. Rates and messages are created offline and transferred via sneaker- net. Stand-alone systems can be easily up- graded to online systems when required. Online We developed our Enterprise Management System (EMS) to give LUKE online capabilities. With EMS, you can use the Internet to manage your parking systems. EMS can connect you directly to your pay stations - each station can advise you when repairs are required and when they should be emptied. No additional hardware is required - LUKE is EMS-ready and just needs a simple Ethernet connection to the Inter- net. Server Option The Enterprise Server option of our EMS service gives our clients the option to own their own server and online software. This option provides clients with complete control over all data and can be very cost-effective in municipal or campus deployments. LUKE Specifications . Cabinet - 12 gauge cold rolled or stainless steel with no pry points . Payment Options - Coins, Bills, Credit Cards, Smart Cards, Value Cards . Card Reader - Cards are not ingested - no moving parts. Reads Track 1 , 2 and 3 of all magnetic stripe cards conforming to ISO 7810 and 7811. Reads and writes to chip-based smart cards conforming to ISO 7810 and 7816 . Note Stacker - 1 ,000 bill capacity . Printer - 2" receipt width . Display - Color LCD with 640 x 480 resolution - monochrome LCD optional . Keypad - Tactile buttons . Locks - Can be re-keyed twice without removing lock cylinder . Communications - GSM/GPRS, COMA, 802.11 bIg Wi-Fi, Metro Scale Wi-Fi Networks, Ethernet . Environmental Specifications - -400 F to +1400 F (-400 C to +600 C)* and up to 85 percent relative humidity (non-condensing) . Power - AC 120 V, 60 Hz for charging battery or integrated solar panel (20 W) . Operation Modes - Pay-and-Display and Pay-by-Space . Multilingual Option - Up to four languages using roman or non-roman characters . Audible Alarm - Senses shock and vibration . Online Option - EMS integration to provide real-time credit card processing, real-time reporting, maintenance and security alarms, remote rate configuration, OPT Web Services integration with third-party technologies, and more . Color - Custom colors available . Instruction Panel - Customizable . Standards - PCI compliant, UUCSA approved, ADA compliant -40' F (-40' C) based on separately purchased heaterlinsulator option. Low end of range is -4' F (-20' C) ambient without heaterlinsulator option. Digital Payment Technologies Corp. We are an industry leader in the design, manufacture, and distribution of multi-space pay stations, parking management software, and online services. From our beginnings with the Intella-Pay, we've grown to become a leading supplier of innovative parking pay station solutions. We offer an expanded range of Web-based applications and integration with third-party technologies in such areas as smart cards, communications protocols, and enforcement systems. We're always exploring new ways to add value to our products: . first North American on-street parking pay station integrated with a metro-scale Wi-Fi network . first to enable clients to host their own server for online services . first to integrate a color screen into a multi-space on-street parking pay station . first to develop integration between pay stations and Pay-by-Phone parking so enforcement data can be automatically consolidated for both systems Our products are supported by outstanding customer service. We're available to help you around the clock with 24n telephone support. Our Customer Service Support Portal allows you to e-mail support questions, check the status of your helpdesk ticket, download product documentation, browse knowledgebase articles, and access live remote support. We also have a growing network of resllers to provide local sales and on-site support. g D1GITAL)> To learn more about LUKE, please call 888-687-6822 or visit our Web site at www.digitalpaytech.com. PAYMENT TECHNOLOGIES ENTERPRISE MANAGEMENT SYSTEM CUSTOMER AGREEMENT THIS SERVICES AGREEMENT ("Agreement") is made upon the commencement of the first transaction through EMS (the "Effective Date"), between Digital Payment Technologies Corp. ("DPT"), a company organized under the laws of Canada with a business address of 4105 Grandview Highway, Burnaby, British Columbia V5C 6B4, and City of Sunny Isle Beach, Florida (the "Customer"), a Florida corporation with a business address of 18070 Collins Avenue, Sunny Isles Beach Florida 33160. All references herein to this "Agreement" include all of the Appendices to this Agreement. WHEREAS: 1, DPT provides installation, operations, administration and support for the Customer's EMS Units from DPT's central facility (the "Services"); and 2. The Customer desires to obtain the Services provided by DPT, in accordance with the terms and conditions as set forth in this Agreement. NOW THEREFORE, in consideration of the mutual terms and conditions contained herein, and other valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties agree as follows: 1. DPT SERVICES This Agreement contains the following appendices: Appendix A Appendix B Appendix C Appendix D Appendix E EMS Services Quotation Services Ownership of Software Licenses Software and Technical Support - Terms and Conditions Contacts and List of Authorized Personnel i i I- 2. CUSTOMER'S RESPONSIBILITIES (1) In connection wIth the Services to be provided by DPT hereunder, the Customer agrees to provide the following: (a) necessary cooperation to access the Customer's networks, servers, facilities and personnel as required for DPT to provide the Services; (b) necessaty application licenses for all of the Customer's software (including third party software) that is to be hosted and managed by the Application Service Provider; and (c) Installation and delivery at the Customer site to be completed in accordance with this Agreement. (2) Prior to installation I the Customer is responsible for: Exhibit "B" Enterprise Management System Customer Agreement Page 2 (a) installation of 110 volt grounded power supply to each of the PCs, workstations, terminals, routers, hubs and modems (b) Standard wiring (minimum), including connection points for ttle computer equipment; (3) Authorization and Security Issues. The person(s) authorized by the Customer to order new Services, change existing Services or terminate Services on behalf of the Customer (and the Customer's employees and affiliates) is (are) designated on Appendix E. The designated person(s) may delegate the authority to order new services, change existing services, or terminate the Services to other individuals within the Customer's organization. The Customer shall notify DPT immediately in writing of any such changes. For purposes of this Agreement, notification by facsimile shall be considered as written notification of delegation of authority followed by original via mail. f I I I (4) The Customer will assign and maintain security levels for the different locations and entities within the Customer's organization. Implementation of such security levels shall be done by the Customer. (5) The Customer will establish non-disclosure and security agreements with its employees. DPT shall have no liability for any breaches of such agreements by the Customer or its employees. 3. FEES AND PAYMENTTERMS (1) DPT estimates the installation, and system start-up at the Enterprise Management System (EMS) data centerto be approximately five days. (2) During the Minimum Term as defined in Section 9, fees payable by the Customer will be based on the number of DPT EMS Units purchased by the Customer connected to the EMS, and will be calculated in accordance with Appendix A attached hereto. For purposes of this Agreement, an "EMS Unit" shall mean one (1) payment station connected to the EMS. DPT agrees that the foregoing fees shall be fixed during the Minimum Term and will be renegotiated upon conclusion of the Minimum Term. The Customer agrees that during the Minimum Term it will pay for the minimum number of EMS Units as designated in Appendix A. If contract is terminated, the remaining balance of contract, based upon the Minimum Term, is immediately rayable to DPT. 4. TIMELY PERFORMANCE AND COOPERATION DPT shall use all reasonable efforts to perform the Services in a timely manner, and the Customer shall use all reasonable efforts to cooperate with DPT and fulfill its responsibilities as stated elsewhere in this Agreement in connection with the provision of such Services. 5. INDEPENDENT CONTRACTOR STATUS DPT shall perform all Services under this Agreement as an "independent contractor" and not as an agent of the Customer. Nothing herein shall be construed to create any legal partnership, Joint venture, agency or Enterprise Management System Customer Agreement Page 3 any other relationship between DPT and the Customer. Neither DPT nor the Customer shall at any time have the power to bind the other party. 6. REPRESENTATIONS AND WARRANTIES; LIMITATIONS OF LIABILITIES (1) The Customer represents and warrants to DPT that: (a) It has all corporate authority to enter into and perform its obligations under this Agreement; r I ! (b) It Is expressly and exclusively responsible for managing its own business; (2) DPT represents and warrants to the Customer that: (a) DPTtypically achieves 99.99% reliability. Application availability is defined as application delivery to the router on the Customer's premises outside of scheduled maintenance upgrades for which clients are notified of in advance. DPT is not responsible for any outage at the Customer premise including internal network (uLAN"), local infrastructure or facilities. The determination of down-time is based on the Customer notification to DPT's technical support center during Working Hours. (b) In the event viruses are detected in the Customer's local client environment managed by DPT, DPT may be required to secure the systems by denying access to infected users. If the virus infection is traced back to the Customer, the Customer will be invoiced according to the price contained in the Customer Warranty Agreement for remedying the virus. (c) DPT has all corporate authority to enter into and perform its obligations under this Agreement; ~ (d) For the systems and software being licensed to the Customer, excluding the Customer owned/leased software, DPT owns the rights to its systems and either owns or is licensed to lise, and during the term of this Agreement will continue to own or be licensed to use, in the manner contemplated by this Agreement, any software used in the provision of the SelVices to the Customer. DPT hereby agrees to indemnify and hold the Customer harmless from any and all claims, lawsuits, liabilities, expenses, costs, damages and fees arising from or in connection with DPT's violation of this warranty, Furthermore, and without limiting the rights of the Customer under Section 9, if DPT is in violation of this warranty, DPT will, prior to the termination of this Agreement and pursuant to Section 9, either procure the right to use the system or any other software used in the provision of Services to the Customer, or will develop an alternative approach that does not violate the rights of the other party while providing the Customer with similar Services. (e) DPT guarantees that it will initiate efforts to resolve System problems in accordance with DPT's standard warranty agreement. Application availability at the desktop excludes the Customer provided hardware and applies to only those applications that form part of DPT's Services profile listed in Appendix B. - Enterprise Management System Customer Agreement Page 4 (f) In no event shall either party be liable to the other for any loss or injuries to earnings, profits or goodwill, or for any consequential, exemplary, special, incidental or punitive damages of any person or entity (including damages for loss of business profits, business Interruption, loss of business information, and the like) whether arising in contract, tort or otherwise, even jf either party has been advised of the possibility of such damages. OPT shall not be liable for any claim arising from the use of software or data which has been modified by anyone other than OPT, Its agents, assigns or subcontractors, or for any claim arising from the use of any software developed or modified by customer, its agents, assigns or subcontractors, or which has been provided to or acquired by customer under any license or otherwise from any third party. (g) OPT shall not be responsible for, expressly or impliedly, any contractual obligation or liability of any kind whatsoever of the Customer or the Customer's employees or agents. The Customer hereby agrees to indemnify and hold OPT harmless from any and all claims, losses, lawsuits, liabilities, expenses, costs, damages and fees (including attorney's fees) arising from the Customer or the Customer's employees' and/ or agents' activities with respect to breaches of the warranties hereunder, or any errors and omissions in using the Services provided hereunder in connection with the Customer's provision of services to any third party. (h) The limitations set forth in this section shall apply even if other remedies fail of their essential purpose. 7. CONFIDENTIALllY (1) Subject to any contrary requirement of law and the right of each party to enforce its rights hereunder in any legal action, each party shall keep strictly confidential, and shall cause and require its employees, agents and consultants to keep strictly confidential, any and all information which it or any of Its employees or agents may acquire pursuant to, or in the course of performing its obligations under, any provision of this Agreement; provided, however, that such obligation to maintain confidentiality shall not apply to information which at the time of disclosure was in the public domain not as a result of acts by the receiving party. Each party acknowledges that the unauthorized disclosure or use of confidential information or the other party would cause irreparable harm and significant injury to the non-disclosing party that may be difficult to compensate. Accordingly, each party hereto agrees that the non-disclosing party shall have the right to seek and obtain temporary and permanent injunctive relief In addition to any other rights and remedies it may have. For purposes hereof, the obligation of confidentiality shall not apply to information that is; (a) In the public domain at the time of disclosure; (b) Has been lawfully obtained by the disclosing party from a third party under no obligation of confidentiality; or Enterprise Management System Customer Agreement Page 5 (c) Is required to be disclosed pursuant to a duly authorized subpoena, court order, or government authority, or under the Freedom of Information Act, whereupon the non- disclosing party shall provide prompt written notice to the disclosing party prior to such disclosure, so that the disclosing party may seek a protective order or other remedy. (2) In the event a protective order is inappropriate or another remedy is not obtained, the non- disclosing party agrees to disclose only that portion of the Confidential Information which Is required. Confidential information provided by OPT to the Customer shall specifically include, but not be limited to, all application technology, software and all related manuals, documentation, memoranda, report formats proposals and contracts and any other information provided by OPT in any form. Notwithstanding any other provision of this Agreement, each party hereto agrees to indemnify the other party for all costs and damages of any kind whatsoever, including, without limitation, lawyers' fees and expenses, incurred by such other party as a result of any breach of confidentiality by the indemnifying party of its obligations under this Section 7. (3) OPT warrants that all Information stored regarding the operation of the Customer's EMS Units will be fully protected and will at no time be accessible to any party other than those listed in Appendix E and appropriate staff of OPT. 8. SOFTWARE LICENSES, TITLE AND DOCUMENTATION (1) The application technology, software and related documentation used or developed by OPT, including any software or documentation developed by or on behalf of OPT at the request or suggestion of the Customer and any software and documentation provided to the Customer by OPT, and all copies thereof (collectively the "EMS Software"), excepting the Software Products (defined below), are proprietary to OPT and title thereto remains in OPT. All applicable rights to patents, copyrights, know-how, trademarks and trade secrets for all such EMS Software are and shall remain in OPT. I l I (2) The Customer hereby acknowledges that certain licensed software products and documentation therefore ("Software Products") have been or may, in the future, be licensed for use by the Customer or OPT from certain third parties (each a "Licensor" and collectively, the "Licensors") under the terms of license agreements of various dates (each a "License Agreement" and collectively, the "License Agreements"). The Customer acknowledges that the License Agreements contain and constitute valuable trade secrets and confidential information belonging to the Licensors and that all applicable rights In the patents, copyrights, trademarks and trade secrets in such software products are, and will remain the Licensors. The Customer's use of any such Software Products hereunder are subject to the terms and conditions of the applicable License Agreement for such Software Products, and OPT makes no additional representations or warranties regarding such Software Products. (3) Without limiting the generality of Section 7 hereof, the Customer hereby agrees: (a) to use its best efforts to keep confidential EMS Software and any Software Products licensed under the License Agreements, and to abide by and comply with the nondisclosure and Enterprise Management System Customer Agreement Page 6 confidentiality provisions of this Section 8 both with respect to EMS Software and also with respect to Software Products covered by the License Agreements, (b) Not to use such licensed Software Products or EMS Software, except as contemplated by this Agreement. (4) The Customer and OPT are responsible for third party licenses as individually defined in Appendix C. Each part in the Agreement covers the cost of acquiring the necessary licenses according to the Agreement. (5) Liabilities - Licenses. The party responsible for the licensed Software product according to Appendix C shall cover liabilities occurring because of breach of license terms. This includes consequential damage. 9. TERM AND TERMINATION (1) OPT may terminate this Agreement upon immediate occurrence of the following events: (a) If the Customer fails to perform obligations hereunder or materially breaches any terms or condition of this Agreement; (b) If the Customer becomes insolvent, enters into an assignment for the benefit of Its creditors or commences bankruptcy proceedings, whether voluntary or involuntary; (c) If the representations and warranties made by the Customer in this Agreement are not true and correct in all material respects. (2) The Customer may terminate this Agreement upon the occurrence of one or more of the following events: (a) If OPT fails to address and resolve application specific issues within 30 days after receipt of notice from the Customer; (b) If DPT becomes insolvent, enters into an assignment for the benefit of its creditors or commences bankruptcy proceedings, whether voluntary or involuntary; (c) Upon 30 days written notice of cancellation to OPT. (3) Minimum Term is defined to be one full calendar month from the Effective Date of this Agreement. (4) If this Agreement is terminated by OPT prior to the expiration of the Minimum Term for the reasons described in Section 9(1)(a) through (1)(c) above or the Customer for reasons other than as described in Section 9(2)(a) above, the Customer agrees to be responsible for and pay OPT the fees pursuant to Section 3 hereof for the duration of the Minimum Term. (5) In the event of any termination of this Agreement, DPT shall be entitled to payment and the Customer shall be obligated to pay for any and all SelVices rendered by DPT under this Agreement Enterprise Management System Customer Agreement Page 7 prior to the date of such termination. Additionally, notwithstanding any termination of this Agreement, the provisions set forth in Sections 6, 8 and 15 of this Agreement shall survive such termination and remain In full force and effect. (6) Upon termination of this Agreement, DPT may be requested by the Customer to return all of the Customer's data in a CSV file format for $500. 10. FORCE MAJEURE r- Neither party shall be responsible for any delay or failure of performance resulting from any events or conditions not reasonably within the control of such party, which events or conditions prevent in whole or in part the performance by such party of its obligations hereunder or which renders the performance of such obligations so difficult or costly as to make performance commercially unreasonable. In :;uch event, the party affected shall be excused from performance on a day-to-day basis to the extent of such interference, and the other party shall likewise be excused from the performance of its obligations on a day-for-day basis to the extent such party's obligations relate to the performance so interfered with. I I r 11. ACCESS SECURITY STANDARDS The Customer agrees to impose upon Its computer equipment security standards reasonably acceptable to DPTto protect the Services from any unauthorized access or possible unauthorized access. 12. PARTIAL INVALIDITY The enforceability or invalidity of any provision of this Agreement shall not render any other provision hereof unenforceable or invalid. 13. THIRD PARTIES Nothing in this Agreement is Intended to confer any rights or remedies under or by reason of this Agreement on any persons other than the parties hereto and their respective legal representatives, successors, and permitted assigns, nor is anything in this Agreement intended to relieve or discharge the obligation/liability of any third persons to any party to this Agreement, nor shall any provision in this Agreement give any third persons any right or subrogation or action over or against any party to this Agreement. Enterprise Management System Customer Agreement Page 8 14. NOTICES All communications and notices provided for herein shall be in writing and shall be deemed to have been given when delivered personally to the applicable party, or received by facsimile and followed by registered or certified mail with return receipt requested, postage prepaid, and addressed to the applicable signatory at the address appearing at the end of this Agreement (or at such other address as any party may hereafter designate by notice to the other). r- 15. SUCCESSORS AND ASSIGNS; ASSIGNMENT This Agreement shall be binding upon and inure to the benefit of DPT, the Customer and their respective successors and assigns. The Customer may not assign or transfer its rights and obligations hereunder without the written consent of DPT, which shall not be unreasonably withheld, except in the case of the sale of all or substantially all of the business or assets of the Customer provided all of the Customer's rights or obligations to perform under this Agreement are binding on the Customer's transferee or assignee. 16. ENTIRE AGREEMENT I ~ This Agreement with Its attached Appendices sets forth and constitutes the entire agreement and understanding between the parties as to the subject matter hereof and supersedes all prior discussions, agreements and understandings, whether written or oral, and neither of the parties shall be bound by any conditions, definitions, warranties, understandings or representations with respect to such subject matter other than as expressly provided herein. 17. AMENDMENT This Agreement may be amended or modified only by a written instrument signed by DPT and the Customer. 18. SECTION HEADINGS The section headings used herein are for reference purposes only and shall not affect the meaning or interpretation of this Agreement. 19. GOVERNING LAW This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of New York. I Enterprise Management System Customer Agreement Page 9 20, COUNTERPARTS This Agreement may be executed In counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. . l ~ IN ~S WHEREOF, the undersigned have duly executed thiS Agreement on the ~ day of [I,.... , 20C8 effective as of the day and year first above written. DIGITAL PAYMENTTECHNOLOGIES CORP. By: uUutj) (Authorized Signatoty. 'iignature) Laura A. Colwill, CA CFO (Authorized Signatoty - Printed Name & Tit/e) Rick Conner, Acting City Manager (Authorized Signatory - Printed Name & Title d ~v11 'D4 Date APPROVED AS TO FORM AND LEGAL SUFFICIENCY ~""A.A ~~ ""aL -HANS OITINO'f, C 1\ ORNEY Appendix "A" - Schedule of EMS Services Below is a list of EMS Services to be provided per unit upon the Effective Date as set out in this Agreement and referenced in Sales Order #17275: I --.----.---. I Serial No. Reporting Credit Card Processing Monitoring & Alarming BIlling Date I I LUKE $75/month/unit for all three services Effective Date ---..- -. "-. EMS services are billable, monthly in advance, upon the Effective Date of the EMS services on the pay stations, as defincd in this Agreement. EMS services are payable the last day of the month. Any amounts unpaid after 30 days are subject to interest at 18% per annum. The Customer hereby agrccs to pay any interest incurred due to such late payment. Should there be any amounts remaining unpaid for greater than 90 days with regards to EMS services, the contractor has the right to terminate such services. DATED: ~ \.- tfo. 2Wf CllY OF SUNNY ISLES BEACH, FLORIDA I r I Rick Conner, Acting City Manager (Authorized SignatolY - Printed Name & Tit/e) Appendix uB" -Services Available The following EMS services are available with the LUKE and SHELBY product lines as of the date of this agreement. EMS Basic Includes the ability to: . Securely log into the system from anywhere using Internet Explorer S.x and newer with 128 bit SSL encryption . Create, delete and maintain user accounts . Configure rates, messages and other parking station information then remotely distribute It to your pay stations . Compile and retrieve valid / expired stall information for all pay stations using any pay station that is on the network . Allow parkers to add time to their permit from any pay station on the network ~ Real-time Credit Card Processing Includes the ability to: . Approve or decline credit card payments at the paystatlon in real time . Provide a bank generated authorization number printed on the permit at time of purchase . Refund credit card transactions via the EMS web application Real-Time Monitoring and Alarming Includes the ability to: . Use a web browser to retrieve the status of pay station resources such as door, printer, batteries, paper, cash receptacles, bill valldator, and shock alarms . Allow real time alarm notification to users via email or text message I i l I Reporting Includes the ability to: . Use a supported web browser to view, print or export current totals of permit sales in real time . View, print or export a copy of any Audit Report as soon as it is generated at the paystation . Query, view, print or export transaction details by setting, region, pay station transaction purchase or expiry time . View, print or export credit card processing details . View, print or export coupon usage details Appendix "8" - Services Page 2 Coupons Includes the ability to: · Specify the effective dates of coupon availability · Specify the number of times a coupon may be used (including unlimited) . Restrict access to rates based on a coupon number · Specify a percentage discount based on a coupon number · Specify a region, pay station or stall range for coupon validity Campus / Custom Card Processing Includes the ability to: · Accept Campus Value Cards based on any of the following systems: o Blackboard o TotalCard o NuVision · Accept custom coded mag-stripe cards with real-time authorization Pay By Cell Integration Includes the ability to: · Enable parkers to purchase parking via a pay by cell provider and have the transaction information integrated into the pay station network · Enable pay by cell transactions to be integrated Into pay station enforcement reports l , Appendix "C" - Ownership of Software Licenses Customer: Microsoft Internet Explorer Digital PaymentTechnologies Corp.: JBoss MySQL JASPER Reports Operating system (Redhat Enterprise Server, Solaris 10) f f ! I i-- I i Appendix "0" - Software and Technical Support Separate Agreement User support - terms and condition Basic application support: Workdays 07:30 am - 4:00 pm PT Included in basic service Technical support: Workdays 07:30 am - 4:00 pm PT Included in basic service 1. Support SelVlces: 1.1. OPT will provide technical support by telephone and email. DPT Is to be contacted by telephone at its telephone number for support services or by emall at helpdesk@digitalpaytech.com. If a DPT representative Is not available to take the call at the time it is made, the call will be returned. DPT's regular support hours are 7:30am to 4:00pm Pacific Time Monday through Friday (exclusive of holidays). During non-business hours, weekends and holidays, OPT will provide an emergency response pager service. Notification will be provided to clients if these hours change. 1.2. DPT will use commercially reasonable efforts to respond to calls and reply to emalls and to solve problems. The Customer will cooperate and work together with OPT to facilitate OPT's efforts to provide assistance and to meet the guidelines set forth In Appendix D or such other guidelines as OPT and the Customer may agree upon. However, OPT will not be in breach of its obligations under these Terms and Conditions or under the Standard One-year Limited Warranty or the Extended TelephonejEmall Support Packages if it falls to meet the guidelines set forth In Appendix 0 or such other guidelines. 2. Customer's OblIgatIons: Each Customer who Is a Licensee will provide notice in writing (including by emall) to OPT setting forth the names of the Licensee's Support Contacts, each of whom will be properly trained In the use and support of the relevant Payment Station and Software. DPT is authorized and directed by the Licensee to deal with such Licensee's Support Contacts. 2.2. When calling for technical support, the Customer will provide a detailed description of the problem and a summary of the basic troubleshooting that has already been tried. 2.1. I 1-. 2.3. The Customer and If the Customer is a Licensee, the Licensee's End-user, will be responsible for proper maintenance of the relevant Payment Station in accordance with OPT's recommendations and requirements forthe Payment Station and for keeping accurate and complete maintenance records forthe Payment Station. 2.4. The Customer and if the Customer is a Licensee, the Licensee's End-user, will be responsible for ensuring that the Software is installed on a computer that meets or exceed the minimum requirements outlined by OPT. The Customer acknowledges that upgrades to the Software and increases in the size of databases may require upgrades to the computer hardware. The Customer and If the Customer Is a Licensee, the Licensee's End-user, will be responsible for any upgrades to the computer that may be required. 2.5. The Customer and If the Customer is a Licensee, the Licensee's End-user, will also be responsible for the proper operation and maintenance of the Software In accordance with DPT's recommendations and Appendix liD" - Software and Technical Support Page 2 requirements, and for the proper operation and maintenance of the computer on which the Software is installed and the operating system and other software installed on such computer. 2.6. The Customer and If the Customer is a Licensee, the Licensee's End-user, will provide a high-speed Internet connection to enable OPT to perform remote diagnostics on the Sofuvare, If required. 2.7. The Customer and if the Customer is a Licensee, the Licensee' End-user, will ensure OPT is provided with any licenses, software and equipment required for OPT to reproduce any problems for which the Customer is seeking OPT's assistance. Appendix "E" - Contacts and List of Authorized Personnel The following person(s) are authorized by the Customer to order new Services, change existing Services or terminate Services on behalf of the Customer: Name Title ---_..- ....- RICK CONNER ACTING CITY MANAGER lTITIT (.0' .UL<n.L 1-1(.0'( OR UJ...... ROBERT SOLERA - ---~-- --. -.-----.-- - _____ _0_. The following person(s) are authorized by the Customer to request and receive a new administrator password should the Customer forget or lose the current password. It Is recommended that more than one name be provided In the event one of the authorized persons is not available. -- Name Title ". --- -.0.. - t- All communication regarding changes, additions or deletions to selVices or authorized individuals must be provIded on company letterhead with an authorized signature. City of Sunny Isles Beach City Commission Agenda 18070 Collins Avenue, Sunny Isle Beach, FL 33 160 (305) 947-0606 Phone (305) 949-3113 Fax AGENDA BILL REQUESTED ACTION Staff recommends that the City Commission ratify the purchase of a Luke Master Meter from Parker Systems and an EMS Services Agreement for the Municipal Parking Lot located along 175 Terrace, in an amount not to exceed Fifteen Thousand Dollars ($15,000.00). BACKGROUND The City of Sunny Isles Beach wishes to utilize the newly acquired lot on 175 Terrace (behind Walgreen's) as a municipal parking lot for residents and visitors. The installation of a master meter will provide for collection of an established per hour rate. Parker Systems provided a proposal to the City in the amount of $14,159.00, for a Luke Master Meter, and an EMS Services Agreement through Digital Payment Technologies Corp. in the amount of $75.00 per month, realizing a savings of $250.00 per month for service, as well as a total savings of $4,700.00 per meter for any meters purchased in the future. Parker Systems provides a "plug and play" machine and therefore the amount of service calls related to part replacement and malfunction will practically be eliminated. After proper training provided by Parker Systems, Parking enforcement personnel will be able to trouble-shoot the Master Meter and change any defective parts without the need to contact the company directly. In addition, the Master Meter provides other upgrades including a new digital color display which can be used to provide instant information about scheduled events in the City. EMS Services includes 1) on-line, real time, credit card processing, 2) real time monitoring and alarm messaging, and 3) reporting modules. Residents and visitors will also be able to purchase parking time via a cell phone, smart cards to be used at the meters, replenish them at the master meter, as well as have the advantage of pay and display or pay by space. The meter communicates via a cell line and the information is processed in-house. ADDITIONAL INFORMATION Funds are available in the Community Development R & M Equipment fund, account 10.700.5241. Three quotes were obtained for the same product and service as required by Chapter 62-7 of the City Code for items greater than $10,000 but less than $25,000. Parker Systems had the lowest quote for the same product. Funding required for this action: I $15,000.00 Source of funds: I 10.700.5241 Transfer Required: I No Amount of Transfer: I N/A Transfer from account number: I N/A To account number: I N/A For the Commission Meeting of: April 16, 2009 Inilials: ~ Agenda Item Submitted by: Robert C. Solera Number Title: Community Development Director lOB Approved by Finance Director: Doug Haag Inilials: I ~ I Approved by Acting City Manager: Rick Conner Initials: