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Backup Documents 11/10/2020 Item #11G ORIGINAL DOCUMENTS CHECKLIST & ROUTING SLIP TO ACCOMPANY ALL ORIGINAL DOCUMENTS SENT TO 1 G THE BOARD OF COUNTY COMMISSIONERS OFFICE FOR SIGNATURE Print on pink paper. Attach to original document. The completed routing slip and original documents are to be forwarded to the County Attorney Office at the time the item is placed on the agenda. All completed routing slips and original documents must be received in the County Attorney Office no later than Monday preceding the Board meeting. **NEW** ROUTING SLIP Complete routing lines#1 through#2 as appropriate for additional signatures,dates,and/or information needed. If the document is already complete with the exception of the Chairman's signature,draw a line through routing lines#1 through#2,complete the checklist,and forward to the County Attorney Office. Route to Addressee(s) (List in routing order) Office Initials Date 1. Risk Risk Management 2. County Attorney Office County Attorney Office / 7 4. BCC Office Board of County `-55 6 Commissioners � I s 4. Minutes and Records Clerk of Court's Office 41((1(a0O 2:25F1A 5. Procurement Services Procurement Services PRIMARY CONTACT INFORMATION Normally the primary contact is the person who created/prepared the Executive Summary. Primary contact information is needed in the event one of the addressees above,ma need to contact staff for additional or missing information. Name of Primary Staff Jessica Suarez/PURCHASING Contact Information 239-252-8407 Contact/ Department Agenda Date Item was November 10th,2020 Agenda Item Number 11.G. Approved by the BCC Type of Document AGREEMENT Number of Original ✓i Attached Documents Attached PO number or account N/A 20-063-NS N. HARRIS number if document is N. HARRIS COMPUTER to be recorded COMPUTER CORPORATION CORPORATION INSTRUCTIONS & CHECKLIST Initial the Yes column or mark"N/A"in the Not Applicable column,whichever is Yes N/A(Not appropriate. (Initial) Applicable) 1. Does the document require the chairman's original signature STAMP OK N/A 2. Does the document need to be sent to another agency for additional signatures? If yes, N/A provide the Contact Information(Name;Agency;Address;Phone)on an attached sheet. 3. Original document has been signed/initialed for legal sufficiency. (All documents to be JS signed by the Chairman,with the exception of most letters,must be reviewed and signed by the Office of the County Attorney. 4. All handwritten strike-through and revisions have been initialed by the County Attorney's N/A Office and all other parties except the BCC Chairman and the Clerk to the Board 5. The Chairman's signature line date has been entered as the date of BCC approval of the JS document or the fmal negotiated contract date whichever is applicable. 6. "Sign here"tabs are placed on the appropriate pages indicating where the Chairman's JS signature and initials are required. 7. In most cases(some contracts are an exception),the original document and this routing slip N/A should be provided to the County Attorney Office at the time the item is input into SIRE. Some documents are time sensitive and require forwarding to Tallahassee within a certain time frame or the BCC's actions are nullified. Be aware of your deadlines! 8. The document was approved by the BCC on 11/10/2020 and all changes made during N/A is not the meeting have been incorporated in the attached document. The County !� an option for Attorney's Office has reviewed the changes,if applicable. 9. Initials of attorney verifying that the attached document is the version approved by r✓ L �of BCC,all changes directed by the BCC have been made, and the document is ready for the % an option for Chairman's signature. i�` \ 1 '02Uiis line. Ris Ma .gement h IG Martha S. Vergara From: Martha S.Vergara Sent: Wednesday, November 18, 2020 8:12 AM To: SuarezJessica Subject: contracts Morning Jessica, I scanned the following contracts last night: #20-7678 Agnoli, Barber & Brundage #025-NS Hoover Pumping Systems #17-7198 Manhattan Construction, Inc. #20-7756 Ajax Paving Industries of FL #20-7787 Andrew Sitework #20-7691 RR Kimley-Horn Associates Thanks, Martha Vergara BMR &VAB Senior Deputy Clerk .va.t,y e« r Office: 239-252-7240 *mot �r , Fax: 239-252-8408 E-mail: martha.vergara@CollierClerk.com Office of the Clerk of the Circuit Court " • & Comptroller of Collier County dc �r+ <`�„ 3299 Tamiami Trail E, Suite #401 Naples, FL 34112 www.CollierClerk.com 1 1 1 ( MEMORANDUM Date: November 17, 2020 To: Jessica Suarez, Purchasing Technician Procurement Services From: Martha Vergara, Sr. Deputy Clerk Minutes & Records Department Re: Contract #20-063-NS "Software Maintenance Agreement" Contractor: N. Harris Computer Corporation Attached for your records is an original of the referenced document above, (Item #11G) adopted by the Board of County Commissioners on Tuesday, November 10, 2020. The Board's Minutes & Records Department has kept an original as part of the Board's Official Records. If you have any questions, please feel free to contact me at 252-7240. Thank you. Attachment I 1G SOFTWARE MAINTENANCE AGREEMENT (County Agreement#20-063-NS) This Maintenance Agreement made and entered into this tA4Psday of t4 OiliftTh.ber 2020, by and between N.Harris Computer Corporation, authorized to do business in the State of Florida, whose business address is 4464 Markham Street, Suite 1202, Victoria, British Columbia V8Z 7X8, Canada, hereinafter referred to as "HARRIS" ("Contractor") and Collier County, a political subdivision of the State of Florida, Collier County, Naples, hereinafter called "Customer." CUSTOMER MAILING ADDRESS Collier County Board of County Commissioners, Florida c/o Growth Management Department 2800 North Horseshoe Drive Naples, Florida 34104 Attn: Operations & Regulatory Management Division, Financial and Operational Support ANNUAL MAINTENANCE CHARGE The first year of CityView Annual Maintenance Charge shall be $287,308.87, payable on December 1, 2020, Maintenance charges for the subsequent four years are subject to a four percent (4,0%) cap on any annual increase in the maintenance charge. Additional Maintenance charges may apply when new products or customizations are added over the term of this contract. Total Annual Maintenance charges, including the 4.0% annual increase, but not including new CityView products or customizations that the Customer may choose to purchase during this five-year period are: 2020 $287,308.87 2021 $298,801.23 2022 $310,753.28 2023 $323,183.41 2024 $336,110.75 TERMS AND CONDITIONS 1. TERM. The term of this contract shall commence on December 1, 2020, for a three (3) year period with two (2) subsequent one (1) year renewals. Each renewal may be exercised by Customer providing no less than sixty (60) days' notice of its intent to renew this contract. Where Customer does not provide notice of renewal or at end of the fifth year (November 30, 2025) whichever is earlier. this contract shall automatically expire on November 30th of the applicable year. 2. CHARGES. HARRIS shall invoice the Customer forty-five (45) days prior to the anniversary date of each annual term, and the Customer shall pay the Annual Maintenance Charge to HARRIS in accordance with Chapter 218, Florida Statutes, also known as the"Local Government Prompt Payment Act." HARRIS has the right to increase maintenance charges after the initial three (3) year period at each annual anniversary date, during the renewal period of this contract, by an amount not exceeding 1 €`2., four percent (4.0%) of the cost currently in effect. Written notice of such increase shall be given to the a customer not less than ninety (90) days before the date of the renewal term. In addition, the Customer 1 6 shall pay all federal, state, or local taxes on the services rendered or parts supplied. Customer is sales tax exempt pursuant to Chapter 212, Florida Statutes. 3. SERVICE HOURS. This Maintenance Agreement provides for unlimited telephone software support. Service may be obtained during HARRIS Technical Support office hours which are 8:30 AM to 8:30 PM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays. Extended telephone support hours for Priority 1 issues will be provided from 7:00AM to 9:00AM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays. If the Customer requests onsite support, the Customer will be billed at HARRIS established service rates plus expenses. HARRIS's established service rates are attached hereto as Exhibit "A" and incorporated herein by reference. Travel expenses shall be paid in accordance with Section 112.061, Florida Statutes. HARRIS shall provide maintenance service as expeditiously as possible after notice from the Customer that the Product is inoperable. Service at times other than during HARRIS Technical Support office hours or extended telephone support hours for Priority 1 issues as noted herein, shall be furnished upon the Customer's request and at HARRIS's labor charges attached as Exhibit "A." This section is subject to the Harris Standard Support-Service Level Agreement and Table 1. attached hereto as Exhibit "B" and incorporated herein by reference. 4. SERVICE NOTIFICATION. The Customer shall notify HARRIS of suspected Product malfunction, by calling HARRIS Technical Support and identifying the problem and symptoms. Notification may be made to HARRIS via email or CityView Connect. 5. RISK OF LOSS. This Agreement does not cover service, maintenance or repair necessitated by loss or damage resulting from any cause beyond the control of HARRIS, including, but not limited to loss or damage due to fire, water, lightning, earthquake, riot, unauthorized service or modifications, theft, or any other cause originating outside the Product. With respect to any loss or damage, HARRIS shall submit to the Customer a description of the work to be done and request the Customer's consent to restore the Product to normal operating condition at HARRIS's then current rates. If the Customer does not agree to restore Product to normal operating condition, HARRIS shall have the right to terminate its obligations under this Agreement. 6, PERFORMANCE. Harris shall perform the services covered under this Agreement in a professional and competent manner, but shall not be liable for damages, direct or otherwise, for failure to perform services at a location deemed hazardous to health or safety or arising out of delays or failure in furnishing parts or services caused by Acts of Nature, Acts of Government, labor disputes or difficulties, failure of transportation, or other causes beyond its control, or for any consequential damage whatsoever. 7. DEFAULT. In the event of payment default by the Customer, HARRIS shall be entitled to collect interest pursuant to Chapter 218, Florida Statutes, also known as the Local Government Prompt Payment Act, and collection costs, including court costs and reasonable Attorney's fees. In the event of default by the Customer in any term or condition herein, HARRIS may, at its option, refuse service or terminate its obligations under this Agreement if Customer does not cure the default within thirty (30) days after notice by HARRIS. In the event of default by HARRIS in its performance of this Agreement, 2 (Th I I G Customer shall provide HARRIS with notice and an opportunity to cure the default within thirty (30) days and suspend future payments until the default is cured. 8. NOTIFICATION. Any notice required herein shall be in writing and shall be deemed given if mailed or delivered to the other party at the address on page one (1) of this agreement, or as modified in writing as accepted by both parties. HARRIS is required to send notification of maintenance and or support cancellations via certified mail or recognized overnight carrier. 9. RIGHT TO CANCEL. Customer reserves the right to cancel support for partial licenses with a reduction in maintenance and support payments as identified in the attached Licensing Appendix, Exhibit "C" attached hereto and incorporated by reference. 10. REINSTATEMENT. If there is an interruption of payment for maintenance and support, HARRIS agrees to accept one hundred percent (100%) of the back payment of the software maintenance and support fees that would have been paid if maintenance and support had been continued without interruption. The reinstatement will be based on fees that would have been paid, rather than HARRIS's"current" rate. For any fees to be paid in relation to a renewal period, it shall be assumed that HARRIS increased the rates by the permitted 4% for each renewal period. 11, WAIVER. This instrument contains the entire Agreement of the parties. It cannot be changed, altered or modified orally. All changes or modifications must be in writing by the parties hereto. 12. TAX. The Customer is responsible for any and all tax. Customer is sales tax exempt pursuant to Chapter 212, Florida Statutes. 13. TYPES OF SUPPORT. Technical support includes telephone, email and CityView Connect when the Customer has problems or questions. The manner by which support services will be supplied is detailed in Exhibit "B". Any discrepancy between the terms of Exhibit "B" and the terms of this Agreement shall be resolved in favor of the description in Exhibit "B". 14. SOFTWARE SUPPORT. In consideration of payment of the annual support and maintenance fee, the support shall include, but not be limited to, the following: a) unlimited telephone support services concerning the use oftheApplication Software; b) response to all errors found in the Application Software within the timeframes defined in Table 1 of the Service Level Agreement in Exhibit "B" c) response to any Application Software non-conformances to the System Specification within the timeframes defined in Table 1 of the Service Level Agreement in Exhibit "B" d) online access to each subsequent update, revision or new version of the Application Software and related materials (release notes) including 2(two) copies: 1(one) complete copy available through CityView Connect and 1(one) copy as related to Collier County licensed modules only (see Exhibit By e) online access to the new or updated documentation for the Application Software f) installation, by HARRIS, of updates, revisions, or new versions of the Application Software on Customer's Network up to two times per year or as required to deliver resolutions to issues reported under the Service Level Agreement. HARRIS shall first perform the installation in Customer's test environment. After Customer has tested the update, revision or new version of the Application Software in the test environment, HARRIS will perform the installation in 3 cxo Customer's live environment. G g) At least a semi-annual review performed by HARRIS and delivered to Customer by March 1 1 and September 1 of each year. Customer agrees that the aforementioned time frames and the general requirements of the semi-annual review are subject to Customer's cooperation based on HARRIS's recommended and requested access. Customer's Application Software and database and at any other mutually agreed upon time. Semi-annual review shall include the following tasks: i. Search for transaction fragments such as unpaid fees, unprinted letters, and incomplete activities that could be slowing down the Search screens, Queues, and Lists. Analyze these items to discern any patterns and recommend process refinements. ii, Analyze the letter recipients and letter templates tables and correct any oversize issues that could be slowing down access to Correspondence. Recommend process refinements as needed. iii. Review database backup logs and procedures. Recommend refinements as needed. iv. Run performance checks on the application server to check for memory, CPU, and disk capacity issues. Recommend configuration refinements as needed. V. Review primary processes with Customer's representative from each department to help identify bottlenecks in processes. Recommend refinements as needed. Vi. Review application configuration to identify administrative errors such as zero-dollar fees, questionable types, etc. Recommend refinements as needed. vii. Provide written documentation of findings and recommendations, Viii. On-site service shall be available to Customer at HARRIS's cost and at no additional charge to Customer where on-site service is necessary to correct incidents, problems, deficiencies, defects or errors in the Application Software which cannot otherwise be corrected by way of remote support. 15. MODIFICATIONS. Modifications in Updates, Revisions and New Versions. All future updates, revisions or new versions of the Application Software as provided by HARRIS shall not affect the ability of the Customer to use the Application Software. If the installation of a future update, revision or new version of the Application Software causes a Modification to not perform as originally written or as defined in the Modification Specification, HARRIS shall, within seven (7) business days of notification from Customer and at no charge to Customer, correct the Modification so it functions as originally written, Noncompliance will result in Modification being elevated to a Priority 1 incident, if it does not already qualify under normal terms of SLA. It shall not be a breach of this section if the Application Software is able to perform the same function but in a manner that is different from the process prior to the Modification. 16. SOFTWARE MAINTENANCE LOG. HARRIS shall maintain a log of all support cases logged via methods listed under SERVICE NOTIFICATIONS from Customer to HARRIS regarding problems with the Application Software or questions regarding the operation of the Application Software, The written log of all support cases shall include, but not be limited to, a short description of the support case issue, date, time, Customer person initiating the support case, HARRIS person receiving the case, description of support work performed by HARRIS and the disposition of the case. On Customer's request, HARRIS shall provide Customer with a copy of the written log of all support cases. 17. CASE COMPLIANCE AUDIT. HARRIS and CUSTOMER shall meet quarterly to review and report on logged cases closed within that period to determine level of compliance against Service Level Agreement (SLA) as defined on Exhibit B, table 1. The purpose of this meeting is to identify areas of non-compliance, identify any corrective action and work toward continuous improvement. 4 t1L 18. ON SITE VISITS. Maintenance Agreement includes the option for up to two on-site support visits of two days each per year. In the event of travel restrictions for health and safety reasons, these services hours may be performed REMOTELY. The purpose of each visit will be to observe, discuss and document ways to improve the operations of the system within the County, whether that be areas of concern for the users, need for certain types of training, enhancement requests, performance tuning, etc. CUSTOMER to reimburse HARRIS for travel expenses in accordance with Florida Statutes, Chapter 112. 19. GOVERNMENT MANDATED SOFTWARE CHANGES. HARRIS agrees to provide changes to the Application Software to enable the Application Software to comply with any and all processing or reporting required or mandated by the Federal government, the Governmental Accounting Standards Board or any pronouncement issued by the American Institute of Certified Public Accountants. Such required processing or report changes shall be made to the Application Software by HARRIS within the required time frame as defined by the governing body or authority concerned, provided that HARRIS is made aware of the required or mandated changes and is allowed sufficient time in which to make the required changes. HARRIS agrees to provide changes to the Application Software to enable the Application Software to comply with any and all processing or reporting required or mandated by the State of Florida provided that Customer gives HARRIS the specifications from the State of Florida regarding the processing or reporting requirement. Such changes to the Application Software shall be performed by HARRIS within the required time frames defined by the State of Florida, provided that HARRIS is made aware of the required or mandated changes arid is allowed sufficient time in which to make the required changes. The changes to the Application Software identified in this section shall be performed by HARRIS at no charge to Customer provided that Customer has paid the annual software maintenance fee at that time. Any reference to 'made aware' in this section means that the Customer has made HARRIS aware of the required facts promptly from the time of the release of such applicable information by the applicable entity/agency/board. 20. CONVERSION COSTS. If a conversion of Customer's data is necessary due to an update, revision or new version of the Application Software, HARRIS will cover these costs. 21. FUNCTIONALITY REPLACEMENT CLAUSE. If HARRIS no longer supports the functionality that the Customer originally licensed, but the functionality is supported in another product, even if it's been renamed or re-bundled, or has substantially greater functionality , then the Customer will receive this replacement product at no additional cost, as long as the Customer is paying Maintenance and Support costs except in the instances where • HARRIS has publicly announced that the software has reached its end of life and will no longer be maintained as of a certain date. • The software no longer runs on currently supported versions of database or Operating Systems. 22. APPLICATION SOFTWARE. The"Application Software" as defined herein is that software that is licensed by HARRIS to Customer and is more specifically detailed in Exhibit C. 23, LIMITATION OF LIABILITY. HARRIS shall not be liable to Customer for any indirect damages, consequential damages, or special damages, loss of data, or losses related to an inability 5 to collect or bill fees. HARRIS's liability shall not exceed in the aggregate the fees paid by Customer 1 1 (.7 to HARRIS under this Agreement during the term in which such liability arose; in no event shall any term exceed twelve (12) months for the purposes of this section. The above limitations shall apply regardless of the nature of any claim or liability, including for breach of contract, rescission of contract, tort, or via statute. 24. NO DISCRIMINATION. The Contractor agrees that there shall be no discrimination as to race, sex, color, creed or national origin with respect to their hiring practices. 25. PUBLIC ENTITY CRIME: By its execution of this Agreement, the Contractor acknowledges to comply with the terms of Section 287.133 of the Florida Statutes and inform the County of the conviction of a public entity crime and where the contractor is placed on the convicted vendor list. 26. INSURANCE. The Contractor shall provide insurance as follows: A. Commercial General Liability: Coverage shall have minimum limits of $2,000,000 Per Occurrence, $1,000,000 aggregate for Bodily Injury Liability and Property Damage Liability. This shall include Premises and Operations; Products and Completed Operations and Contractual Liability. Contractor expressly states that it does not employ independent contractors and will not employ such contractors to perform work for the Customer. If Contractor wishes to employ an independent contractor to perform any of the services provided for in this Agreement it will° (1) Provide notice in advance to the Customer, and (2) provide a certificate of insurance showing that any such independent contractor is covered in the amounts provided in this numbered paragraph. B. Workers' Compensation: Insurance covering all employees meeting Statutory Limits in compliance with the applicable state and federal laws. The coverage must include Employers' Liability with a minimum limit of $1,000,000 for each accident for Florida employees. C. Errors & Omissions: Such insurance shall have limits of not less than $3,000,000 each claim/occurrence (as applicable) and aggregate. D. Technology Errors & Omission: Coverage shall have minimum limits of $5,000,000 per claim/occurrence as applicable. Special Requirements: Collier County Board of County Commissioners, OR, Board of County Commissioners in Collier County, OR, Collier County Government shall be listed as the Certificate Holder and included as an "Additional Insured" on the Insurance Certificate for Commercial General Liability where required. This insurance shall be primary and non-contributory with respect to any other insurance maintained by, or available for the benefit of, the Additional Insured and the Contractor's policy shall be endorsed accordingly. Current, valid insurance policies meeting the requirement herein identified shall be maintained by Contractor during the duration of this Agreement. The Contractor shall provide County with certificates 6 *t.D of insurance meeting the required insurance provisions. Renewal certificates shall be sent to the 1 1 G County thirty (30) days prior to any expiration date, Coverage afforded under the policies will not be canceled or allowed to expire until the greater of: thirty (30) days prior written notice, or in accordance with policy provisions. Contractor shall also notify County, in a like manner, within twenty-four (24) hours after receipt, of any notices of expiration, cancellation, non-renewal or material change in coverage or limits received by Contractor from its insurer, and nothing contained herein shall relieve Contractor of this requirement to provide notice. If the policy is substituted by a policy with the same coverages, a certificate of insurance will be provided with thirty (30) days. Contractor shall ensure that all subcontractors comply with the same insurance requirements that the Contractor is required to meet. Any insurance amounts required above may also be met with any excess policy or umbrella policy coverage. All insurance coverage may be maintained on either a per occurrence or per claim basis. 27. INDEMNIFICATION. To the maximum extent permitted by Florida law, the Contractor shall defend, indemnify and hold harmless Collier County, its officers and employees from any and all liabilities, damages, losses and costs, including, but not limited to, reasonable attorneys' fees and paralegals' fees, resulting from any claimed breach of this Agreement by Contractor, any statutory or regulatory violations, or from personal injury or, property damage, to the extent caused by the negligence, recklessness, or intentionally wrongful conduct of the Contractor or anyone employed or utilized by the Contractor in the performance of this Agreement. This indemnification obligation shall not be construed to negate, abridge or reduce any other rights or remedies which otherwise may be available to an indemnified party or person described in this paragraph. This section does not pertain to any incident arising from the sole negligence of Collier County. 27.1 The duty to defend under this Article 27 is independent and separate from the duty to indemnify, and the duty to defend exists regardless of any ultimate liability of the Contractor, County and any indemnified party. The duty to defend arises immediately upon presentation of a claim by any party and written notice of such claim being provided to Contractor. Contractor's obligation to indemnify and defend under this Article 27 will survive the expiration or earlier termination of this Agreement until it is determined by final judgment that an action against the County or an indemnified party for the matter indemnified hereunder is fully and finally barred by the applicable statute of limitations. 28. CONFLICT OF INTEREST. Contractor represents that it presently has no interest and shall acquire no interest, either direct or indirect, which would conflict in any manner with the performance of services required hereunder. Contractor further represents that no persons having any such interest shall be employed to perform those services. 29. PROHIBITION OF GIFTS TO COUNTY EMPLOYEES. No organization or individual shall offer or give, either directly or indirectly, any favor, gift, loan, fee, service or other item of value to any County employee, as set forth in Chapter 112, Part III, Florida Statutes, Collier County Ethics Ordinance No. 2004-05, as amended, and County Administrative Procedure 5311. Violation of this provision may result in one or more of the following consequences: a. Prohibition by the individual, firm, and/or any employee of the firm from contact with County staff for a specified period of time; b. Prohibition by the individual and/or firm from doing business with the County for a specified period of time, including but not limited to: submitting bids, RFP, and/or quotes; and, c. immediate termination of any Agreement 7 held by the individual and/or firm for cause, 1 1 G 30. COMPLIANCE WITH LAWS. By executing and entering into this Agreement, the Contractor is formally acknowledging without exception or stipulation that it agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, rules, regulations and requirements applicable to this Agreement, including but not limited to: Section 508 of the Rehabilitation Act (29 U.S.C. § 794d), WCAG 2.0 compliance, Collier County CMA#5401, Information Systems Procurement and Lifecycle Management, as amended. F S. §501.171 Security of Confidential Personal Information, Immigration Reform and Control Act of 1986 as located at 8 U.S.C. 1324, et seq. and regulations relating thereto, as either may be amended; taxation, workers' compensation, equal employment, and the Florida Public Records Law Chapter 119, including specifically those contractual requirements at F.S. § 119.0701(2)(a)-(b) as stated as follows: IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: Communication and Customer Relations Division 3299 Tamiami Trail East, Suite 102 Naples, FL 34112-5746 Telephone: (239) 252-8383 The Contractor must specifically comply with the Florida Public Records Law to — Notwithstanding the foregoing, the Contractor is only required to meet these requirements as specifically stated in the Florida Public Records Law (as may be amended from time to time): 1. Keep and maintain public records required by the public agency to perform the service. 2. Upon request from the public agency's custodian of public records, provide the public agency 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 this chapter or as otherwise provided by law. 3. 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 contract term and following completion of the contract if the Contractor does not transfer the records to the public agency. 4. Upon completion of the contract, transfer, at no cost, to the public agency all public records in possession of the Contractor or keep and maintain public records required by the public agency to perform the service. If the Contractor transfers all public records to the public agency upon completion of the contract, the Contractor shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. If the Contractor keeps and maintains public records upon completion of the contract, the Contractor shall meet all applicable requirements for retaining public records. All records stored electronically must be provided to the public agency, upon request from the public agency's custodian of public records, in a format that is compatible with the information technology systems of the public agency. If Contractor observes that the Contract Documents are at variance therewith, it shall promptly notify the County in writing. Failure by the Contractor to comply with the laws referenced herein shall 8 cAo I 1 CI' constitute a breach of this Agreement and the County shall have the discretion to unilaterally terminate this Agreement immediately. 31. DISPUTE RESOLUTION. Prior to the initiation of any action or proceeding permitted by this Agreement to resolve disputes between the parties, the parties shall make a good faith effort to resolve any such disputes by negotiation. The negotiation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached during negotiations to County for approval. Failing resolution, and prior to the commencement of depositions in any litigation between the parties arising out of this Agreement, the parties shall attempt to resolve the dispute through Mediation before an agreed-upon Circuit Court Mediator certified by the State of Florida. The mediation shall be attended by representatives of Contractor with full decision-making authority and by County's staff person who would make the presentation of any settlement reached at mediation to County's board for approval. Should either party fail to submit to mediation as required hereunder, the other party may obtain a court order requiring mediation under section 44.102, Fla. Stat. 32. VENUE. Any suit or action brought by either party to this Agreement against the other party relating to or arising out of this Agreement must be brought in the appropriate federal or state courts in Collier County, Florida, which courts have sole and exclusive jurisdiction on all such matters. 33. ASSIGNMENT. Contractor shall not assign the Agreement or any part thereof, without the prior consent in writing of the County. Any attempt to assign or otherwise transfer this Agreement, or any part herein, without the County's consent, shall be void. If Contractor does, with approval, assign this Agreement or any part thereof, it shall require that its assignee be bound to it and to assume toward Contractor all of the obligations and responsibilities that Contractor has assumed toward the County. Where the Contractor amalgamates with an affiliated company (as that term is commonly understood) that does not result in a name change such amalgamation shall not be considered an assignment. • (Signature page to follow) 9 C 8( 1 1G IN WITNESS WHEREOF, HARRIS and the Customer, have each, respectively, by an authorized person or agent, hereunder set their hands and seals on the date and year first above written. ATTEST: BOARD OF COUNTY COMMISSIONERS COLLIER COUNTY, FLORIDA Crystal Kinzet, lerk.ofthe Circuit Courts and Comptrdller �. By: k L By: =; Burt L. Saunders, Chairman Dated: {7 (Seal) tte .,�S to j>�q'TYI n's signature only. N. HARRIS COMPUTER CORPORATION g 1r First Witness Signature MA Dr rtZGN tf DSer1 TType/print witness name I 9— By: -TV Dfl T22C1�,ht2�Sctr C Kp Send Witness Typed signature and title Tos[vLc OWi9Rici TTE TType/print witness name Ap ed as to form an legality: Scott R. each Deputy County Attorney Item# I I G Agenda Date I IDI Date Rec'd �tl � Deputy lerk 1414 �o a 5 1 G EXHIBIT "A" HARRIS Professional Service Rates $195/hr (December 1, 2020— November 30, 2021) $195/hr. (December 1, 2021 — November 30, 2022) $200/hr. (December 1, 2022 — November 30, 2023) $200/hr. (December 1, 2023 — November 30, 2024) $205/hr. (December 1, 2024 — November 30, 2025) 11 (76 1 1G UHIBIT "B" CityView Standard Support—Service Level Agreement Contract Term: 3 Year (renewable for an additional two (2) one (1) year periods) Products Supported: CityView PreBuilts, CityView Portal, CityView Mobile, CityView Word Add-in and Impact Fee Calculator Support Channels: Web (CityView Connect Feedback), Telephone, Email Support Requests Allowed: Unlimited Who Can Report: Any registered user, via the Feedback button in CityView. Hours of Coverage: Coverage hours are 8:30 am. to 8:30 p.m. Eastern Time from Monday through Friday, excluding HARRIS Technical Support observed holidays. (Only those statutory holidays that coincide between Canada and the United states are observed by HARRIS Technical Support.) Extended telephone support hours for Priority 1 issues will be provided from 7:00AM to 9:00AM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays. Accessing Support: The preferred method of opening a support incident is to enter the problem details through our online support system (or through the Feedback button in CityView). Telephone support requests should be preceded by filing an electronic support request through one of the previously stated means, including a detailed problem description. Telephone support requests will be answered live during business days, though staff may be involved in serving other customers. If your call is not answered live, we ask that you leave a message, including the support request tracking number you received from the electronic filing, your name and phone or email address. Messages are typically responded to within two hours according to table 1 in Exhibit B. Auto Acknowledgement: Any changes to tickets will generate a message which will contain the details of your problem report as well as the support request tracking number. Whenever the status of your incident changes, a notification will automatically be sent to the individual that opened the call. Request Response Time: A technical support engineer will respond to all requests within the time frames specified in Table 1. Business hours are 8:30 a.m. to 8:30 p.m. Eastern Time from Monday through Friday, excluding HARRIS Technical Support observed holidays. Only those statutory holidays that coincide between Canada and the United States are observed by HARRIS Technical Support. We process requests in the order of their priority followed by order of submission. Resolution of Bug-Related Requests: We will keep your request open and follow up when a fix is available in a production release. We will also contact you if we post an experimental build that will help with your problem. What We Need to Help You HARRIS wants to be as responsive as possible to your support needs. To accomplish this goal, the HARRIS customer support staff relies on your knowledge, self-sufficiency, and thoroughness during the troubleshooting process. You reap the benefits from this effort — it allows HARRIS to focus on the more difficult problems and make the product more robust. It also helps control the amount HARRIS charges for support. • Knowledge: You should be experienced in the installation, operation, and maintenance of the hardware, desktop, and network operating systems, and applications in your environment before you install CityView. • Self-sufficiency: We ask you to be as self-sufficient as possible when you encounter problems. You can do this by referring to technical documentation for your environment and by searching 12 1 G the HARRIS web site (CityView Connect) to determine if your issue is addressed before you submit it to our customer support staff. • Complete information: As with any troubleshooting process, accurate and timely resolution depends on information. When you request support, please fill in all relevant fields in the request form, provide a detailed problem description, and attach any appropriate log files. Unfortunately, when the request information is incomplete, it will take longer to resolve your issue, • Preparation: If you call us for support, be prepared to provide the same level of information as is requested on the request submission form. You can help reduce the time to resolution by completing the online support request form and attaching files as directed. Then, simply provide us with the request number when you call. We ask that you have immediate access to the computer(s) on which HARRIS products are running. How to Access Support HARRIS offers several methods of accessing support described below. Please note that for Priority 1 (see Table 1) issues, customers are encouraged to submit their incident online and then follow up via CityView's toll-free phone number 866-988-8324: • Web Support(preferred method) Our CityView Connect Feedback portal,(httpsiicitvviewsupport.harriscomputer.corniconnect ) and CityView Connect Help portal (https://citiviewhelp.iharriscomppler comicityyiewcms ), provide resources for customer self-service, and is comprised of an online searchable knowledgebase, downloadable updates, and a web-enabled CRM that allows users to log new support incidents and check the status of previously submitted incidents on a 24 x 7 basis. • Telephone Support Telephone technical support is available between the hours of 8:30 a.m. and 8:30 p.m. Eastern Time on regular business days. Customers can contact us toll-free at 866-988-8324. HARRIS Technical Support will respond to telephone inquiries using the Service Level Agreement provided in Table 1 below. Extended telephone support hours for Priority 1 issues will be provided from 7:00AM to 9:00AM daily (Eastern Time, including Daylight Savings Time), Monday through Friday, excluding US public holidays via a separate telephone number 250-886-1278. Email Support Customers may request assistance from HARRIS Technical support via email at --nputer.com . All email incident reports are logged into the HARRIS support CRM database and are addressed based upon the priority of the issues. The response time guidelines for support are provided in Table I below. Feature Requests If you come across an idea that you think might make a nice enhancement to CityView, your input is always welcome Please submit your suggestions through regular support channels. Unless additional information is needed, you will not receive a personal response. Any suggestions for enhancements to CityView that you submit will become the property of HARRIS. HARRIS may use this information for any HARRIS business purposes, without restriction, including for product support and development. HARRIS will not use information in a form that personally identifies you. Limitations The following are not covered by HARRIS's Standard Support Agreement, but may be available as separate services on a time and materials basis: a) Services required due to misuse of HARRIS maintained software; b) Services required due to software corrections, customizations, or modifications not developed by 13 HARRIS; 1 1 ( 0 Services required by the Customer to be performed by HARRIS outside of HARRIS's regular business hours; d) Services required to resolve or work-around problems that cannot be reproduced in HARRIS's support environment or customer's test environment: c) Services which relate to tasks other than maintenance of the Customer's existing implementation and configuration of CityView, including but not limited to, enhancing or adapting CityView for specific operating environments; I) Services requested by the Customer to implement software updates provided by HARRIS. Table 1. Service Level Agreement Priority Definition Initial Commitment(CityView Examples Target Response and Customer) Resolution Time* Time 1 Operation/Service 1 Hour CityView and customer • Users cannot ASAP down or critically will commit necessary login (High) impacted. resources to fix • Business Business process problem, obtain a impacted. No workaround/action plan. process halted known The vendor will work on • Cannot workaround. Priority 1 issues around process the clock 24 x 7 until payments operations have been (excludes 3rd restored, provided that party payment the necessary and processers appropriate Collier County resources are support likewise available. issues) 2 Operation 4 Hours CityView and customer • Cannot print 15 affected, but not will commit resources Business • Application (Medium) down. Business during normal business Days response is process is not hours to resolve issue or affected, obtain a exceptionally Workaround may workaround/action plan. slow be available. 3 Moderate to 24 Hours CityView and customer • Non critical 30 negligible impact, will commit necessary feature not Business (Normal) No impact to resources during normal working Days business business hours to • Feature works restore operation to satisfactory levels, but requires user intervention 4 Request for 48 Hours Request-dependent • Help file 45 information, clarification Business (Info.) documentation Days issues 5 Enhancement 48 Hours Request-dependent • Not in current Request- product design dependent • New feature 14 (17-;) L* Response time targets are during business hours only with exception of priority 1 items from 7AM-9inivi 1 G " Target Resolution Time: Defined as non-software related solution or workaround, Obtaining More Information Information about our support programs may be obtained by contacting the CityView Support team at 1,800,665.5647, or via email at ciiyvi6r.siippoq(o)naroscuri.id,lei . 15 i 1G EXHIBIT "C" LICENSE APPENDIX CUSTOMER hasreceived thefollowing licenses as of July 19, 2020 Licenses Incremental Purchase Cost 225 CityView Application Client $2,000 0 CityView Application Client— Read Only $5,000 for first 5 (min. of 5), $900 for each additional 50 Vi Cityew Mobile Client— Permits Permits & Inspections ... $650 l 6 CityView Mobile Client— Planning $650 30 qtyView Mobile Client—Code Enforcement $650 1 CityView Server N/A 150 CityView GIS Extension using ArcGIS Server N/A 1 CityView GIS Advanced Extensions NA 1 CityView Application Builder/Configuration Console N/A 1 CityView Classic Web Services N/A 1 CityView MS Exchange N/A 1 CityView Dashboard for Desktop N/A 1 CityView Portal $7,500 for each additional process on Portal PreBuilt Solutions: 1 CityView Property Information N/A 1 CityView Permits & Inspections (includingROVV) N/A 1 Cit View Code Enforcement N/A 1 CityView Planning N/A — 1 CityView Licensing N/A _ 1 CityView Cashiering N/A RIGHT TO CANCEL. Customer reserves the right to cancel support for partial licenses with a reduction in maintenance and support payments. HARRIS will reduce the annual maintenance cost by one-quarter of one percent (0.25%) of the currently in effect Annual Maintenance Charge for each license returned. Notification of cancellation must be made at least ninety (90) days prior to the annual renewal anniversary date. The effect of the reduction will be realized in the calculation of the next Annual Maintenance Charge. This applies only to the CityView Application — Desktop licenses. NO LONGER SUPPORTED CLAUSE. If HARRIS no longer supports the functionality that the Customer originally licensed, Maintenance and Support will be reduced by mutually agreed upon negotiated amount while continuing to provide technical support for the product. 7--- 1.6 11u AC RD' CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 10/26/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Mark Warren NAME: Marsh Canada Limited PHONE 1-844-990-2378 FAX 120 Bremner Blvd.,Suite 800 INC,No,Ext): (A/c,No): d t EDD CertificateRe uessCanaa m Toronto,ON M5J OAS ADDRESS: q @ arsh.com INSURER(S)AFFORDING COVERAGE NAIC# INSURER A: Federal Insurance Company 20281 INSURED INSURER B: CONSTELLATION SOFTWARE INC.AND INSURER C: N.HARRIS COMPUTER CORPORATION 2429 MILITARY RD.#330,NIAGARA FALLS,NY 14304 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 20/21-451 REVISION NUMBER: 1 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUER POLICY NUMBER POLICY EFF POLICY EXP LIMITS LTR INSR WVD (MM/DD/YYYY) (MM/DD/YYYY) A x COMMERCIAL GENERAL LIABILITY 9950-48-39 09/27/2020 09/27/2021 EACH OCCURRENCE $1,000,000 X DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES(Ea occurrence) MED EXP(My one person) $25,000 PERSONAL&ADV INJURY $1,000,000 GENTAGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $2,000,000 X POLICY JECOT LOC $1,000,000 PRODUCTS-COMP/OP AGG OTHER: TENANTS LEGAL LIABILITY $1,000,000 AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $1,000 000 A 73600397 09/27/2020 09/27/2021 (Ea accident) X ANY AUTO BODILY INJURY(Per person) $ OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS ONLY _ AUTOS X HIRED X NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS (Per accident) $ X UMBRELLA LIAB X OCCUR EACH OCCURRENCE $14,000,000 A 93652430 09/27/2020 09/27/2021 - EXCESS LIAB CLAIMS-MADE AGGREGATE $14,000,000 DED RETENTION$ WORKERS COMPENSATION PER OTH- A AND EMPLOYERS'LIABILITY Y/N 7176-4342 09/27/2020 09/27/2021 X STATUTE ER ANY PROPRIETOR/PARTNER/EXECUTIVE NO E.L.EACH ACCIDENT OFFICER/MEMBER EXCLUDED? $1�000�000 Mandatory in NH) N/A f yes,describe under E.L.DISEASE-EA EMPLOYEE $1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1,000,000 A TECHNOLOGY ERRORS&OMISSIONS LIABILITY 9950-48-39 09/27/2020 09/27/2021 PER CLAIM&AGGREGATE $5,000,000 SIR $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES(ACORD 101,Additional Remarks Schedule,may be attached if more space is required) RE:FOR ANY AND ALL WORK PERFORMED ON BEHALF OF COLLIER COUNTY COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS,ITS OFFICIALS,OFFICERS,EMPLOYEES AND AGENTS IS ADDED AS ADDITIONAL INSURED WITH RESPECT TO THE COMMERCIAL GENERAL LIABILITY POLICY,BUT ONLY WITH RESPECT TO LIABILITY ARISING OUT OF THE OPERATIONS OF THE NAMED INSURED. THE US COMMERCIAL GENERAL LIABILITY POLICY,US AUTOMOBILE POLICY,US UMBRELLA LIABILITY POLICY,US WORKER'S COMPENSATION&EMPLOYER'S LIABILITY POLICY AND TECHNOLOGY E&O LIABILITY POLICY HAVE BEEN PLACED BY SERVICE OF MARSH USA INC.MARSH CANADA LIMITED HAS ONLY ACTED IN THE ROLE OF A CONSULTANT TO THE CLIENT WITH RESPECT TO THESE PLACEMENTS WHICH ARE INDICATED HERE FOR YOUR CONVENIENCE. CERTIFICATE HOLDER CANCELLATION COLLIER COUNTY BOARD OF COUNTY COMMISSIONERS SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 3295 TAMIAMI TRAIL E THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN NAPLES,FL 34112 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION.All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD