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HomeMy WebLinkAboutContract 40884 CITY SECRETARY 1 CONTRACT NO. `�J 1 � WebEOC Managed Hosting Master Services Agreement This Master Services Agreement, effective this Q -day of O LL - 2010, is made by and between ESi Acquisition,Inc., (hereinafter referred to as"ESi"),a Delaware corporation,having its principal place of business at 823 Broad Street, Augusta, Georgia, 30901 and City of Fort Worth (hereinafter referred to as "Customer" or "City") which has its principal place of business at 1000 Throckmorton Street, Fort Worth Texas, 76102. WHEREAS: ESi is an Application Service Provider that makes available managed hosting services,for a fee,to entities holding a valid license to WebEOC and other ESi-licensed software; WHEREAS: The Customer holds a valid license to WebEOC; and WHEREAS: The Customer seeks to engage ESi as its Application Service Provider for WebEOC. NOW, THEREFORE,for valuable consideration,the receipt and sufficiency of which is hereby acknowledged,the parties agree as follows: 1. Definitions (a) "Agreement" means this Agreement and its Exhibits,the WebEOC End User License Agreement (EULA), license agreements for all other software used in performance of the Agreement, any purchase order issued under this Agreement, applicable provisions of Department of Information Resources (DIR) Contract DIR-SDD-822 effective 12-4-08, and any other signed writings between the parties that effectively operate to amend this Agreement. If there is any conflict between the provisions, the order of precedence shall be(1)this Master Services Agreement; (2)the EULA; (3)the DIR Contract; and (4)any purchase order issued under this Agreement. (b) "Application Service Provider"means an entity that maintains a shared hardware environment for the purpose of hosting and maintaining software and data on behalf of customers. (c) "ASP Environment" means the facility and Hosted Systems used by the Application Service Provider to deliver the Hosting Services. (d) "Authorized User" or "Permitted User" mean the Customer and any of its directors, officers, employees, contractors, agents or other third parties granted rights to access and use the Software, by Customer and for the benefit of Customer, pursuant to and in accordance with the WebEOC End User License Agreement. (e) "Availability" means Application Service Provider site availability or the capability for the Customer and/or any of its authorized users to access the Hosted System and/or deliver".html"formatted pages successfully through an internet connection exclusive of processes, hardware and software beyond the control of ESi. Effective Date means the date stated at the to of this Agreement. ( p �' 3,Im I1, E ESi—City of Fort Worth Page 1 of 16 RECIPIENT Rev. 11/2009 -. - 1 : 1 I ;`! (g) "Hosting Services" means the installation and management of specified software applications by an Application Service Provider in a shared environment on behalf of a customer and exclusively for the benefit of permitted users of the Software. (h) "Hosted System"means the combination of hardware, software and networking components used by the Application Service Provider to deliver the Hosting Services. (i) "Service Commencement Date" means the date on which Customer is notified in writing, via electronic mail or facsimile, by ESi that the Hosted System is installed and Hosting Services are operable and accessible to Customer. 0) "Software,"means all of the WebEOC®and ESi-branded software licensed to Customer by ESi. (k) "Software Support Plan" means a packaged plan of application support services and software updates including, but not limited to, technical corrections, patches, bug fixes, and level and other software releases which are specific to the Software. 2. Scope of Services ESi, acting as an Application Service Provider (ASP), shall provide Hosting Services for Customer in a shared ASP Environment according to the provisions set forth in Exhibit A ("Terms of Service") to this Agreement. 3. Term The initial term of this Agreement shall be one (1) year from the Service Commencement Date. Customer may renew for two successive (1) year terms in accordance with the procedure set forth in Section 4(b)of this Agreement. 4. Fees and Payment (a) Customer shall pay ESi the ASP Setup, Hosting and Software Support fees stated in Exhibit B, "Quote for Services" Such fees shall be due and payable by Customer within thirty(30) days of receipt of a valid invoice from ESi. (b) At least ninety (90) days prior to the anniversary of the Service Commencement Date, ESi shall notify Customer of the opportunity to renew this Agreement for an additional term of one (1) year and provide a price quotation for the additional term. Such price quotation shall reflect the published list price for Hosting Services and Software Support in effect at that time. At least thirty (30) days prior to the anniversary of the Service Commencement Date,ESi shall invoice Customer for an additional term of one (1) year at the stated price. Such stated price shall include the cost of hosting, application software support and technical support. Customer shall pay to ESi the invoiced amount within thirty (30) days of receipt of a valid invoice, or notify ESi in writing of its intent not to renew. Remittance of a purchase order, payment or other binding obligation to pay by Customer to ESi shall constitute acceptance by Customer of ESi offer of renewal. (c) ESi reserves the right to charge interest equal to one percent (1%) on all amounts past due with interest accruing as of the day after the due date, or the maximum rate allowable by law, whichever is less. ESi—City of Fort Worth ._ Page 2 of 16 RECIPIENT Rev. 11/2009 5. Termination (a) Termination, Non-Renewal. This Agreement shall terminate one year from the effective date unless renewed by Customer. (b) Termination, Material Breach. Prior to expiration, either party may terminate this Agreement immediately, upon written notice to the other, if the other party materially violates any provision of this Agreement and fails to remedy such violation within ten (10) days after written notice thereof. Material breach of this Agreement shall include, but not be limited to: 0) Violation of any proprietary rights of ESi or its third party licensors, agents or business partners, including but not limited to confidentiality, trademarks, copyrights, patents or patent rights, or any other ESi proprietary rights or interests in the Software, licenses or sublicenses whether or not expressly stated in this Agreement; (ii) Failure to pay the fees outlined in this Agreement as set forth in Section 4(a) of this Agreement; and (iii) Violation of the ESi Acceptable Use Policy , which is attached hereto as Exhibit D, and incorporated into this Agreement for all purposes herein. (c) Termination Without Cause. Either party may terminate this Agreement without cause on ninety (90)days written notice. (d) Upon the effective date of termination of this Agreement for any reason: 0) Customer access to ASP services shall be suspended; (ii) Customer shall immediately surrender to ESi any Internet protocol numbers, addresses or ESi-owned domain names assigned to Customer in connection with the Hosting Services delivered hereunder; (iii) ESi shall copy Customer data to a portable storage medium and ship to Customer via courier or other traceable delivery service within ten (10) days of termination date unless other arrangements are requested by Customer within five (5) days of the termination date; (iv) Any and all Customer data shall be overwritten, erased, encrypted or otherwise rendered unrecognizable upon confirmation from Customer that Customer data has been received in machine-readable format; and (v) Any terminated Customer requesting restoration of Hosting Services shall pay a $2,000 reinstatement fee and all applicable fees for requested services, and shall be liable to pay any outstanding,undisputed amounts due ESi prior to such restoration of services. (e) Upon termination pursuant to paragraphs (a) and (c) of this Section 5, Customer shall be entitled to a rebate for Hosting Services purchased and not performed. The unit of measure for calculating any rebate shall be weeks and shall be calculated using the following formula: (contract price/52 weeks) x number of weeks of service Customer would have received if the Agreement had been fully performed. In the event that ESi terminates the agreement for any of the reasons stated in Section 5 (b) above, ESi shall retain the balanc uidated damages. ESi—City of Fort Wo Page 3 of 16 RECIPIENT Rev. 11/2009 6. Independent Contractor ESi is an independent contractor. ESi and its employees, agents and subcontractors shall act solely as independent contractors in the performance of services delivered hereunder, and nothing stated or implied herein shall be construed to create a partnership,joint venture, employment or agency relationship of any kind between ESi and Customer. 7. Confidentiality (a) Confidential Information means all information concerning ESi or any business partner of ESi to which Customer is provided access by virtue of this Agreement or its activities hereunder, including without limitation, technical data, product design and development information, source code and source code documentation, business operations and plans, sales information, prices and methods of pricing, marketing techniques and plans, trade secrets, unannounced products, product and process information and any other information which, if disclosed to others, might be competitively detrimental to ESi. (b) Confidential Information also shall mean all information concerning Customer to which ESi is provided access to by virtue of this Agreement or its activities hereunder, including, without limitation, data, documentation, business operations and plans, operating procedures, or any other information which, if disclosed to others, might be detrimental to Customer. (c) Confidential Information shall not include any information (1) which has been publicly disseminated in writing by ESi or Customer; (2) which either party can show it knew prior to the disclosure; (3) which was rightfully received from a third party without restriction; or (4) which is required to be made publicly available by law,rule,regulation or order. (d) During the term hereof and at all times thereafter, both parties shall maintain the Confidential Information of the other party in strictest confidence, shall not disclose it to any third party, except as required by applicable law and/or regulation and/or by order of a court of competent jurisdiction, and shall use it only as necessary to perform hereunder. ESi shall cause each of its officers, directors and employees to restrict disclosure and use of such Confidential Information in like fashion, and shall be responsible for any wrongful disclosure and use by any of them; and Customer shall cause each of its officers, directors and employees to restrict disclosure and use of such Confidential Information in like fashion, and shall be responsible for any wrongful disclosure and use by any of them. ESi and Customer agree that any person to whom Confidential Information is disclosed shall be bound by confidentiality obligations that are at least as protective as those contained herein. (e) ESi shall store and maintain Customer Confidential Information in a secure manner and with a degree of care which is consistent with or greater than the degree of care used to secure and protect its own confidential information. ESi shall notify the Customer immediately if the security or integrity of any Confidential Information has been compromised or is believed to have been compromised. ESi—City of Fort Worth Page 4 of 16 RECIPIENT Rev. 11/2009 8. Representations and Warranties (a) ESi represents and warrants to the Customer that it has the power and authority to enter into this Agreement and to perform the obligations stated herein. (b) Customer represents and warrants to ESi that it has the power and authority to enter into this Agreement and to perform the obligations stated herein. (c) Customer represents and warrants that Customer and Authorized Users shall access and utilize services provided under this Agreement in a lawful manner and not in violation of any applicable law, regulation, treaty, convention or order including, but not limited to intellectual property laws and United States export controls. (d) Except as provided in Section 13(c), Customer represents and warrants that Customer and its Authorized Users shall not sell, lease, share or otherwise permit access by a third party to services covered under this Agreement. (Nothing in this section shall prohibit Customer from naming its contractors or third party service providers as Authorized Users of the Software or the Hosted System.) Customer further represents and warrants that Customer and its Authorized Users shall not permit access, under any circumstances, to the Software, related materials or services provided under this Agreement by any person,entity or nation in violation of any United States export laws,regulations or controls. (e) ESi warrants that its services will be of a professional quality and conform to generally prevailing industry standards. Customer must give written notice of any breach of this warranty within thirty (30) days from the date that breach is discovered or could have been reasonably discovered, and in no case more than thirty(30)days after services are completed. In such event, at ESi's option, ESi shall either(a) use commercially reasonable efforts to re-perform the services in a manner that conforms with the warranty, or(b)refund the fees paid by the Customer to ESi for the nonconforming services. 9. Notices Except as otherwise specifically set forth herein, all notices shall be in writing, shall be delivered by overnight express courier requiring signature of the addressee to complete delivery, and shall be sent to the parties at the addresses set forth below, or to any other addresses designated in writing hereafter. Notice shall be deemed delivered two days after it is given to the courier by the notifying party. For Customer: City of Fort Worth For ESi: Juan M. Ortiz Eric Kinzel Emergency Management Coordinator Vice-President, Information Technology City of Fort Worth OEM 823 Broad Street 1000 Throckmorton Street Augusta, GA 30901 Fort Worth,TX 76102 ekinzel@esi9l Lcom Facsimile: (817)929-8938 Facsimile: (706) 826-9911 With Copy to: With copy to: City Attorney Melissa M. Leigh 1000 Throckmorton Street General Counsel Fort Worth,Texas 76102 mleigh@esi9lI.com ESi—City of Fort Wort Page 5 of 16 RECIPIENT Rev. 11/2009 10. Indemnification Indemnity shall be governed by DIR Contract No. SDD-822 effective 12-4-08, Section 8, A, 1 — Appendix 9.Vendor Responsibilities,A. Indemnification, 1.Acts or Omissions. 11. Limitation of Liability (a) IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY CLAIM OR DEMAND BY THE OTHER OR A THIRD PARTY FOR ANY LOST PROFITS, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY THEREOF. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF OR INCIDENTAL TO THE TRANSACTIONS HEREUNDER, MAY BE BROUGHT AGAINST ESi MORE THAN FOUR (4) YEARS AFTER THE CAUSE OF ACTION HAS ACCRUED. ESi's total liability under this AGREEMENT shall not exceed the total amounts received by ESi from Customer hereunder. (b) ESi shall not be liable to Customer for harm caused by or related to the Customer's use of the services provided under this Agreement or the inability to use such services, unless the harm was caused by the gross negligence or willful misconduct of ESi. (c) Customer releases ESi from any liability for loss of data but only to the extent that such data has been updated, modified or changed by Customer, since the time that ESi was last required to perform a back-up. 12. Disclaimer of Warranty (a) ESi DOES NOT REPRESENT OR WARRANT THAT THE SERVICES PROVIDED WILL BE UNINTERRUPTED, ERROR-FREE OR COMPLETELY SECURE. CUSTOMER ACKNOWLEDGES AND AGREES THAT THERE ARE INHERENT RISKS ASSOCIATED WITH THE TRANSFER OF INFORMATION THROUGH AN INTERNET CONNECTION AND SUCH RISKS INCLUDE LOSS OF DATA OR OTHER INFORMATION, PRIVACY AND PROPERTY. (b) ESi MAKES NO WARRANTIES, EXPRESS, IMPLIED OR OTHERWISE,NOT EXPRESSLY STATED IN THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, EXCEPT THAT ESi WARRANTS THAT IT HAS ALL NECESSARY RIGHTS WITH RESPECT TO ANY THIRD PARTY SOFTWARE OR INTELLECTUAL PROPERTY WHICH MAY BE REQUIRED TO PERFORM THE SERVICES DESCRIBED IN THIS AGREEMENT. 13. General (a) Ownership. Each party acknowledges and agrees that the other party retains exclusive ownership and rights in its trade secrets, inventions, copyrights, and other intellectual property, and that ESi shall own any intellectual property it develops in the course of performing the services. Customer acknowledges and agrees that Customer shall not acquire any ownership rights or right of physical access to the hardware used by ESi to perform the services under this Agreement. ESi—City of Fort Worth Page 6 of 16 RECIPIENT Rev. 11/2009 (b) Entire Agreement. ESi and Customer acknowledge that they have not been induced to enter into this Agreement by any representation or warranty not set forth in this Agreement. This Agreement, plus any attachments which have been incorporated herein, contains the entire agreement of the parties with respect to its subject matter and supersedes all existing agreements and all oral, written or other communications between them concerning its subject matter. This Agreement shall not be modified in any way except in writing signed by both parties. Facsimile signatures or signatures imprinted in an electronic medium, such as .pdf format, shall be deemed to be original signatures. (c) Assignment. Except as otherwise stated herein, neither party may assign this Agreement without prior written consent of the other party, which such consent shall not be unreasonably withheld. ESi may freely assign this Agreement in connection with any sale or transfer by ESi of the Software, or substantially all of ESi's business, upon sixty (60) days written notice to Customer. Any assignment pursuant to this provision shall be fully binding and enforceable as against all permitted assignees and successors in interest. Any assignment in violation of this provision is null and void. (d) Enforceability. If any provision of the Agreement, or any portion thereof, shall be held to be invalid, illegal, unenforceable or void as against public policy, the validity, legality or enforceability of the remainder of this Agreement shall not in any way be affected or impaired thereby. (e) Force Majeure. Any delay or nonperformance of any provisions of this Agreement caused by conditions beyond the reasonable control of the performing party shall not constitute a breach of this agreement, provided that such party has made reasonable efforts to notify the other party in writing and makes reasonable efforts to resume performance once the condition interfering with or preventing performance is removed. With respect to performance by ESi, "conditions beyond the reasonable control" of ESi, thereby constituting events of force majeure, shall include conditions relating to processes, hardware and software beyond the control of ESi such as information transmission delays due to excessive internet traffic and internet outages, and shall also include conditions such as natural disasters, acts of war,acts of God, fire, flood and power failure. (f) Waiver. The failure of either Customer or ESi to insist upon strict performance of any of the provisions contained herein shall in no way constitute a waiver of future violations of the same or any other provision. (g) Authority. The individuals executing this Agreement on behalf of the Customer and ESi do each hereby represent and warrant that they are duly authorized by all necessary action to execute this Agreement on behalf of their respective principals. (h) Choice of Laws and Venue. This Agreement shall be governed by, and interpreted in accordance with,the laws of the State of Texas, regardless of application of choice of law rules or principles. Venue for any actions arising under this Agreement shall be the state or federal courts in Tarrant County,Texas. (i) Equal Opportunity and Affirmative Action. ESi does not discriminate on the basis of race, color, religion, gender, national or ethnic origin, disability, age, marital status or sexual orientation in its employment, hiring or contracting practices. ESi shall comply with all applicable local, state and federal laws prohibiting discrimination. ESi shall indemnify and defend Customer against any third party claims alleging violation of this provision by ESi. (j) Survival. The provisions of Sections 5, 6, 7, 8, 10, 11, 12, and 13 shall survive expiration of this Agreement. ESi—City of Fort Wort Page 7 of 16 RECIPIENT Rev. 11/2009 (k) Insurance. Esi shall provide the City with certificate(s) of insurance documenting policies of the following minimum coverage limits that are to be in effect prior to commencement of any work pursuant to this Agreement: 1 Coverage and Limits G) Commercial General Liability $1,000,000 Each Occurrence $1,000,000 Aggregate (ii) Automobile Liability $1,000,000 Each occurrence on a combined single limit basis Coverage shall be on any vehicle used by the Consultant, its employees, agents, representatives in the course of the providing services under this Agreement. "Any vehicle" shall be any vehicle owned, hired and non-owned (iii) Worker's Compensation- Statutory limits Employer's liability $100,000 Each accident/occurrence $100,000 Disease-per each employee $500,000 Disease-policy limit This coverage may be written as follows: Workers' Compensation and Employers' Liability coverage with limits consistent with statutory benefits outlined in the Texas workers' Compensation Act (Art. 8308 — 1.01 et seq. Tex. Rev. Civ. Stat.) and minimum policy limits for Employers' Liability of $100,000 each accident/occurrence, $500,000 bodily injury disease policy limit and $100,000 per disease per employee (iv) Technology Liability(E&O) $1,000,000 Each Claim Limit $1,000,000 Aggregate Limit Coverage shall include, but not be limited to, the following: (i)Failure to prevent unauthorized access (ii)Unauthorized disclosure of information (iii)Implantation of malicious code or computer virus (iv)Fraud, Dishonest or Intentional Acts with final adjudication language Technology coverage may be provided through an endorsement to the Commercial General Liability (CGL) policy, or a separate policy specific to Technology E&O. Either is acceptable if coverage meets all other requirements. Any deductible will be the sole responsibility of the Prime Vendor and may not exceed $50,000 without the written approval of the City. Coverage shall be claims-made, with a retroactive or prior acts date that is on or before the effective date of ESi—City of Fort Worth Page 8 of 16 RECIPIENT Rev. 11/2009 this Contract. Coverage shall be maintained for the duration of the contractual agreement and for two (2)years following completion of services provided. An annual certificate of insurance shall be submitted to the City to evidence coverage. 2. General Requirements (i) The commercial general liability and automobile liability policies shall name the City as an additional insured thereon, as its interests may appear. The term City shall include its employees, officers,officials,agents,and volunteers in respect to the contracted services. (ii) The workers' compensation policy shall include a Waiver of Subrogation (Right of Recovery) in favor of the City of Fort Worth. (iii) A minimum of thirty (30) days notice of cancellation or reduction in limits of coverage shall be provided to the City. Ten (10) days notice shall be acceptable in the event of non-payment of premium. Notice shall be sent to the Risk Manager, City of Fort Worth, 1000 Throckmorton, Fort Worth,Texas 76102,with copies to the City Attorney at the same address. (iv) The insurers for all policies must be licensed and/or approved to do business in the State of Texas. All insurers must have a minimum rating of A-VII in the current A.M. Best Key Rating Guide, or have reasonably equivalent financial strength and solvency to the satisfaction of Risk Management. If the rating is below that required, written approval of Risk Management is required. (v) Any failure on the part of the City to request required insurance documentation shall not constitute a waiver of the insurance requirement. (vi) Certificates of Insurance evidencing that the Consultant has obtained all required insurance shall be delivered to the City prior to Consultant proceeding with any work pursuant to this Agreement. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed in duplicate originals by their duly authorized representatives as of the day and year set forth above. ESi Ac isiti , c " i" City of Fort Worth("Customerp,�q`�OQr �� °° °poo By: By: •��•°° D O Name: Curtis R.MacDonald Name: Thomas Higg s o o x i 0 Title: Chief O eratin fficer Title: Assistant City Manag�►a °°000000°°°0 ,-1 Date: a� U.X l K7'1414 tvi )kb C-24t(4?' qjzj 11,6 "i _Si City of Fort Wo --- Page 9 of 16 Assist t City A ®Aaey- Rev. 11/2009 EXHIBIT A TERMS OF SERVICE 1. Definitions All defined terms in this Exhibit A shall have the same meaning set forth in the Agreement, except where otherwise stated in this Exhibit. 2. Scope of Services (a) ESi, acting as an Application Service Provider, shall provide Hosting Services to Customer according to the provisions set forth in the Agreement. ESi shall create an account for Hosting Services on behalf of Customer upon receipt of a signed Agreement and valid purchase order. ESi shall notify Customer promptly upon creation of Hosting Services account and provide Customer with all information required to access such account. ESi, at its sole discretion, may provide and maintain such Hosted System and/or deliver such Hosted Services internally or through a qualified subcontractor. If ESi utilizes a subcontractor, ESi shall be liable for the actions of the subcontractor to the same extent ESi would be liable for its own actions. (b) ESi shall provide and maintain the facilities, hardware, and networking components necessary to operate a high-availability, shared ASP Environment for the benefit of Customer. (i) Customer environment shall have the capacity to support up to 250 concurrent users of Hosting Services. Any Customer requiring support of greater than 250 concurrent users may purchase additional Hosted System capacity, for a fee, from ESi. (ii) Customer environment shall be limited to a database having 5 Gigabytes of data storage capacity. Any Customer requiring additional database storage capacity may purchase additional data storage capacity, for a fee, from ESi. (c) ESi shall perform, at its convenience and after notice to Customer, scheduled updates of Software as new releases become available. Such updates shall be scheduled to enable the simultaneous update of Software licensed to Customer and all other ESi-hosted customers. Scheduled updates shall include correction releases (i.e. patches provided to correct software anomalies), point releases (i.e. modifications to current generation of software including enhancement and improvements), and level releases (i.e. new releases or new generation of software). ESi also shall install updates and security patches for other software, including operating system software, installed on hardware used to deliver Hosting Services. (d) ESi shall perform, as needed, emergency security updates to the Hosted System and Software to protect the ASP Environment from newly identified and widespread threats to the internet or internet- based services posed by worms, viruses and Trojans, or to address other vulnerabilities which could not reasonably be foreseen, with little or no notice to Customer. The outage period for such updates shall not be considered as service downtime in any performance assessment that may be conducted. (e) ESi shall provide and maintain a redundant ASP Environment at a location that is geographically separated from primary ASP Environment to ensure continuity of Software access and operation in the event of any unforeseen outage, disaster or other event that may interrupt service at the primary location. Failover to the redundant ASP Environment is a manual process and service will be activated by ESi immediately upon notification of malfunction,unavailability or failure of primary ASP Environment. ESi—City of Fort Wo Ch. Page 10 of 16 RECIPIENT Rev. 11/2009 (f) ESi shall notify Customer in writing, via electronic mail or facsimile, of any planned service outages, i.e. for the purpose of performing Software updates or testing, or other inability to perform the services outlined in this Agreement. (g) ESi shall schedule, perform and maintain a duplicate ("backup") record of Customer's data. ESi shall perform hourly SQL transaction log backup to disk, daily full backup to tape, and weekly full backup of data to a central data library. Data backups are limited to SQL database server files (i.e. those files having a .mdf or .ldf file extension). Data backups shall be retained on-site for one week and off-site for three additional weeks. (h) ESi shall provide Customer with technical environmental support services. Such support services shall be available 24 hours per day, 7 days per week. Technical support services shall include assistance with problems related to ASP Environment, operating system and related software licensed by ESi on behalf of Customer, data or Hosted System access or similar problems. Technical support may be accessed by Customer by calling the Technical Support Help Desk at (877) 771-0911 or paging the on- call technician at(888)243-7204. International customers access Customer Support by calling(706) 823- 0911 or paging the on-call technician at(706)240-0016. (i) ESi shall perform all services offered under the terms of the Software Support Plan purchased by Customer, as documented in both Exhibit B, "Quote for Services" and Exhibit C, Software Support Plans." (j) Customer may request performance of additional services by ESi. Such services shall be invoiced separately by ESi at the current published rate for labor and actual costs for materials and travel, if applicable. 3. ESi Obligations ESi shall perform all services described in Section 2 of this Agreement in a commercially reasonable manner and consistent with the practices used by ESi to maintain and protect its own data and systems. 4. Customer Obligations (a) The Customer shall maintain, at Customer's expense, a secure high speed internet connection through which to access its hosted Software. (b) The Customer shall maintain, at Customer's expense, a Software Support Plan at all times during the term of this Agreement and any subsequent renewal terms. Customer may elect to purchase a Bronze, Silver, Gold or Platinum-level Support Plan. (c) The Customer shall appoint a designated point of contact and two alternate points of contact for its interactions with ESi. Customer shall provide ESi with the name,job title, physical address, telephone number, facsimile number and electronic mail address for each of the contact persons. Customer shall keep such contact information up-to-date and promptly notify ESi, in writing via electronic mail, of any changes. (d) The Customer shall use reasonable security precautions in connection with the use of services provided under this Agreement. (e) The Customer is responsible for any and all use and access to the Hosted System and Hosting Services by its emplo e ,agents, contractors and permitted users of the Software and Hosting Services. ESi—City of Fort Worth Page 11 of 16 RECIPIENT Rev. 11/2009 (f) The Customer shall make best efforts to notify ESi in writing, via electronic mail or facsimile, of any planned non-emergency use of its Software, such as the occurrence of training sessions, drills and exercises,to aid ESi with the planning of any scheduled outages. (g) The Customer shall promptly notify ESi Customer Support of any identified Hosting Services outage that impairs Customer access to its Software so that ESi may manually activate the redundant ASP Environment and immediately commence work to restore service to the primary ASP Environment. 5. Service Levels and Warranty (a) All support calls received from Customer shall be logged and tracked in the ESi customer support system as a "Customer Support Ticket." Each Customer Support Ticket shall include an initial assessment of the Severity Level of the request for support: Severity Level Definition ASP 1 Hosting Services are not accessible to Customer via a public internet connection. ASP 2 Hosting Services are accessible, but performance is reduced or impaired. Software, Severity 1 Any and all errors which, individually or collectively with other errors, prevent Customer or permitted users of Customer from performing useful work or are deemed by Customer or any of its permitted users to be fatal to the operation of the Software. Software, Severity 2 Any and all errors which, individually or collectively with other errors, disable major functions of the Software from being performed and are deemed by Customer or any of its permitted users to have a severe impact on the operation of the Software. Software Severity 3 Any and all errors which, individually or collectively with other errors, disable only certain non-essential functions of the Software and are deemed by Customer or any of its users to have degraded operation of the Software. Software, Severity 4 All other errors not appropriately classified as Severity 1, Severity 2 or Severity 3 and are deemed by Customer or its permitted user as having a limited impact on the operation of the Software. (b) ESi shall make all commercially reasonable efforts to resolve Customer Support Tickets in accordance with the following schedule: ESi—City of Fort Wort Page 12 of 16 RECIPIENT Rev. 11/2009 Acknowledgement of Resolution Customer Support Ticket ASP1 Within 30 minutes Failover to redundant ASP environment and/or correction of error as soon as possible. ASP2 Within 2 hours Failover to redundant ASP environment and/or correction of error as soon possible. Software, Severity 1 Within 1 hour Delivery by ESi of a patch, workaround or temporary fix and revised documentation to Customer within 1 business day;and Delivery by ESi of the object code fix or other permanent fix and revised documentation to Customer within 10 business days. Software, Severity 2 Within 4 hours Delivery by ESi of a patch, workaround or temporary fix and revised documentation to Customer within 3 business days; and Delivery by ESi of the object code fix or other permanent fix and revised documentation to Customer within 20 business days. Software, Severity 3 Within 1 business day Delivery by ESi of a patch, workaround or temporary fix and revised documentation to Customer within 10 business days; and Delivery by ESi of the object code fix or other permanent fix and revised documentation to Customer within 45 business days. Software, Severity 4 Within 5 business days Delivery by ESi of a patch, workaround or temporary fix and revised documentation to Customer within 30 business days; and Delivery by ESi of the object code fix or other permanent fix and revised documentation to Customer as appropriate. ESi—City of Fort WoQO — Page 13 of 16 RECIPIENT Rev. 11/2009 (c) ESi represents and warrants that service availability of the ASP Environment will meet a "high availability" measure of 99.9 % system "up time," excluding scheduled outages. If ESi fails to meet this availability criteria within any month, upon Customer request, ESi shall extend the term of this Agreement for one day for each day, or portion thereof, the ASP Environment is verified by Customer and ESi to be unavailable in that month, up to a maximum of 30 days at no additional charge. (d) ESi shall only be responsible for performance of components of the Hosted System and Services under its control. ESi shall not be responsible for performance deficiencies caused by processes, fi hardware and software beyond its control including, but not limited to, information transmission delays due to excessive internet traffic, internet outages, or failure of Customer to perform its obligations under this Agreement. 7. Limitations on Use of Services (a) Access to the Hosted System may not be rented, leased, sold, sub-leased, assigned or otherwise transferred for value by Customer to any third party. (b) Hosted System and Hosting Services are provided to support the Software, an information management tool. Hosting Services are not guaranteed to be fault-tolerant or to provide fail-safe performance. Hosting Services are not appropriate for use in ultra-hazardous environments where failure of the Hosted System or ASP Environment may lead to bodily injury, death or destruction of property. (c) Installation of software applications in ASP Environment is limited to software licensed to Customer by ESi and software supplied by ESi either as a component of the Hosted System or to support delivery of Hosting Services. (d) The Customer shall not conduct any load testing, performance testing or any other test of the Hosted System which may degrade performance or limit or adversely impact availability of the ASP Environment for other customers. 8. Information Security and Business Continuity (a) ESi shall perform all services hereunder consistent with its ASP Information Security Program ("Security Program"). Such Security Program shall set forth, at a minimum, ESi policies and procedures with respect to data classification and management, data and system back-ups, account and password management, physical security and access, network configuration and access, change management, media management and destruction, security training and awareness, and continuity of ASP Environment operations. (b) Any sub-contractors used to deliver, or support delivery of the Hosting Services shall maintain an information security and business continuity program which is supportive of the Security Program. (c) A copy of the Security Program is available, upon request and after execution of the ESi Non- Disclosure Agreement. (d) Hosting Services are provided in a shared environment. Customization of information security, data management and/or business continuity practices to meet Customer-specific needs is not supported. ESi—City of Fort Worth Page 14 of 16 RECIPIENT Rev. 11/2009 EXHIBIT B QUOTE FOR SERVICES ASP Setup, Hosting, and WebEOC Software Support fees are detailed in the attached quote, Quote Number 19(It q 1 ESi—City of Fort Wort Page 15 of 16 RECIPIENT Rev. 11/2009 VEIL- Emergency Services integrators • 823 Broad Street Augusta,GA 30901 • Fax:706-826-9911 • Phone: 706-823-0911 • www.esi91 1.com August 10,2010 J.J.Jones,LP,CEM City of Fort Worth OEM Office of Emergency Management 1000 Throckmorton Fort Worth,TX 76102 Subject:WebEOC®Crisis Information Management Software—Proposal Q14919 Thank you for your interest in ESi®products and services.We hope our understanding of your requirements is accurately reflected in the cost proposal and notional scope of work enclosed as Attachments 1 and 2.The total solution price presented(less any options)is$135,728.75. Pricing will remain valid for 180 days from the date shown in the quotation. As appropriate,we encourage you to share the Scope of Work with other members of your organization(e.g.information technology,emergency management,GIS,etc.)who may be responsible for or involved in the delivery of products or services related to this procurement. ESi has provided customers with information management systems and solutions since 1996. WebEOC® Professional,our flagship Crisis Information Management Software(CIMS),was the first web-enabled technology specifically designed for emergency management that was both easy to use and customer configurable. This combination has made WebEOC the industry leading CIMS product on the market today with customers at federal, state and local levels both in the U.S.and internationally. In the corporate world,WebEOC customers can be found in the banking,finance,defense,energy,entertainment,healthcare,manufacturing,telecommunications and transportation industries. At the federal level,WebEOC is used by the United States Senate,the Environmental Protection Agency(EPA),the National Aeronautics and Space Administration(NASA),the Government Accountability Office(GAO),U.S. Nuclear Regulatory Commission and agencies within the U.S.Departments of Agriculture,Defense,Energy, Homeland Security,Health and Human Services,Interior and Veterans Affairs.WebEOC is used by the District of Columbia and more than 50 state-level agencies in 35 states and territories. Nationwide,WebEOC is used at the state or local level in 43 of 50 states by hundreds of customers representing thousands of jurisdictions. Because of the WebEOC licensing model(per server,unlimited users),ESi will never know with any certainty the true number of users granted access to WebEOC. A partial list of licensed WebEOC customers can be found at hiip://www.esi9lI.com. With more than six hundred installations worldwide,we have gained the kind of process and implementation expertise that can only come from implementing WebEOC for an incredibly diverse customer base.In size, customers range from small towns(Dillingham,AK—population 2,468)to regional implementations(e.g.,National Capital Region),statewide rollouts(e.g.South Carolina)and complex-wide federal deployments(DOE). In other examples,WebEOC has been implemented by the U.S.Department of Homeland Security/Transportation Safety Administration where it is used by the Transportation Security Operations Center and hundreds of airports throughout the country to perform incident management,coordination,and provide situational awareness for all modes of transportation. For similar reasons,WebEOC Professional has been adopted by the U.S.Nuclear Regulatory Commission,utilities/nuclear power plants,and scores of counties adjacent to/within nuclear facilities' EPZ(Emergency Planning Zone). Always committed to the idea of customer configurable software,we expressly shun canned or fixed processes. In each WebEOC implementation,ESi listens to customers to gain an understanding of their business rules and workflow,and the results of that discovery become the basis for the overall system design and configuration. WebEOCO Boundless Collaooraflon Our extensive experience implementing WebEOC has taught us the importance of understanding not only your agency's mission,but its immediate and long term goals.Ultimately,our desire is to provide a solution,not just software. With respect to initial WebEOC deployments,the most successful projects involve some level of design review followed by development and implementation of specific process elements that have been tailored—to the extent possible—to an agency's individual requirements. ESi can estimate these services based on past installations for similar customers,but as we are constantly reminded,each customer is unique and has unique requirements. A suggested plan for City of Fort Worth Fire Department's initial WebEOC roll-out is described in the attached Statement of Work. As former emergency managers,we take seriously our commitment to provide not only software,but solutions designed to meet your needs;solutions that are flexible and can be configured,if desired,by you,the customer; solutions that are easy to use—something often claimed by other vendors but proven time and again by WebEOC customers who train the inevitable alternate or new user who is called out/activated for the first time without the benefit of initial training or ever having participated in a drill/exercise. Attachment 3 summarizes many product and service options for Customer consideration. Selection of optional items will change the Scope of Work and could require additional time onsite. Where customers purchase a second WebEOC license,we assume both servers are co-located. If these servers are geographically separated(e.g.,another city),technical services and travel may need to increase to account for longer than planned installation activities. Similarly,pricing for WebEOC Mapper Professional is estimated unless the Mapper survey has been completed and ESi has validated customer's GIS environment. Taxes are not included. If your agency is tax exempt,we request a tax-exempt certificate accompany your purchase order. There are no hidden or recurring costs with WebEOC. WebEOC does not rely on third party products whose licenses must be renewed annually. Nor must additional licenses be purchased as the number of responders needed to manage an event increase. After you have had an opportunity to review this proposal and the accompanying information,please contact our office should you have additional questions or desire any changes. Thank you for considering ESi for your Emergency Management and Public Safety needs. Sincerely, Curtis R.MacDonald Chief Operating Officer Atch: 1. Quote: Q14919 2. WebEOC Statement of Work 3. Optional Products and Services WebEOCO Boundless Collaboration Office (706)823-0911 ESI Acquisition, Inc Toll Free (800)596-0911 823 Broad Street Fax (706)826-9911 Augusta, GA 30901 Website www.esi911.com Customer: Fort Worth, City of OEM Document Number: Q14919 Address: Office of Emergency Management 1000 Throckmorton Page 1 of 2 Fort Worth,TX 76102 Title: Emergency Management Officer II Contact: J. J. Jones, LP, CEM Phone: 817.392.6172 Reference: Summary: Revised Quote for WebEOC Professional Date: 08/04/2010 Quote Expires: 02/03/2011 Disclaimer: Quotes issued in US Dollars&Valid 180 days from Issuance unless otherwise indicated. Items not manufactured by ESi are subject to change. Substitutes will be provided for customer consideration and approval. Product ID Description QTY Price Extended Price SW-CIMS7-PRS-TXDIR WebEOC®Professional-Standard Edition v7-TXDIR 1 44,178.75 44,178.75 SS-CIMS7-PRS-TXDIR WebEOC@ Professional,v7 Software Support, Silver- 1 8,032.50 8,032.50 TXDIR Year 1 Support begins 90 days after install date(First 90 days of support are covered in software purchase price). TS-ASPSU-ES ASP Setup(WebEOC®or ESiWebFUSIONT"') 1 2,500.00 2,500.00 TS-CIMS7-25A-T ASP Hosting </=250 Concurrent Users-Annual 1 7,850.00 7,850.00 TS-FINSD-ES FSS Daily Rate-Onsite Inst, Planning, Trig, or Implement 3 2,000.00 6,000.00 WebEOC Administrator and Board Builder Training and Discovery TS-FCFGD-ES Daily Rate-Offsite WebEOC®configuration 2 2,000.00 4,000.00 Offsite WebEOC Process Configuration TS-FINSD-ES FSS Daily Rate-Onsite Inst, Planning, Tng, or Implement 2 2,000.00 4,000.00 WebEOC Process Validation and Targeted User Training SW-CIMS7-MPR-TXI-TXDIR WebEOC®Mapper Professional-TXDIR 1 17,403.75 17,403.75 Assumes ArcGIS 9.3 installed on a separate customer provided GIS server. No map data provided. SS-CIMS7-MPR-TXI-TXDIR WebEOC®Mapper Professional Software Support-TXDIR 1 3,480.75 3,480.75 Year 1 Support begins 90 days after install date(First 90 days of support are covered in software purchase price). TS-ASPSU-MP ASP Setup(WebEOC®Mapper Professional) 1 850.00 850.00 TS-CIMS7-MPR-A-H ASP Hosting-WebEOC®Mapper Professional-Annual 1 3,950.00 3,950.00 Office (706)823-0911 ESI Acquisition, Inc Toll Free (800)596-0911 823 Broad Street Fax (706)826-9911 Augusta, GA 30901 Website www.esi9ll.com Customer: Fort Worth, City of OEM Document Number: Q14919 Address: Office of Emergency Management 1000 Throckmorton Page 2 of 2 Fort Worth, TX 76102 Title: Emergency Management Officer II Contact: J. J. Jones, LP, CEM Phone: 817.392.6172 Reference: Summary: Revised Quote for WebEOC Professional Date: 08/04/2010 Quote Expires: 02/03/2011 Disclaimer: Quotes issued in US Dollars&Valid 180 days from Issuance unless otherwise indicated. Items not manufactured by ESi are subject to change. Substitutes will be provided for customer consideration and approval. Product ID Description QTY Price Extended Price TS-INST-MPR-TXI WebEOC®Mapper Professional Configuration 3 2,000.00 6,000.00 Assumption only until completed mapper survey is submitted. TS-FINSD-ES FSS Daily Rate-Onsite Inst, Planning, Tng, or Implement 1 2,000.00 2,000.00 Onsite Exercise Planning TS-EXERS-ES Tech Services-Daily Rate Exercise Development/Support 1 2,000.00 2,000.00 Offsite Exercise Development TS-FINSD-ES FSS Daily Rate-Onsite Inst, Planning, Tng, or Implement 1 2,000.00 2,000.00 Onsite Exercise Delivery TS-WPGML-ES Tech Services-Normal Hourly Rate Lead Developer 8 150.00 1,200.00 Development associated with initial implementation. TS-PMHOR-ES Project Management-Normal Hourly Rate(Travel 10 250.00 2,500.00 excluded) TS-FINSD-ES FSS Daily Rate-Onsite Inst, Planning, Tng, or Implement 5 2,000.00 10,000.00 Onsite Support for Special Event TE-TVLEX-ES Travel and Per Diem 1 7,783.00 7,783.00 (Travel based on six(6)trips) Tax Not Included 135,728.75 0.00 Sum E 935,728.75 Product and Service Options Attachment 3 - Product and Service Options ESi offers a full suite of services to include:design review and analysis, system configuration (board development/process implementation),training(onsite, offsite and online), exercise design, development and support,system "tune-ups", EOC and Command Center facility assessments and design services, and information management display system solutions. ESi can also provide, configure and install hardware. For federal customers purchasing new hardware, ESi offers STIG/IA(Gold Disk)server hardening as an option Although not an all inclusive list, options for consideration are presented below. One or more of these may be included in your proposal. Pricing for these and other items is available upon request. 1.0 High Availability Redundant, mirrored servers that constantly replicate data provide high availability and minimize the amount of time necessary to recover from an outage. A secondary or'target'server can be activated in seconds or minutes (depending on failover strategy), providing user access to all information entered into WebEOC up to the time of failure/outage. Absent redundant, mirrored database servers, a primary WebEOC database server failure would require affected agencies to load another server,or at least restore from tape the latest backup job.This takes time, depriving users' access to WebEOC while someone is either reloading a server or restoring from tape. Even if daily backups are performed, agencies that suffer a database failure during an emergency would potentially lose any data entered between the time of the last backup and the actual server failure. This could be minutes, hours, or days depending on the backup schedule. If the WebEOC database and system files were properly backed up, a complete system restore should take no longer than an hour presuming the operating system and database software are already installed. A system that has been imaged would just copy the latest system files and attach the restored database. ESi provided High Availability solutions involve Double-Take software. The edition required(Standard or Advanced) is dependent on the database server operating system. If the OS is the standard edition,then Double-Take Standard is required. Any database server in the replication set with the Enterprise version of the OS requires Double-Take Advanced. Clustered SQL environments require Double-Take Advanced Server on each SQL node. 1 Product and Service Options This solution, consisting of the following, enables failover to one or more redundant database servers. • WebEOC Professional Redundant Server software (one copy per redundant database server). • Double-Take® (Standard or Advance). Double-Take allows you to set your production (active) server to fail over to a (passive) database server in the event of failure (one license per database server). 2.0 WebEOC Resource Manager Resource Manager enables customers to catalog and deploy resources in a manner that is compliant with FEMA's National Incident Management System (NIMS). When implemented with WebEOCMapper Professional, Resource Manager is enhanced with GIS-driven demographic information and a resource locator. 3.0 WebEOC Mapper Professional WebEOCMapper Professional is the Geographic Information System (GIS) interface between ESi WebEOC and ESRI®ArcGIS®which allows data from WebEOC boards to be viewed on the same map and can use colors and icons to represent the state of the WebEOC data. 4.0 Professional Services 4.1 Design Review For larger or more complex organizations, an expanded design review and analysis is recommended. Design reviews typically follow administrator training and cover the following areas: • Incident response organization structure • Process and information flows • Overall process conventions and reporting • Responder registering process(sign in/sign out) • Event reporting process • Task assignment process • Public information/press release process • Future processes • IT environment • Overview of IT environment • External integration • Security • Backup and recovery With the exception of scope,a formal design review is similar to the discovery process followed in any WebEOC implementation. The former is focused on establishment and implementation of a basic process. Absent a formal design review, ESi services are constrained by the number of days quoted for 2 Product and Service Options on or offsite support. With a formal design review, installation and administrator training occur as described. However, more time is spent understanding customer requirements and from this initial assessment,we produce Operational Review documentation,detailing findings, redundancies in functionality,gaps,opportunities for process improvement,etc.,and make recommendations concerning what will best meet the agency requirements. During formal Design Reviews: • The baseline implementation is documented. • A template and guidance for adding and documenting new processes is provided. • We discover and recommend high value processes that the customer may want to implement in the future. 4.2 Status Board Development&Interfaces During the first year of ownership,WebEOC customers electing Silver, Gold, or Platinum Software Support receive,among other benefits, a minimum of ten (10) hours of board configuration. Many customers take advantage of this service and for a variety of reasons(limited resources,time, complexity)often contract with ESi for similar services beyond the hours allotted in the Software Support Plan. It is also common to receive requests to develop interfaces to other products (e.g. Computer Aided Dispatch (CAD],Active Directory, LDAP, notification systems, etc.). 4.3 IA Compliance ESi will install Operating System and Application (WebEOC and Double-Take)software and run the customer provided Gold Disk on specified number of web and database servers. 4.4 Exercise Design ESi can develop a four-hour(or longer) EOC exercise based on a scenario selected by customer from the ESi University exercise library. Customer will complete the Exercise Tailoring Guide provided by ESi to guide development of the simulation exercise. The exercise will: • Test the ability to exchange information using WebEOC and evaluate the effectiveness of the WebEOC configuration for regional collaboration. • Test customer's event reporting, mission tasking and situation reporting process. • Provide additional WebEOC training to EOC responders. • Provide onsite technical support during the four hour EOC simulation exercise. ESi will participate in Hot Wash/After Action Review activities at the conclusion of the EOC exercise (same day). The purpose of the After Action Review is to: • Identify strengths and weaknesses and recommend local WebEOC process improvements where appropriate. • Identify regional collaboration requirements. 3 Product and Service Options 4.5 Information Management Display Systems ESi can assist customers implement cost effective display solutions which provide an efficient way to disseminate information facility-wide during activations, and also allow the E0Cto be transformed into a multi-purpose briefing center or training facility during day-to-day operations. 4.6 Facility Design and Consulting ESi can work with you to document requirements, evaluate systems and infrastructure, recommend process improvements, and develop facility designs. Facility evaluations examine everything from acoustics to backup power. Whether building a new EOC or renovating an existing facility, we can offer suggestions to you or your A&E firm that will enhance any project. 5,0 WebEOC and ESiWebFUSION Software Support ESi offers software support plans that capture the services most often requested by our user community. An overview nfVVebEOC plan options is presented below. Details on these and other software support plan options can be presented upon requrest. Bronze Silver Gold Platinum All eligible product updates Routine toll-free phone support during ES!business hours 24/7 emergency phone support Email and website support(webeoc.com and forum) After action analysis and suggestions for improvement I complimentary registration to annual User Conference a a 0 Board configuration services 10 hours 40 hours 80 hours Annual onsite exercise evaluation LLJ 2 days 4 days Annual onsite implementation evaluation I day I day Educational services at ESi University,Atlanta,GA 4 days 8 days (transportation,lodging not included) 4 C = 1 Boundless Collaboration Statement of Work WebEOC® - ESi Hosted Solution For City of Fort Worth OEM August 10, 2010 CCuryn�sv r.[wn il0if"HazZ, .Wihad upon beach:44-feet long,6-fo& Rea-. diamete ith PRK and international nuclear �C EOC symbol rwarkings.Lifeguards will isolate area, D•• r Stephen Rea-at esponding,HazMat Alarm-1 activated i i0• 109 Stephen Rea-at 09:57:20 on 614/2009 t � ' ' rNME a ,. I' ESi Contact Information Debby Varlet,Vice President,Sales { 823 Broad Street,Augusta,GA 30901 (706)262-2042(Telephone) (706)823-9911(Facsimile) ESi Acquisition Inc. 1 823 Broad Street,Augusta,Georgia 30901 dvarlet @esi911.com(email) (800)596-0911 1 (706)826-0911 Fax I www.esi9ll.com l �I I Table of Contents WWI Contents 1.0 Project Plan.......................................................................................................................................3 2.0 Solution Overview.............................................................................................................................3 3.0 Pricing and Schedule.........................................................................................................................3 4.0 Contacts............................................................................................................................................4 5.0 Planning and Preparation .................................................................................................................4 5.1 Project Management....................................................................................................................4 5.2 Contracting/Procurement...........................................................................................................4 5.3 Site Preparation ............................................................................................................................4 5.4 WebEOC Professional Implementation.........................................................................................4 5.4.1 General..................................................................................................................................4 5.4.2 WebEOC Administrator Training and Discovery...................................................................5 5.4.2.1 In-brief...................................................................................................................................5 5.4.2.2 Administrator Training..........................................................................................................5 5.4.2.3 Discovery............................................................................................................................... 6 5.4.3 Process Configuration...........................................................................................................6 5.4.4 Process Validation/Targeted User Training ..........................................................................7 5.5 WebEOC Plug-ins...........................................................................................................................7 5.5.1 WebEOC Mapper Professional..............................................................................................8 APPENDIX A—ESi/CUSTOMER RESPONSIBILITIES.....................................................................................10 APPENDIXB—SYSTEM REQUIREMENTS.....................................................................................................14 APPENDIX C—WebEOC®SYSTEM ARCHITECTURE.....................................................................................18 APPENDIXD—TRAINING.............................................................................................................................20 APPENDIX E—IMPLEMENTATION AND TRAINING PREREQUISITES............................................................22 APPENDIX F—APPLICATION SERVICE PROVIDER(ASP) HOSTING................................................................27 APPENDIX G—SAMPLE WebEOC HOSTING AGREEMENT... � :. ld ( ©�. . �i•••••.•29 2 WebEOC Statement of Work—ESi-Hosted , 1.0 Project Plan This proposal provides details of the proposed plan for delivery of products and services and outlines responsibilities of both ESi and the customer. 2.0 Solution Overview ESi will provide the following products and services in support of this project. • ESi WebEOC°Professional with 1 Year Silver Software Support • ESi WebEOC® Plug-in(s)with 1 Year Software Support o ESi WebEOC®Mapper Professional • Hosting Services as described in Appendices F and G. Professional Services—Project Management;Setup of Customer's ESi-hosted environment; onsite training and implementation;offsite board and process configuration, WebEOC°Mapper Professional onsite exercise planning and delivery,offsite exercise development and 5 days of onsite support for Super Bowl. 3.0 Pricing and Schedule Pricing is provided separately from this scope of work and is subject to modification based on mutually agreed upon changes in scope. At City of Fort Worth Fire Department request, travel costs assume the ESi Austin-based Regional Manager will perform all onsite services. If the ESi Austin-based Regional Manager is unavailable to perform work according to Customer's desired schedule, other ESi resources can be committed — however, increased travel costs will be incurred. ESi will provide customer with approximate cost increase and obtain customer approval before authorizing travel by non-Austin based ESi personnel. Airfare (if applicable) assumes coach seating, refundable tickets. Travel costs are estimated based on the federal JTR. The number of"on-site" days quoted is based on the scope of work accepted by customer and assumes that customer is fully prepared to receive purchased services (i.e. conditions of customer checklist are met, supporting hardware and software are in place and installed, designated staff is available, etc.) as scheduled. Should ESi be required to remain "on-site" in excess of the quoted time, at the request of the customer or due to delays caused by the customer's lack of preparation, such time and related expenses shall be billed to the customer at ESi's then-current rates. If additional time is required to complete the project beyond that available during initial installation, ESi will coordinate with customer before taking any action. When customer's purchase order includes professional services in excess of what is required, hours not used can either be"banked"for future development or ESi can bill only for actual hours used. Hosting and software support fees commence when customer's hosted instance of WebEOC is installed. 3 WebEOC Statement of Work—ESi-Hosted 4.0 Contacts Sales/Contracting Project Manager/Scheduling Regional Manager Debby Varlet Randy Cantu Kent Cawley Vice President,Sales/Marketing Project Manager Regional Manager (706)262-2042 (706)262-2588 512-334-6670 dvarlet @esi911.com rcantu @esi911.com kcawley @esi911.com 5.0 Planning and Preparation 5.1 Project Management Following notification of Project Award, the ESi Project Manager schedules and conducts a Project Kick-Off Meeting (Conference Call). This meeting is intended to confirm the Statement of Work and discuss the implementation schedule. The Statement of Work contains a detailed description of the roles and responsibilities for ESi and the Customer. Project Management provides scheduling, project plan development and management, coordination of Customer and ESi teams, requirements management, invoicing support, issues and action items tracking, and project communication. 5.2 Contracting/ Procurement Following receipt of a purchase order and the executed Hosting Agreement, and consistent with the proposed delivery schedule as coordinated with the customer, ESi will order any hardware and third party software specified in Section 2.0. 5.3 Site Preparation Prior to delivery of services, both ESi and Customer have specific responsibilities. Before arriving onsite, ESi will attempt to verify customer responsibilities have been met. ESi and Customer responsibilities can be found in Sections 5.3 through 5.5 and Appendices A and E. Customer's hosted environment can, in an emergency, be established and made available in one day if necessary. So as not to incur hosting fees before they are needed, ESi will work with Customer to ensure just-in-time delivery of the hosted environment consistent with onsite training and implementation. 5.4 WebEOC Professional Implementation 5.4.1 General Absent a separate formal discovery process preceding initial installation, a basic WebEOC Professional roll-out for an average EOC typically occurs over a non-contiguous seven (7) day period and involves both on and offsite services. Onsite personnel are augmented remotely by Project Management, Customer Support or other Solutions / Services personnel in the installation of software and build-out of a Customer's process. The quote accompanying this SOW may reflect more or fewer days of professional services than are listed below. These changes, if ESi initiated, are estimated based on our experience with agencies of similar type or size. If Customer originated, 4 WebEOC Statement of Work—ESi-Hosted _°", they could be the result of Customer budget limitations or take into account Customer's existing product knowledge and experience gained while using another Customer's WebEOC. Unless specified elsewhere in this SOW and the associated quote,the following summarizes services provided during Customer's first year of ownership. Days Description 3 Onsite WebEOC Administrator and Board Builder Training, and Discovery 2 Offsite WebEOC Process Configuration 2 Onsite WebEOC Process Validation and Targeted User Training (Typical baseline implementation: 2 trips, 5 days onsite, 2 days offsite*) * Can vary based on customer requirements 5.4.2 WebEOC Administrator Training and Discovery 5.4.2.1 In-brief Day 1 - ESi will conduct a brief kick off meeting with the Customer. This meeting is intended to review the implementation schedule and meet with key stakeholders. 5.4.2.2 Administrator Training Day 1- Upon completion of the in-brief and any software testing, WebEOC Administrator and Board Builder training is provided to WebEOC"Administrators". Training is also provided on WebEOC Mapper Lite or, if purchased, WebEOC Mapper Professional. Depending on the time needed to verify or test software access on Day 1,Administrator training typically concludes on Day 2. WebEOC Administrator class size should not exceed ten students. Although a minimum number is not specified,training should include enough system administrators to ensure one is available for duty during any protracted event. WebEOC Administrator and Board Builder training is provided to the person or persons responsible for administering the system. Administrator training will provide instructions on how to setup and manage WebEOC. Administrators need not be IT professionals. Users should not attend Administrator training. All on-site WebEOC courses require a classroom with a computer for each student,access to the network hosting WebEOC, and a data projector and screen for the instructor. An overview of WebEOC Administrator training is contained in Appendix D. ESi provides a course syllabus and two Administrator and Board Building Student Training Manuals with every install. 5 WebEOC Statement of Work—ESi-Hosted 5.4.2.3 Discovery Upon completion of training, ESi will facilitate a Discovery session in order to determine how Customer will use WebEOC during day-to-day operations,special events and man-made or natural disasters. Prior to Discovery, Customers must be prepared to describe to onsite ESi personnel local agency processes/procedures outlined in Appendix E. WebEOC contains several mission critical processes for crisis management. Examples of these processes include Mission/Tasking, Situation Reporting, Significant Events, and Incident Action Planning. ESi understands that each customer has different needs, and this stage is used to understand local requirements in order to adapt these to WebEOC out-of-the box processes. Discovery participants must include the Emergency Management Director or his/her designee along with ICS or ESF leads. These individuals — the EOC Manager and the Command, Operations, Logistics, Planning and Finance representatives (or equivalent) — must describe how an entity operates during an activation—whether a special event (national convention,sporting event, etc.), a response to a manmade or natural disaster or, where appropriate, day-to-day operations. Agency PIOs are also a critical element in this process. At the conclusion of the Discovery Process, the Customer will apply the lessons learned during Administrator Training and begin the process of (1) entering Users, (2) assigning Users to Positions, (3) assigning Positions to Groups and (4) assigning preliminary permissions (privileges) to Groups. Each user account must be assigned to a position and each position must be assigned to a group. Without a position, a user cannot log in to WebEOC. Without a group, a user does not have permission to any incidents, and without being assigned to an incident, a user does not have permission to any boards, plug-ins, etc., in WebEOC. To the extent time allows, the onsite ESi representative will work with the Customer's WebEOC Administrator(s) to set up representative accounts. In concert with this effort, we will provide best practices for naming conventions and introduce techniques to deal with multi-jurisdictional implementations where more than one agency may have positions in the system, or the system may be sharing information with other WebEOC installations/agencies. Apart from the setup of Users, Positions, and Groups, ESi will, if the customer is interested, illustrate boards and processes implemented by/for other WebEOC customers that could be imported and adapted to a Customer's own WebEOC implementation. 5.4.3 Process Configuration Process Configuration is the build-out of a Customer's WebEOC. Customers rarely implement all of the default, out-of-the box Status Boards or processes that come standard with WebEOC. Instead, they take advantage of the configurability WebEOC offers and implement their own unique requirements. This involves building new status boards, modifying existing, out-of-the-box status boards and/or importing and modifying where necessary status boards from other WebEOC users. In so doing, agencies are able to implement processes that meet the Customer's unique Event Reporting, Mission/Tasking,SITREP and other mission critical requirements. 6 WebEOC Statement of Work—ESi-Hosted ' The amount of time required to configure WebEOC cannot accurately be quantified until the initial Discovery Session is completed and results analyzed. Agency mission, type, size, and complexity all affect the amount of time necessary to configure WebEOC. Also, the Customer's own level of involvement is a key variable. This proposal includes an estimate (2-days) for offsite ESi configuration services. As noted in Section 3.0, if additional time is required to complete the project beyond that available during the current engagement, ESi will coordinate with customer before taking any action. Status boards are built and processes implemented based on Customer's business rules and workflow. To do this, we draw upon our vast knowledge of other implementations around the world and where possible, choose from an assortment of already developed boards that might meet Customer requirements. Based on the Implementation Requirements collected during Discovery, these boards, along with the out-of-the-box boards, are tailored to the extent necessary or new boards are developed from scratch. Whenever possible and requested, we take existing agency procedures into account when configuring WebEOC Status Boards. Adapting WebEOC to existing procedures minimizes the training required of agency personnel. ESi personnel work with the Customer's WebEOC Administrator to ensure boards and processes implemented are consistent with agency requirements. This includes ensuring final access privileges are assigned to Status Boards, plug-ins, links and menus and, if appropriate, process permissions are assigned to Organization Groups. Once complete, ESi remotely installs the final board set. This also provides ESi personnel an opportunity to review the processes with the Customer's WebEOC Administrator. 5.4.4 Process Validation/Targeted User Training Two Days Onsite- Once a baseline process is developed and installed, targeted User training can be conducted. This training, tailored to the Customer's unique implementation of WebEOC, is administered to selected Users representing key EOC positions. Upon completion of training, the same individuals participate in a mini exercise. The purpose of the exercise is two-fold. First, it tests user knowledge gained during initial training. Second, and more importantly, it validates the WebEOC implementation as directed by the Customer and highlights areas needing improvement. A maximum of two three (3) hour sessions are conducted per day. Upon completion of onsite training and the exercise, ESi works with the Customer to address any issues identified and, where time permits, implements any needed changes. See Appendix D for additional information on Administrator and User training 5.5 WebEOC Plug-ins Implementation requirements for optional WebEOC plug-ins are described below. 7 WebEOC Statement of Work—ESi-Hosted 5.5.1 WebEOC Mapper Professional Implementation services involve installation and training of the WebEOC Mapper Professional plug- in, mapper-enabling select WebEOC status boards, and separately, GIS configuration services. ESi Customer Support personnel normally install WebEOC Mapper Professional during the initial WebEOC Professional installation. WebEOC Mapper Professional Administrator training is provided during WebEOC Professional Administrator and Board Builder training. Separately, GIS personnel from Tucuxi, a subsidiary of ESi, work with Customer GIS personnel to perform GIS configuration services. If implemented and trained in conjunction with WebEOC Professional, additional ESi services unique to WebEOC Mapper Professional are not required. Tucuxi GIS configuration services are additive and normally occur prior to or run in parallel with ESi implementation services. WebEOC Mapper Professional 2.X includes access to a set of default layers through the ESRI ArcGIS Online service. Because this service is provided over the internet, outbound internet access is required to use these default layers. The following default data layers are provided: Streets This layer provides a street map of the United States. The street data is provided and updated by ESRI to ArcGIS Server customers and cannot be updated or modified by ESi. Ima er This layer provides a map of the United States composed of satellite imagery and aerial photography. The imagery data is provided and updated by ESRI to ArcGIS Server customers and cannot be updated or modified by ESi. Topography This layer provides a topographic map of the United States. The topographic data is provided and updated by ESRI to ArcGIS Server customers and cannot be updated or modified by ESi. Additional GIS data layers may be provided by the Customer and used in WebEOC Mapper Professional 2.0 but the Customer is responsible for the configuration of those data layers on the GIS server unless otherwise specified in this document. Data layers available in an ESRI MXD map document format suitable for publishing in ArcGIS Server at the time of WebEOC Mapper Professional 2 installation can be configured in WebEOC Mapper Professional 2 by ESi. Data layers provided after installation or provided in another format will require additional GIS configuration services beyond the scope of this project. There is no required set of layers that must be provided. The EM Director typically works with the GIS team to decide which of the available layers will be needed in the EOC during an EOC activation. The specific layers provided in an MXD document for publishing are chosen by the customer. 8 WebEOC Statement of Work—ESi-Hosted WWI While not required,the recommended MXDs to be provided for WebEOC Mapper Professional are a map document containing roads and other basic transportation features and one containing useful overlay layers,such as: • Parcel boundaries • Fire/Police/CIKR facilities • Schools • Hazards • Other layers that may be useful to EOC staff 9 Appendix A—ESi/Customer Responsibilities APPENDIX A - ESi / CUSTOMER RESPONSIBILITIES This proposal assumes parties will provide products (hardware and software) and/or services as outlined in this Statement of Work. WebEOC Professional Description Customer ESi N/A Designate a Project Manager. V V Appoint sufficient WebEOC Administrators to ensure that at least one is V available for duty during a protracted event. Provide Contact Information for the following positions: Emergency Management Director V IT Director or Point of Contact v GIS Point of Contact(If WebEOC Mapper Professional will be d installed) WebEOC Administrator V Two contacts who are to receive (via email) announcements related V to WebEOC products and services (e.g.software updates, user conference details, etc.) Provide address where installation will occur. If implementing a high V availability solution, include address where redundant WebEOC installation(s) will occur. Provide address where administrator training will occur.' V Provide address where user training will occur, if different from the above. V 'Trainees should have their own computers with Internet Explorer 6.0 or higher and be able to access the WebEOC server. The room where WebEOC training will take place should have at least one projector connected to a computer with access to WebEOC. 10 Appendix A—ESi/Customer Responsibilities WebEOC Mapper Professional Description Customer ESi If ESRI online map data will be used, ESRI ArcGIS Server 9.3 is required. V If local map or a combination of local and ESRI online data will be used, 1. Install ArcGIS Server 9.3 or higher(Standard Workgroup,Standard Enterprise, d Advanced Workgroup, or Advanced Enterprise)'on a customer provided GIS server 2. Provide URL of Geocoding Service if you wish to use an internal geocoding d service. 3. Provide documentation of GIS data layers to be included in WebEOC Mapper d Professional(i.e. data types and format, projections, etc.). 4. Ensure ArcGIS Server map services have been created, published, and names V and URLs documented. s. Ensure ESRI format geocoding service has been created, published, and names V and URLs documented. 6. (Recommended) Provide and install software and hardware to backup the d ArcGIS database. Customer is responsible for implementing database backup processes. 7. Configure GIS data for access through ArcGIS Server. V 8. Although not required for WebEOC Mapper Professional, provide and install d ArcView,ArcEditor, or Arc]nfo if you will create map layers locally. 9. If SSL is implemented,all GIS data will require set up for encrypted d connections. io. If using internal map services, open connection between the WebEOC web d server and the ArcGIS 9.3 server. 11. Ensure that a crossdomain.xml file is installed in the root website on the V ArcGIS Server System and that the crossdomain.xml file allows access from the WebEOC Application Server and from any other client user locations. 12. Provide (a) Geocoding service name, (b)ArcGIS map service name, and (c) V Administrative access to ArcGIS server(during installation as required). 13. If local map data OR non-ESRI online map data will be used,ensure projection V of the map document's data frame is in WGS 84 format(EPSG-4326). 2 With WebEOC Mapper Professional v2.0,ArcGIS Server 9.3 is required on the dedicated GIS server. Unless delivered as part of a bundled solution,customer must provide appropriate ArcGIS Server software 11 Appendix A—ESi/Customer Responsibilities WebEOC Mapper Professional Description Customer ESi Provide administrative access to the WebEOC web server d If using external ArcGIS Online map services, open Port 80 for WebEOC server and V any client machines. Verify GIS data layers (network accessibility, projection,symbology). d Provide server names of WebEOC web server and ArcGIS server. v Verify connection between the WebEOC web server and the ArcGIS 9.3 server. d Troubleshoot as necessary. Configure WebEOC to consume local ArcGIS Server map services. V Verify local ArcGIS Server map services load correctly in WebEOC Mapper V Professional. Troubleshoot ArcGIS Server and IIS as needed. Configure WebEOC to point to the local ESRI format geocoding service. d Verify local ESRI format geocoding services works correctly in WebEOC Mapper V Professional and WebEOC Professional. Troubleshoot as needed. Verify that a crossdomain.xml file installed in the root website on the ArcGIS Server d System is correctly configured. Troubleshoot as needed. Verify that local dynamic GIS data layers (network accessibility, projection, d symbology) operate correctly in WebEOC Mapper Professional. Troubleshoot as needed. Provide or have available on arrival: V 1. Administrative access to WebEOC web server. v 2. List of Administrators and Users requiring access to the WebEOC Servers. Test link from WebEOC Mapper Professional to ArcGIS Server. V Troubleshooting Requirements for online data: 1. Access to WebEOC Database. V V 2. Access to [IS on the WebEOC server(s) 12 Appendix A—ESi/Customer Responsibilities WebEOC Mapper Professional Description Customer ESi Troubleshooting Requirements for local data: 1. Access to WebEOC Database. V z. Access to [IS on the WebEOC server(s) V 3. Access to GIS data and published map document through ArcCatalog and v ArcMap 4. Access to published geocoder through ArcCatalog d s. Access to IIS on ArcGIS Server V 13 Appendix B—System Requirements APPENDIX B - SYSTEM REQUIREMENTS This Appendix outlines general WebEOC system requirements. Sections 2.0 and 4.0 below are applicable if customer intends to install a copy of WebEOC locally for testing. Section 3.0 applies to customers implementing WebEOC Mapper Professional. 1.0 User Software 1.1 WebEOC Administrator Any computer running Internet Explorer(IE) 6.0(or higher). 1.2 WebEOC User Any computer running IE 6.0 or(or higher)Safari 3.0.4 or Firefox 2.0.0.11. Minimum requirements can be found on respective vendor web sites. WebEOC has been designed to operate on a PDA running Microsoft Windows Mobile version 5 or 6. Blackberry support is provided via the Blackberry OS browser,version 4.2.1 on the Cingular or AT&T network. Opera is also supported on the Blackberry via any network. 2.0 Server Software General WebEOC server requirements are discussed below. Section 3.0 provides additional system requirements specific to WebEOC Mapper Professional. 2.1 Operating System (OS) Software WebEOC°web and database servers require the Standard Edition of Microsoft®Windows Server' 2003/2008 operating system—32 or 64 bit (64-bit for Itanium servers not supported). Although WebEOC products are fully compatible with the 32 bit version of the OS,WebEOC greatly benefits from the increased performance and resources available from a 64 bit system. The Enterprise Edition of the operating system is not required unless the customer opts for a clustered SQL Server environment. 2.2 Internet Information Server (IIS) WebEOC requires Microsoft [IS 6.0 or higher. 2.3 Database (DB) Software WebEOC requires Microsoft SQL Server. Microsoft SQL Server Express Edition 2005 or 2008 maybe used as the WebEOC database. However, Microsoft SQL Server Express is limited in that it only supports one processor, 1GB of RAM and database size is limited to 4 GB. For most WebEOC deployments, Microsoft SQL Server(2005 or 2008)Standard Edition—32 or 64 bit(licensed per CAL or CPU) is strongly recommended. 14 CSI Appendix B—System Requirements 2.4 Replication Software Due to the dynamic structure of the WebEOC database and the dynamic capabilities within WebEOC, a higher level of mirroring to copy the data and structure in real time is needed. Native SQL 2008 tools can be used to configure this replication, however, configuring and maintaining these tasks can be difficult3. o ESi provided High Availability solutions involve Double-Take software. The edition required (Standard or Advanced) is dependent on the Replication database server operating system. If the OS is the 0 LANIWAN 0 � standard edition,then Double-Take Standard is Restore \ required. Any database server in the replication Source Target set with the Enterprise version of the OS requires Double-Take Advanced. Clustered SQL environments require Double-Take Advanced Server on each SQL node. Double-Take is installed on each WebEOC database server. Double-Take can be setup to replicate from a primary(source)server to a secondary (target)server. Double-Take works over any distance using existing IP network—LAN,WAN, or VPN. By replicating only the bytes that change, Double-Take uses the absolute minimum bandwidth required to replicate data. In the event of a failure of the source machine, Double-Take can initiate a failover to the target data set. Depending on network architecture,following a failover, WebEOC users would either log back into the system, or access WebEOC through an alternate URL. 2.5 Backup Software Redundant, mirrored servers that constantly replicate data provide high availability and minimize the amount of time necessary to recover from an outage.A secondary or'target' server can be activated in seconds or minutes (depending on failover strategy), providing users access to all information entered into WebEOC up to the time of failure/outage. Customers should not rely on Double-Take (or any other replication software)as their sole Disaster Recovery solution. Should data become corrupt on a primary(source) server;the corruption would be replicated to the secondary(target)server. ESi recommends a combination of tape backup and Double-Take to maintain a disaster recovery capability and achieve high availability. All WebEOC data is stored in the SQL database. Backups and restores of the database can be performed either through standard SQL tools and maintenance plans or through the use of third party backup applications capable of handling an open/active SQL database. ESi suggests the use of 3 Customers electing Microsoft SQL Server 2008 or other third party replication/mirroring tools must obtain installation and maintenance support from the appropriate vendor. 15 Appendix B—System Requirements SQL maintenance plans to back up the entire WebEOC database to disk daily while backing up the transaction logs hourly. These files can then be transferred to tape using standard backup software. This method ensures that, in the event of an emergency,the WebEOC database can be quickly and easily restored though SQL Enterprise Manager. 3.0 WebEOC Mapper Professional WebEOC Mapper Professional is installed on the WebEOC web server. Unless Customer opts to only use maps provided by ESRI ArcGIS Online, a separate server that hosts map services with ESRI° ArcGIS° Server software installed must also exist or be provided. Customers electing to use ESRI's ArcGIS Online data must have an ESRI ArcGIS Server 9.3 License. Requirements specified below apply to the WebEOC application (web)server. • ESi WebEOC Professional,ST, or Air Version 7.1.0.2 or higher. • ESi WebEOC Resource Manager 2.0 or higher(if enabling GIS functionality in Resource Manager) • ESRI ArcGIS Server Standard (Workgroup or Enterprise)version 9.3 or ArcGIS Server Advanced (Workgroup or Enterprise)version 9.3 must be installed on a separate GIS server(the GIS server can be existing hardware). Unless delivered as part of an ESi-provided, bundled solution, customer must provide appropriate ArcGIS Server software. • For non-ArcGIS Online customers, map and geocoding services must be configured on the customer's dedicated ArcGIS server.The customer map services on the ArcGIS server must: o Have a tile cache. • Have REST interface support enabled • Have the overall map projection format set to WGS 1984(EPSG 4326). NOTE: Although the base GIS data can be in any original projection,the map service published on ArcGIS Server and consumed by Mapper Professional should be in the WGS 1984(EPSG 4326) projection. The WGS 1984 projection setting is to enable real- time data sharing of mapped data points between WebEOC systems through ESiWebFUSION or Dual Commit boards. • ArcGIS Desktop is necessary for publishing local map services to ArcGIS Server for consumption by Mapper. • The Routing tool in the user interface accesses ESRI's ArcGIS Online routing task service and requires an Internet connection to fully utilize the feature. • A desktop editor(ESRI ArcView,ArcEditor, or Arclnfo)will be required to create additional map layers that can be added to the Mapper installation. 16 C=1 Appendix B—System Requirements 4.0 Hardware 4.1 WebEOC WebEOC does not require proprietary hardware. Typical WebEOC web and database server requirements are specified below. Web Server Database Server Processors Two-Quad Core Intel Xeon 2.6GHz/2x6MB Two-Quad Core Intel Xeon 3.33GHz/2x6MB Cache,1333MHzFront Side Bus Cache,1333MHzFront Side Bus Memory 4 GB 4 GB Hard Drive Two(2)73GB,SAS,15K Six(6)73GB,SAS,15K Hard Drive Config RAID1 RAID1/RAID5 NIC GB NIC GB NIC CD-ROM DVD ROM DVD ROM Power Supply Redundant PS Redundant PS WebEOC will also work in a virtual environment as long as the Virtual Machine (VM) has the same dedicated hardware resources as the minimum hardware specifications above. 4.2 GIS Go to http•//wikis esri com/wiki/display/ag93bsr/ArcGIS+9.3+System+Requirements for ArcGIS Server requirements. 17 Appendix C—System Architecture owl APPENDIX C - WebEOCO SYSTEM ARCHITECTURE 1.0 Technology Overview ESi solutions are built to industry standards. WebEOC employs the Microsoft NET Framework 2.0 and are SOA-aware for published service activity(i.e.,Web Services). All make extensive use of XML technology- in particular,the XML parser developed by Microsoft. Much of the business logic is written in Microsoft C#, Net 2.0 and ASP.Net 2.04. WebEOC also makes use of stored procedures within Microsoft SQL Server to improve performance and scalability. 1.1 WebEOC Professional As a web-enabled database application, WebEOC utilizes web pages for data entry and retrieval to a Microsoft SQL database. Users access the application utilizing Internet Explorer 6.0(or greater), Safari°3.0.4(or greater)or Firefox° 2.0.0.11 (or greater). The web component of the application is ASP.NET and HTML delivered over TCP/IP port 80(443 if SSL is implemented).The communication between the WebEOC web server and the database is over TCP/IP port 1433 via NET database components. Access to the database is controlled by setting an identity for WebEOC which is assigned DBO access to the database. Both the web server(IIS) and database server(SQL Server) can reside on a single machine, or on separate machines (strongly recommended). 1.2 WebEOC Mapper Professional As a plug-in to WebEOC, WebEOC Mapper Professional installs the ESRI FLEX API on the WebEOC web server and utilizes web pages for data entry and retrieval to the WebEOC Microsoft SQL database. WebEOC Mapper Professional retrieves GIS map data from a separate GIS server running ESRI ArcGIS Server version 9.3. Supported client web browsers include Internet Explorer 6.0 (or greater), Safari°3.0.4 (or greater) or Firefox°2.0.0.11 (or greater). In addition,the Adobe Flash Player browser plug-in version 9.0(or greater) is required for client web browsers. The web component of the application is a combination of ASP.NET, HTML, and Adobe Flex delivered over TCP/IP port 80 (443 if SSL is implemented).The communication between the WebEOC client users and the GIS server is over TCP/IP port 80 or 443 using industry standard ESRI ArcGIS Server 9.3 REST web services. The ArcGIS Server must reside on a separate server. 4 In this context,ASP stands for Active Server Pages. ASP.NET is a program that runs inside Internet Information Services(IIS). IIS is Microsoft's Internet Server,a free component with Microsoft's Windows Server operating system software. 18 Appendix C—System Architecture 2.0 Network 2.1 General WebEOC can be installed on customer equipment residing on a LAN/WAN (Local/Wide Area Network)or it can be a hosted (ASP)solution in which ESi provides the hardware,software and infrastructure needed to run the application. Once installed,any method capable of transmitting TCP/IP traffic via HTTP/HTTPS can provide service to clients.This includes, but is not limited to land- line wired connections,Wi-Fi networks, Satellite-based networks and packet radio. 2.2 SSL For security purposes, ESi recommends locating the IIS servers in the DMZ and implementing SSL. 2.3 Load Balancing WebEOC products are scalable in that additional load balanced web servers can be added to the configuration as the need is identified. When load balancing is employed,the load balancer must be configured to allow a client connection to retain its affinity for a single server. 19 C�1 Appendix D-TRAINING APPENDIX D - TRAINING 1.0 WebEOC Administrator WebEOC End-User Train-the-Trainer,Administrator and Board Building Training covers the administration of a WebEOC system. In addition to the items in the End-User training course,the WebEOC Administrator and Board Building Course addresses the following: • Adding Positions, Users and Groups. • Creating External Links (URLs). • Creating Menus. • Creating Incidents and Masterviews. • Creating Reports. • Creating Admin Profiles. • Archiving Incidents and creating simulations. • Utilizing the Audit Log. • Setting up Dual Commit to share information with other WebEOC users. • Interfacing with an ESiWebFUSION server to communicate with other WebEOC servers, or third- party systems, by acting as the central communications hub to route messages to intended recipients. • General WebEOC settings. • Managing Sessions. • Utilizing Board Builder to design, implement, and maintain an unlimited number of electronic displays (status boards). • Other Plug-Ins. ESi will train administrators on how to configure status boards using the WebEOC Board Manager. Boards can also be built using an HTML editor. Any HTML training is the customer's responsibility. ESi provides an Administrator and Board Building Student manual with every install. 2.0 WebEOC User Training The WebEOC End-User Training course teaches the basics of operating WebEOC: • Logging in to WebEOC. • Understanding the Control Panel. • Understanding Forms, Links & Plug-ins. • Accessing, displaying and printing a Report. • Understanding Chat, Contacts, and Checklists. • How to communicate among WebEOC users using the WebEOC internal messaging plug-in. • Using the File Library to store and share files with other WebEOC users. • How to view weather alerts and forecasts from the National Weather Service's interactive Weather Information Network. • How maps or images can be displayed and annotated with markers,shapes and labels. 20 Appendix D-TRAINING • Discuss how information flows in the customer's specific WebEOC installation: ❖ Significant Events ❖ Mission/Task ❖ Situation Reports • WebEOC plug-ins. 3.0 WebEOC Specialized Training Training outlined below is provided with purchase of the specified plug-in. 3.1 WebEOC Mapper Professional WebEOC Mapper Professional training will be provided to agency WebEOC Administrator(s). Administrator training will provide instructions on how to setup and manage WebEOC Mapper Professional. This training will include: • Entering Data to a Mapper-Configured Status Board. • Accessing WebEOC Mapper Professional from WebEOC and Status Boards. • Navigating Mapper. • Using the Mapper tools. • Adding Mapper capability to a Status Board. • Converting Existing Fields to Mapper Fields. • Configuring Map Layers. • Assigning Map Symbology. 21 Appendix E—Implementation and Training Prerequisites MW, APPENDIX E - IMPLEMENTATION AND TRAINING PREREQUISITES 1.0 Overview To make the Implementation,Training and Discovery process as productive as possible, Customers must familiarize themselves with this guide. Homework tasks identified herein must be completed before delivery of ESi onsite services. If possible, information gathered should be provided to ESi (e.g. email, fax, etc.) before ESi personnel arrive onsite. Also, by completing these pre-training tasks, it will help you organize existing processes and documentation and give you additional insight into the structure and goals of this project phase. Upon completion of Administrator Training, the instructor will lead a Discovery process where together you will evaluate current or planned business practices which will guide the process of tailoring WebEOC to best meet local requirements. ESi best practices will also be presented for review and consideration. 2.0 Discovery 2.1 WebEOC Professional In preparation for Discovery, Customer must provide: • A detailed organization chart depicting the agency's command structure • An EOC diagram with all positions displayed. • Sample copies of daily/position logs • Copy of SITREP • List of Positions that will require WebEOC access • List of Users who will require WebEOC access • List of commonly accessed links/URLs • Email address for the WebEOC Administrator Account if sending Email using WebEOC (requires SMTP) Customers should be prepared to discuss and provide supporting documentation for the following areas of operations: • Use of ICS and ESF structures • Plans for multi-jurisdictional use of WebEOC or ESiWebFUSION A diagram or description of how common emergency management processes are carried out should be provided along with copies of "paper" or whiteboards used for operations. Emergency management practices that will be discussed include: • Event Reporting • Requests for Assistance 22 Appendix E—Implementation and Training Prerequisites • Mission/Tasking • Situation Reporting • News/Press Release • Specialized/Categorical Reporting(IAP,Shelters, Roads/Bridges, Resources, etc.) 3.0 Users, Positions and Groups 3.1 General As part of the Discovery Process, the customer will apply the lessons learned during Administrator Training and begin the process of (1) entering Users, (2) assigning Users to Positions, (3) assigning Positions to Groups and (4) assigning preliminary permissions (privileges) to Groups. Each user account must be assigned to a position and each position must be assigned to a group. Without a position, a user cannot log in to WebEOC. Without a group, a user does not have permission to any incidents, and without being assigned to an incident, a user does not have permission to any boards, plug-ins, etc., in WebEOC. Users and Positions In most emergency response organizations, Users are traditionally assigned to a specific position (e.g. EOC Director, Operations Chief, Incident Commander, etc.). Furthermore, to account for extended shift operations, each Position typically has more than one User. And because response personnel are often trained to fill more than one Position, WebEOC Users can be assigned to more than one Position. Positions and Groups Within WebEOC, Users have access only to the boards, forms, plug-ins and links that are granted to them by the WebEOC Administrator. With respect to Status Boards, WebEOC Administrators further restrict privileges (e.g. read only, read/write, etc.) based on the decision of a local approving authority. So as not to have to assign individual permissions to potentially thousands of Users or hundreds of Positions, Positions are assigned to Groups. Likewise, permissions are also assigned to Groups. Group profiles provide WebEOC Administrators a quick and easy method of assigning access privileges. Group permissions are normally based on duties performed, positions assumed, and information required during the course of an incident. 3.2 User Account Planning Before creating a user account, you should determine the User's information and permission requirements. Answer the following questions before creating a User account. • What will be an appropriate user name and password for the user account? 23 Appendix E—Implementation and Training Prerequisites • What position or positions will the user be assigned to? Does the position already exist? • Will the user be a WebEOC administrator? • Will the user need to be able to send e-mails? • Will multiple users be assigned to the account? • Color codes for Positions/Sections? 3.3 Establishing Groups Group privileges determine what is available via the Control Panel to the person (Position) logging in to WebEOC. Even single-user positions must be assigned to a group. In addition to defining the contents of the Control Panel, a group profile provides administrators an additional method to set up, apply, and manage user permissions (read only, read/write, or read/write/delete) that are applied to the positions assigned to the group. When a position is assigned to two or more groups with differing permissions, the users assigned to that position will inherit the combined least restrictive privileges of the groups. Organizational groups allow system administrators to establish a local process for creating, reviewing, assigning, and tracking mission and task requests in WebEOC. Members of these internal organizational groups can be assigned process permissions which give them tasking and/or requesting capabilities. Since administrators can place limits on who the user can task and what they can view, utilizing organizational groups can eliminate structural miscommunication and duplication of tasks. Permissions for a user are also determined by the administrator profiles to which they belong. Users assigned to multiple groups and administrator profiles will have the least restrictive permissions from each. If a user needs some administrative privileges, but not all administrative privileges, specific administrative permissions can be configured for the user through the Admin Profiles Manager. Before creating a new group, determine the group's information and permission requirements. Answer the following questions before creating a new group. • Is there an existing group or set of groups with the proper permissions that would meet the needs of the users? Does a new group need to be created? • Which positions will be assigned to the group? • Which incidents will the group need to be granted access to? • Are process permissions to be assigned to the group? • Which boards, links, menus, and plug-ins will the group need access? (These items will appear on the users'Control Panel.) • For each component the group is granted access, what privileges will they require (read only, read/write, or read/write/delete)? 24 Appendix E—Implementation and Training Prerequisites 4.0 Status Boards WebEOC includes a typical set of Status Boards. A status board is a display used to transmit and share crisis information in real time. Although pre-built status boards are included in WebEOC,the Boards Manager allows customers to create status boards, modify status boards, or delete boards that are no longer needed. Typical status boards include: Evacuation, Mission/Task, Press Release, Shelters,Significant Events, SITREP, Position Log, and an ICS Form Suite. WebEOC also includes an IAP process and FEMA Forms outlined in the Applicant Handbook, FEMA 323. As part of WebEOC Administrator training, customers are instructed how to build Status Boards/Forms using the WebEOC Board Builder tool. In preparation for Discovery, customers interested in implementing new Status Boards must be prepared to answer the following questions. • What's the purpose of the board? • What is the Status Board Name? • What type of board (standard,tasking, resource tracking, etc.) is being created? • What information will be recorded on the board? • What fields will be needed to capture data?What should fields be named and labeled? What types of fields will be needed (i.e.,system field or custom field, text, drop-down list etc.)? Must any of the fields be completed before the data can be saved (mandatory fields)? If so,which ones? Note: Labels may be unnecessary where the field is obvious such as date,time, source, etc. Labels take up space on the display that could be used more efficiently for data display. • If a list is necessary, does it currently exist? If not,the list must be built. • Is a header row or a footer row required? • Is the board "add only,"or will users be allowed to update? • Will the board be Dual Commit enabled? If so,will entries be dual-committed automatically or manually? • What options will be applicable to this board? • Will user input and/or viewing privileges be restricted? • Will filters be helpful with viewing restrictions? • Will information posted to this board be data-linked to other boards? If so, which fields will be linked and to which boards and fields will this data be linked? 5.0 Security Options Ultimately, WebEOC Administrators must perform basic setup for all Users. In preparation, WebEOC Administrators must: • Determine whether to allow users to edit their own accounts • Decide whether to enforce Strong Passwords • Determine password aging requirements • Establish minimum password length 25 Appendix E—Implementation and Training Prerequisites • Determine whether to enforce password history • Establish an account lockout threshold and duration • Establish the inactivity lockout threshold • Determine maximum file storage size 26 Appendix F-ASP HOSTING APPENDIX F - APPLICATION SERVICE PROVIDER (ASP) HOSTING 1.0 General Customers electing a hosted solution receive a copy of the WebEOC media for installation locally. Although this isn't the WebEOC instance customers use day-to-day or during an activation, nor would it contain data entered during an event, it could be used as a last resort should customers lose [internet] connectivity to their hosted WebEOC instance. It can also be used to support testing locally. 2.0 Architecture ESi contracts hosting services with Rackspace Managed Hosting (Backspace). The ESi hosted solution involves two Rackspace datacenters (Dallas,TX[DFW] and Herndon,VA [IAD]). ASP Solution DFW3-Dallas,TX IAD1-Hemdon,VA —� - .. _ .. --------------------- - - Roilb9layvr ----------------•-•- RaA'ng LOycr — e S»iWyLa)w --------------- ------------------------------------- Sad.VLaw Hdkc AYixbk S.,.rM Polak NO "SSq e I A1M Lol.c Al.loyc 1.500 IDS MCI IDS S{e to S{e VPN kr Repicaf4n __ Rcdaa6rt ASA ................. R.dondant ASA Feanal's C aeais OLQ YaAwrel DAQ W-W Ra'u,ant Crs load Re:krdant C'sty Load Bak_ Balancers lna.{R.IYbtl3agri.rll Load Saaleod So~ DR'1 L5'eh1 Di5Y 55'M2 VFW V..., DFk 50L IM Vi." Wll W�2 I.Vraal yaps d:Wh9l"/Re nda{b&WAaVs;;W) &a�:W Nc!-xl lRasbitledbLackgs bYy) Loge, WAN Link 100 L%E&Al* Red d, Path ----- The Hosted environment is comprised of two individual high availability geographically separated sites. These facilities feature a wide range of structural, network and security safeguards to provide customers with state-of-the art disaster avoidance and resilience. Both centers have built-in redundancy, providing fault tolerant environments for hosted customers. ESi includes an extra layer of protection by implementing a managed Intrusion Detection System (IDS)which continually scans incoming traffic for signatures of possible cyber threats. 27 Appendix F—ASP HOSTING Both sites utilize enterprise class redundant hardware and network architecture and are configured to replicate data, in real time,on the byte level, between facilities. An instance of WebEOC is installed across multiple load balanced 64 bit web servers while a 64 bit version of SQL 2008 provides database services. An ESX virtual server is also on hand that can be quickly activated to bring additional systems on line to meet customer needs. 3.0 Service Level ESi provides 99.9%application uptime to its customers. See WebEOC Hosting Agreement(Appendix G) for additional details. 28 EXHIBIT C SOFTWARE SUPPORT PLANS ESi—City of Fort Worth Page 16 of 16 RECIPIENT Rev. 11/2009 Bound less Collaboration- Software Support Plans WebEOC® & ESiWebFUSIONTM (Last Updated: April 16, 2010) ESi Acquisition Inc. 1 823 Broad Street,Augusta,Georgia 30901 (800)596-0911 1 (706)826-0911 Fax I www.esi9ll.com Table of Contents 1.0 General.......................................................................................................................................................3 2.0 WebEOC m Plan Highlights............................................................................................................................4 3.0 WebEOC Software Support Plans.............................................................................................................5 3.1 Bronze....................................................................................................................................................5 3.2 Silver......................................................................................................................................................6 3.3 Gold........................................................................................................................................................9 3.4 Platinum............................................................................................................................................... 11 4.0 ESiWebFUSIONTM Software Support......................................................................................................... 13 5.0 Third Party and WebEOC Plug-in/Interface Software Support Costs..................................................... 15 6.0 Application Service Provider(ASP)—Hosting Fee.................................................................................... 16 7.0 Customer Support Escalation Plan........................................................................................................... 18 8.0 Optional On-site Emergency Support Services......................................................................................... 20 WebEOC and ESi'are registered trademarks of ESi Acquisition,Inc. MapTac'"and ESiWebFUSION"are trademarks of ESi Acquisition, Inc. All other trademarks are the property of their respective companies. ESi—City of Fort Worth RECIPIENT Rev. 11/2009 C=1• Boundless CullaDo,.U.n' GENERAL ESi listens to its customers. More and more WebEOC users are coming back to ESi for additional services, and looking for a way to ensure that they have a vehicle to budget for and procure these services on a regular basis. Our emergency management community understands the critical importance and value of ongoing training, regular exercises and analysis of exercise results, as well as development of tailored boards that capture specific processes. In order to respond to these requests for a greater degree of support,we have designed support plans that capture the services most often requested by our clients. It is our hope that these plans will help you streamline the procurement process while getting the additional services you need. ESi also understands that some agencies have limited budgets. It is our desire and commitment not to leave a single customer behind. Therefore, we offer a lower cost maintenance option that allows customers to keep their WebEOC current. This plan provides software updates only, allowing clients to"pay as you go"for technical support on a time and materials basis. We hope that one of these options will meet your needs, and as always,we are open to additional suggestions. During the first 90 days of ownership,from the first day of the month following installation of the Software, customers are entitled to receive any software updates created and released by ESi. During this ninety(90) day period, customers are also entitled to ESi routine telephone support, Monday through Friday, during the hours of 8:30 a.m.to 7:00 p.m. Eastern Standard Time (excluding holidays), and emergency"after hours" support provided 24/7 as necessary during actual or exercise events/incidents. ESi's four optional software support plans are listed below and described in the coming pages. • Bronze • Silver • Gold • Platinum During the first 90 days of ownership,from the first day of the month following installation of the Software, customers are entitled to receive any software updates created and released by ESi. During this ninety(90)day period, customers are also entitled to ESi routine telephone support, Monday through Friday, during the hours of 8:30 a.m.to 7:00 p.m. Eastern Standard Time (excluding holidays), and emergency"after hours"support provided 24/7 as necessary during actual or exercise events/incidents. ESi Software Support Plans Page 3 WebEOC' ESi—City of Fort Worth RECIPIENT Rev. 11/2009 C=1 eaunmeucon.b..0 - 1 WebEOC' PLAN HIGHLIGHTS Bronze =Silver Gold Platinum All eligible product updates • • • • Routine toll-free phone support during ESi business hours • • • 24/7 emergency phone support • • • Email and website support(webeoc.com!and forum) • •' • After action analysis and suggestions for improvement • • • 1 complimentary registration to annual User Conference • • • Board configuration services 2 10 hours 40 hours 80 hours Annual onsite exercise evaluation 2 days 4 days', LLJ Annual onsite implementation evaluation 1 day 1 day Educational services at ESi University,Atlanta,GA 4 days 8 days (transportation,lodging not included) i. Software updates cannot be purchased separately. Customers desiring correction, point, and level releases must select one of ESi's software support plans. ii. Pricing for Bronze, Silver, Gold, and Platinum cover listed product(s) only. Renewal cost of other ESi and 3rd party products is additive. iii. Customers who have implemented WebEOC locally(to include the local side of Hybrid implementations) are responsible for all costs associated with any third party software upgrades necessary due to changes/revisions to WebEOC software. These third party software products include operating, database and/or replication software (e.g., Microsoft Windows Server, Microsoft SQL Server or Double-Take). iv. To renew software support after a lapse in coverage, customer must pay for the lapsed period dating back to when support ended. v. ESi will prorate software support at any time to coincide with customer's fiscal year. vi. Unused services(e.g., board configuration, educational services, etc.) do not roll over at year end. vii. Gold and Platinum support plans may be customized, but only to the extent that services are added, not removed (e.g., more frequent trips onsite, increased board builder hours, additional User Conference registrations, etc.). viii. ESi will negotiate services (e.g., board building, onsite support,offsite training, etc.)with customers who desire to upgrade to Gold or Platinum during a year in which support is already being provided at a lower level. The discussion will focus on prorated services unless customer elects to pay the difference between the two levels. ix. Gold and Platinum support plans include travel expenses associated with onsite services within the Continental United States(CONUS). Non-CONUS customers seeking Gold or Platinum support should contact ESi for pricing. ESi Software Support Plans Page 4 WebEOC -1 ESi—City of Fort Worth RECIPIENT Rev. 11/2009 Cat Bound/eu Co/laboratlon' x. Support Plans apply to the current level release only. A. Pricing contained herein is subject to change. 3.0 WebEOC' SOFTWARE SUPPORT PLANS 3.1 BRONZE Price: WebEOC®Professional—$4,900.001 WebEOC®Professional Bronze Software Support is the least expensive software support option ESi offers. In addition to corrections,which address software anomalies and enhancements which provide new features/functionality, renewal also ensures customers have access to updates that correct or improve performance and security. Maintaining WebEOC at the latest software release will simplify collaboration with other agencies using WebEOC and assure compatibility with any WebEOC plug-ins customer may have or subsequently purchase. It will also ensure your system is always capable of connecting to ESiWebFUSION. Bronze software support includes: • Level releases: new release or new generation of software (such as the 2008 release of WebEOC 7.0.). • Point releases: modifications to the current generation of software, including enhancements and improvements. • Correction releases: patches provided to correct software anomalies. • Access to community-use boards and tips at www.WebEOC.com. • Customers seeking technical support will be billed on a time and materials basis($175.00 first hour, plus$150.00/hr thereafter). See Section 7.0 for additional details. 1 WebEOC Air,$8,800.00; WebEOC ST,$9,050.00; WebEOC for Hospitals,$5,700.00 ESi Software Support Plans Page 5 WebEOC' ESi—City of Fort Wor RECIPIENT Rev. 11/2009 —._. Cron Hountlless Co1la6orat1on' 3.2 SILVER Price: WebEOC°Professional—$9,000.002 Features include: • Software Updates • Level releases: new release or new generation of software (such as the 2008 release of WebEOC 7.0.) • Point releases: modifications to the current generation of software, including enhancements and improvements • Correction releases: patches provided to correct software anomalies • Routine software support available by telephone, Monday through Friday, during the regular business hours of 8:30 a.m.to 7:00 p.m. EST. • Toll-free, email and website support(webeoc.com) • Support for WebEOC software reinstalls • Remote session support • Emergency"after hours" support provided 24/7 as necessary during actual or exercise events/incidents. • Remote analysis of After Action Report findings with suggestions for improvement. • Access to community-use boards and tips at www.WebEOC.com. • 10 hours of Board building, scripting, or configuration. • One complimentary registration for the Annual WebEOC User Conference3. • Learn about latest WebEOC advances • Attend Administrator and User training sessions • Meet with users to share experiences • Meet with other agencies within your region or vertical (utilities,airlines,etc.)to discuss information sharing and interoperability issues • Attend user presentations on how WebEOC software is used • See technology demonstrations on current and future products z Web EOCAir,$12,900.00; WebEOC ST,$13,150.00;WebEOC for Hospitals,$9,800.00 s Applies to core WebEOC license only(Professional,Air orST). Additional registrations are not given for purchase of WebEOC plug-ins, interfaces or"Redundant Server"software. ESi Software Support Plans Page 6 WebEOC ESi—City of Fort Worth OAJ RECIPIENT Rev. 11/2009 Cale Bomdfe=Coflabar 6— ESi Software Support Plans Page 7 WebEOC` ESi—City of Fort Wor RECIPIENT Rev. 11/2009 C�1 Bonntlfers Co//a6ora0on' Your obligations under this plan: • Appoint a designated point of contact and two alternate points of contact for interactions with ESi. • Provide ESi with all necessary information about your operating environment, hardware, network configuration, security protocols, operational processes, and other information needed by ESi to respond to your requests for technical and other software support. ESi Software Support Plans Page 8 WebEOC` ESi—City of Fort Worth RECIPIENT Rev. 11/2009 Cola Boundless Wl bor il- 3.3 GOLD Price: WebEOC®Professional—$24,900.004 Gold and Platinum Support are available to customers who desire an enhanced level of support from ESi, including annual exercise support, system evaluation, and training opportunities. Gold Support Plan features include: • Software Updates • Level releases: new release or new generation of software (such as the 2008 release of WebEOC 7.0.) • Point releases: modifications to the current generation of software, including enhancements and improvements • Correction releases: patches provided to correct software anomalies • Routine software support available by telephone, Monday through Friday, during the regular business hours of 8:30 a.m.to 7:00 p.m. EST. • Toll-free, email and website support(webeoc.com) • Support for WebEOC software reinstalls • Remote session support • Emergency"after hours" support provided 24/7 as necessary during actual or exercise events/incidents. • Remote analysis of After Action Report findings with suggestions for improvement. • Access to community-use boards and tips at www.WebEOC.com. • One complimentary registration for the Annual WebEOC User Conferences. o Learn about latest WebEOC advances • Attend Administrator and User training sessions • Meet with users to share experiences • Meet with other agencies within your region or vertical (utilities, airlines,etc.)to discuss information sharing and interoperability issues • Attend user presentations on how WebEOC software is used • See technology demonstrations on current and future products 4 WebEOC Air fee is$28,800.00;WebEOC ST,$29,050.00;WebEOC for Hospitals$25,700.00 5 Applies to core WebEOC license only(Professional,Air orST). Additional registrations are not given for purchase of WebEOC plug-ins, interfaces or"Redundant Server"software. ESi Software Support Plans Page 9 WebEOC` ESi—City of Fort Wort RECIPIENT Rev. 11/2009 C�1 BounOleas Cdhboru00n• • 40 hours of Board Building,scripting, and configuration. • Annual exercise evaluation—Two(2)days onsite A regular EOC exercise program will keep you,your EOC staff, and your WebEOC°software in top working order. ESi will send a specialist to your facility to support your WebEOC Administrator and assist in evaluating the EOC Exercise. • Evaluate the ability to exchange information using WebEOC and evaluate the effectiveness of the WebEOC configuration for regional collaboration (as appropriate) • Evaluate customer's event reporting, mission tasking and situation reporting process • Make recommendations for changes to the customer's WebEOC implementation based upon current WebEOC"best practices" • Support the WebEOC Administrator during the exercise with user-related issues • Provide onsite technical support during the exercise • Provide an After-Action Report to the WebEOC Administrator documenting findings, lessons learned and recommendations • Annual process evaluation -One(1)day onsite • Based on best practices observed throughout the user community, recommend process/ workflow improvements • Review software enhancements issued throughout the year • Evaluate effectiveness of customer changes made during the year. • Four(4) days of educational services at ESi University(travel expenses borne by customer) Your obligations under this plan: • Appoint a designated point of contact and two alternate points of contact for interactions with ESi. • Provide ESi with all necessary information about your operating environment, hardware, network configuration, security protocols, operational processes,and other information needed by ESi to respond to your requests for technical and other software support. ESi Software Support Plans Page 10 WebEOC' ESi—City of Fort Wor RECIPIENT Rev. 11/2009 a� C=1 Bonndleas Colla6oratlon' 3.4 PLATINUM Price: WebEOC°Professional—$34,900.006 Gold and Platinum Support are available to customers who desire an enhanced level of support from ESi, including annual exercise support, system evaluation and training opportunities. Platinum Support includes: • Software Updates • Level releases: new release or new generation of software (such as the 2008 release of WebEOC 7.0.) • Point releases: modifications to the current generation of software, including enhancements and improvements • Correction releases: patches provided to correct software anomalies • Routine software support available by telephone, Monday through Friday,during the regular business hours of 8:30 a.m.to 7:00 p.m. EST. • Toll-free, email and website support(webeoc.com) • Support for WebEOC software reinstalls • Remote session support • Emergency"after hours"support provided 24/7 as necessary during actual or exercise events/incidents. • Remote analysis of After Action Report findings with suggestions for improvement. • Access to community-use boards and tips at www.WebEOC.com. • One complimentary registration for the Annual WebEOC User Conference'. • Learn about latest WebEOC advances • Attend Administrator and User training sessions • Meet with users to share experiences • Meet with other agencies within your region or vertical (utilities,airlines, etc.)to discuss information sharing and interoperability issues. • Attend user presentations on how WebEOC software is used • See technology demonstrations on current and future products e WebEOC Air fee is$38,800.00; WebEOC ST,$39,050.00; WebEOC for Hospitals, $35,700.00 Applies to core WebEOC license only(Professional,Air or ST). Additional registrations are not given for purchase of WebEOC plug-ins, interfaces or"Redundant Server"software. ESi Software Support Plans Page 11 WebEOC., ESi—City of Fort Wort RECIPIENT Rev. 11/2009 C�1 Boundleu Co/laEOratlon• • 80 hours of Board Building,scripting, and configuration. • Annual exercise evaluation—Four(4)days onsite A regular EOC exercise program will keep you,your EOC staff, and your WebEOC®software in top working order. ESi will send a specialist to your facility to support your WebEOC Administrator and assist in evaluating the EOC Exercise. • Evaluate the ability to exchange information using WebEOC and evaluate the effectiveness of the WebEOC configuration for regional collaboration (as appropriate) • Evaluate customer's event reporting, mission tasking and situation reporting process • Make recommendations for changes to the customer's WebEOC implementation based upon current WebEOC"best practices" • Support the WebEOC Administrator during the exercise with user-related issues • Provide onsite technical support during the exercise • Provide an After-Action Report to the WebEOC Administrator documenting findings, lessons learned and recommendations • Annual process evaluation -One (1)day onsite • Based on best practices observed throughout the user community, recommend process/ workflow improvements. • Review software enhancements issued throughout the year. • Eight(8) days of educational services at ESi University(travel expenses borne by customer) Customer obligations under this plan: • Appoint a designated point of contact and two alternate points of contact for interactions with ESi. • Provide ESi with all necessary information about your operating environment, hardware, network configuration, security protocols, operational processes, and other information needed by ESi to respond to your requests for technical and other software support. ESi Software Support Plans Page 12 WebEOC ESi—City of Fort Wort RECIPIENT Rev. 11/2009 C=1 Bountl/eu CollaDOuflon• SOFTWARE e e , e Price: $15,000.008 Features include: • Software Updates • Level releases: new release or new generation of software • Point releases: modifications to the current generation of software, including enhancements and improvements. • Correction releases: patches provided to correct software anomalies. • Routine software support available by telephone, Monday through Friday, during the regular business hours of 8:30 a.m.to 7:00 p.m. EST. • Toll-free, email and website support(webeoc.com) • Support for WebEOC software reinstalls • Remote session support • Emergency"after hours"support provided 24/7 as necessary during actual or exercise events/incidents. • 10 hours of Board Building, scripting, and configuration. • Remote analysis of After Action Report findings with suggestions for improvement. • Access to community-use boards and tips at www.WebEOC.com. • One complimentary registration for the Annual WebEOC User Conference. o Learn about latest WebEOC and ESiWebFUSIONTm advances • Attend WebEOC Administrator and User training sessions • Meet with users to share experiences • Meet with other agencies within your region or vertical (utilities, airlines, etc.)to discuss information sharing and interoperability issues. • Attend user presentations on how WebEOC software is used • See technology demonstrations on current and future products $Unlike WebEOC, ESiWebFUSION may be installed on one second database server without incurring a "second server"fee. ESi Software Support Plan Page 13 WebEOC` ESi—City of Fort Wort RECIPIENT Rev. 11/2009 Chan Soundless Collabonflon' Your obligations under this plan: • Appoint a designated point of contact and two alternate points of contact for interactions with ESi. • Provide ESi with all necessary information about your operating environment, hardware, network configuration, security protocols, operational processes,and other information needed by ESi to respond to your requests for technical and other software support. ESi Software Support Plans Page 14 WebEOC` ESi—City of Fort Wort RECIPIENT Rev. 11/2009 C=la Bonnd/eas Co/labonRan' • , • l • l , A • l • • • • . Software support pricing shown below is in addition to the cost of Bronze,Silver, Gold or Platinum Plans for WebEOC Professional. WebEOC Redundant Server 910 $800.00 WebEOC Plug-in WebEOC Mapper Professional $3,900.00 WebEOC Resource Manager $3,000.00 WebEOC Team Manager $3,000.00 WebEOC Interface" MIR3TM Interface no annual fee EMTrackTM Interface no annual fee EMResourceTM Interface no annual fee Third Party Software—Double-Take® (Per License/Per Year) 1213 Double-Take®Standard (Current) $600.00 Double-Take®Advanced (Current) $1,000.00 Double-Take®Standard (Reactivation) $1,000.00 Double-Take®Advanced (Reactivation) $2,000.00 9 Fee based on 'database'servers, not web servers. Customers with multiple redundant servers must pay the Second Server fee for each redundant[database]server. This fee applies even though customer may designate another agency's WebEOC server as their redundant database server. 10 The Redundant Server software fee applies to core WebEOC products only(e.g.,WebEOC Professional, WebEOC Air,WebEOC ST,WebEOC for Hospitals). Customers may install plug-ins/interfaces on redundant servers without incurring similar"redundant server"fees. 11 Interfaces to commercial products listed are supported/maintained by ESi as part of the core WebEOC° Professional,ST,Air,or WebEOC for Hospitals software support plan. 12 Double-Take® is a third party product from Double-Take Software. Customers wishing to renew Double-Take support are cautioned to renew on time to avoid "Reactivation"fees. 13 Per database server. ESi Software Support Plans Page 15 WebEOC` ESi—City of Fort Wort RECIPIENT Rev. 11/2009 ate, B...dl•as Collab—OW APPLICATION PROVIDER ESi offers hosting services through Rackspace data centers located in Dallas,Texas and Herndon, Virginia. These facilities are fully redundant and geographically separated to reducing the likelihood that a man-made or natural disaster would affect both facilities simultaneously. Customers who choose ESi to host their instance of WebEOC have two options—fully hosted or hybrid. In the fully hosted scenario, ESi provides and maintains the customer's WebEOC totally within its hosted environment. Hybrid customers have WebEOC installed at the customer's location on servers maintained locally with ESi providing a redundant capability at one of its datacenters. Annual ASP and Hybrid fees are payable beginning Year 1. WebEOC Professional or Air ASP Service Description Service Fee ASP Hosting—SET-UP(One-time fee) $2,500 (One-time) ASP Hosting—Reinstatement Fee(when payment lapses for 30 days) $2,000 WebEOC Professional ASP Service Description Service Fee ASP Hosting-Up to 250 concurrent, unlimited named. $7,850 (Annually) ASP Hosting-Up to 500 concurrent, unlimited named. $12,850 (Annually) ASP Hosting-Up to 750 concurrent, unlimited named. $17,850(Annually) ASP Hosting—Up to 1000 concurrent, unlimited named. $22,850(Annually) ASP Hosting-Up to 250 concurrent, unlimited named. $1,500 (Monthly) ASP Hosting-Up to 500 concurrent,unlimited named. $3,000 (Monthly) WebEOC Air ASP Service Description Service Fee ASP Hosting-Up to 250 concurrent,unlimited named. $9,350 (Annually) ASP Hosting-Up to 500 concurrent, unlimited named. $14,350 (Annually) ASP Hosting-Up to 750 concurrent, unlimited named. $19,350(Annually) ASP Hosting—Up to 1000 concurrent,unlimited named. $24,350(Annually) ASP Hosting-Up to 250 concurrent, unlimited named. $1,800 (Monthly) ASP Hosting-Up to 500 concurrent, unlimited named. $3,600 (Monthly) WebEOC Mapper Professional ASP Service Description Service Fee ASP Hosting—SET-UP(One-time fee) $850 (One-time) 14 ASP(hosting)fees are in addition to software support fees referenced in Sections 3.1 through 3.4,and Section 5.0. Hosting fees cover the direct cost of hardware,software and services(ESi and Rackspace)to manage and maintain customer's shared environment. ESi Software Support Plans Page 16 WebEOC` ESi—City of Fort Worth RECIPIENT Rev. 11/2009 E�1 aoundf—corranorauon• ASP Hosting—Annual ASP Fee $3,950 WebEOC Team Manager ASP Service Description Service Fee ASP Hosting—SET-UP(One-time fee) $850 (One-time) ASP Hosting—Annual ASP Fee $1,000 WebEOC Resource Manager ASP Service Description Service Fee ASP Hosting—SET-UP(One-time fee) $850 (One-time) ASP Hosting—Annual ASP Fee $1,200 WebEOC Professional Hybrid Service Description Service Fee Hybrid Hosting-Up to 250 concurrent, unlimited named. $6,450 (Annually) Hybrid Hosting-Up to 500 concurrent,unlimited named. $11,450 (Annually) Hybrid Hosting-Up to 750 concurrent, unlimited named. $16,450(Annually) Hybrid Hosting—Up to 1000 concurrent, unlimited named. $21,450(Annually) Hybrid Hosting-Up to 250 concurrent,unlimited named. $1,500 (Monthly) Hybrid Hosting-Up to 500 concurrent, unlimited named. $3,000 (Monthly) ESi Software Support Plans Page 17 WebEOC` ESi—City of Fort Wort RECIPIENT Rev. 11/2009 C�1 CUSTOMER • • • • ESCALATION When requesting WebEOC customer support, customers should call the Customer Support Help Desk number listed below. Alternatively, questions or problems of a non-critical nature may be emailed to support @esi911.com. US Customers International Customers WebEOC Customer Support Help Desk (877) 771-0911 (706) 823-0911 WebEOC Customer Support Pager (888) 243-7204 (803) 202-1014 If no one is available to answer your call (when dialing the Toll-Free Help Desk Number)you may: • Leave a message and your call will be returned as soon as possible. Calls received outside of ESi's normal duty hours (Monday through Friday, 8:30 a.m.—7:00 p.m. Eastern)will be returned the next business day. • Alternatively,you will be prompted to page the on-duty technician. If electing this option (or dialing the pager number direct),ensure the call back number includes your area code. If the call back number is a "general" number, please ensure the person answering the phone knows to whom the call should be transferred. Customers who dial ESi's commercial number must ask to be transferred to tech support. If no answer,you may elect to page the on-duty technician or leave a message. Messages will be returned as described above. If your call is for emergency support, and after paging the customer support technician you do not receive a call back within 10 minutes, call the following in the order listed: ESi Emergency Support Escalation Contact Information Manager of Customer Support Dyral Fox (706)823-0911 (Office) (706) 951-1755 (Cell) Director of Customer Support,Quality Assurance Charles Ryan (706)823-0911 (Office) (803) 292-4107 (Cell) Vice President, Product Management Josh Newsome (706) 823-0911 (Office) (706) 830-2807 (Cell) President and Chief Executive Officer Nadia Butler (706)823-0911 (Office) (706)836-5151 (Cell) Bronze Support Plan customers and customers without software support will be asked for a credit card number or purchase order before tech support will be provided. ESi accepts VISA, Master Card and Discover. Technical Support rates in this instance will be charged in accordance with the following schedule. Bronze Support(Hourly) New Trouble Ticket(minimum charge) $175.00 ESi Software Support Plans Page 18 WebEOC' ESi—City of Fort Wor RECIPIENT Rev. 11/2009 C=a Bonnd/eu Col6 fiDOrzn' Troubles requiring more than (1) hour of customer support $175.00 plus$150.00/hr. We also ask that you notify ESi Customer Support by email (support @esi911.com) each time your EOC activates/deactivates in response to an actual event or major exercise. Knowing when you activate will help us prioritize tech support activities;the deactivation will alert us to solicit feedback so that we can prepare our own after action report and ultimately share lessons learned with other WebEOC users. ESi Software Support Plans Page 19 WebEOC` ESi—City of Fort Wor RECIPIENT Rev. 11/2009 ate, Bonndfess Coflaborallon• OPTIONAL ON-SITE EMERGENCY SUPPORT Customers may elect to receive "on demand" emergency on-site support services from ESi on a fee- for-service basis. Such services are provided in addition to WebEOC Software Support and Maintenance and shall be provided according to the following terms and conditions: Services Offered: Services to be performed may include, but are not limited to: • WebEOC administration and user support • Custom board configuration • Training of new users • Process development and implementation • Technical assistance • The temporary set-up of a hosted or redundant system for fail-over purposes. Request for Services: Services may be requested by Customer by written Work Order at the sole discretion of Customer. Work Orders may be sent to ESi via facsimile at (706) 826-9911 or via electronic mail to emergency_help @esi911.com. If facsimile is used for submission, the customer should also send an electronic mail to emergency help @esi911.com informing ESi that the Work Order is in the process of being submitted. Acceptance of Work: ESi shall issue to Customer a written acceptance or rejection of work offered within twelve (12) hours of receipt of Work Order. Acceptance of Work Order by ESi is dependent on availability of ESi staff or qualified sub-contractors and feasibility of travel. Nothing contained herein shall require ESi to accept a request on behalf of Customer to perform services for Customer and nothing contained herein obligates Customer to request Contractor services. Compensation: Customer shall pay ESi for work performed at the rates stated in Contractor Rate Schedule listed below. ESi shall invoice Customer for work performed on a monthly basis. ESi invoice shall, at a minimum, provide the name and mailing address of ESi, the dates on which work was performed, a brief description of work performed, and an itemized list of charges covered by the invoice. Customer shall pay Contractor the amount due within thirty (30) days of receipt of Contractor invoice. Expenses: Customer shall pay ESi for reasonable expenses incurred during the performance of work requested by Customer. Reasonable expenses include but are not limited to travel, per diem and materials. ESi shall invoice Customer for such expenses, at rates equal to actual cost to ESi, on a monthly basis. ESi invoice shall, at a minimum, provide the name and mailing address of ESi and an itemized list of expenses covered by the invoice. Original receipts will be provided upon request of Customer. Customer shall pay Contractor the amount due within thirty (30) days of receipt of Contractor invoice. ESi Software Support Plans Page 20 WebEOC" ESi—City of Fort Worth RECIPIENT Rev. 11/2009 Cron Boundless Colhbonllon' Contractor Rate Table Item Number Description Unit Price TS-PMDAR-ES-EOSS Project Manager $3,000/day TS-PGMNR-ES-EOSS Programmer $3,000/day TS-FICTOD-ES-EOSS WebEOC Software Support, Senior Level $3,600/day TS-FINSD-ES-EOSS WebEOC Software Support $3,000/day TS-AEOSD-ES-EOSS Technical Services, General $3,000/day TS-ASPSU-EOSS Set-up,Temporary Hosted Site $3,000 TS-CIMS7-250D-H-EOSS Hosting(<_250 concurrent users)Temporary Site $ 50/day Direct Costs: Travel Expenses and Per Diem. Authorized travel expenses and per diem shall be paid to ESi at the following rates: (i) Transport fares(air, surface transportation) shall be reimbursed at actual costs. (ii) Reasonable hotel accommodations shall be reimbursed at actual costs. For the purposes of this agreement, "reasonable" means at a price at or similar to published General Services Administration ("GSA")guidelines in effect for the destination at the time of booking or stay,whichever amount is greater. (iii) Meals and incidentals ("per diem") shall be paid according to the published GSA guidelines in effect for the destination at the time such expenses are incurred. The value of any allowance for meals or incidentals purchased for ESi by Customer or a third party shall be subtracted from daily per diem values prior to issuing reimbursement to ESi. (iv) Mileage expenses shall be reimbursed at the Internal Revenue Service ("IRS") rate in effect at the time the expense is incurred. (v) Reasonable rental car expenses shall be reimbursed at actual costs. (vi) Parking fees,tolls and bridge fees shall be reimbursed at actual costs. The cost of any materials required to complete work assignments that are not provided to ESi shall be reimbursed at actual cost. A sample WebEOC Software Support and Maintenance Terms and Conditions, Optional On-Site Emergency Support Services document is provided below. ESi Software Support Plans Page 21 WebEOC` ESi—City of Fort Wort RECIPIENT Rev. 11/2009 EXHIBIT D ACCEPTABLE USE POLICY Acceptable Use Policy Acceptable Use Policy ESi Acquisition, Inc. maintains this website as a service to its customers, its partners and other parties with an interest in its products, services and marketplace. Your use of this website indicates your acceptance of the following terms and conditions: 1. Definitions. For the purposes of this Acceptable Use Policy, the following words shall have the following meanings: a. "ESi" shall mean ESi Acquisition, Inc., the developer, publisher, owner and licensor of the WebEOCO suite of crisis information management software and licensor of other complementary software products. b. "Policy" shall mean this Acceptable Use Policy. c. "Software" shall mean any software applications developed, published and/or licensed by ESi. d. "Website" shall mean information, images, content and resources created, published, managed and/or owned by ESi via the internet at www.esi911.com, www.webeoc.com, and any other URLs that may be established by ESi. e. "You" shall mean any person accessing, viewing and otherwise making use of the information, images, resources and other content presented and/or made available through this website. 2. Accuracy of Content. Although ESi strives to provide accurate and up-to-date information about its products, services and activities in the marketplace, all information presented in this Website is provided "AS IS." ESi assumes no responsibility for errors or omissions, nor shall ESi have any liability for damages resulting from use or reliance on any information contained herein. ESi makes no warranties regarding the content of the Website, express, implied or otherwise, including without limitation any warranty of merchantability or warranty of fitness for a particular purpose. 2. No Unlawful Use. Any use of this Website or any content presented herein for unlawful purposes is strictly prohibited. Unlawful purposes include, but are not limited to, hacking; password mining; disabling or intentionally overburdening the Website; accessing or attempting to access information that has not been made available for public viewing; accessing or attempting to access areas of the Website that are restricted; using the Website to distribute malicious code or viruses; misappropriation or unauthorized use of content protected by copyright, trademark or similar legal protection; and any other activities prohibited under any applicable local, state and federal laws. The content of this Website, including any Software that may be accessed through this Website, are subject to U.S. export controls. No Software made available through this Website may be downloaded or otherwise shared in violation of any export or re-export law or regulation of the United States. If You access this Website from outside the United States or its territories, You are solely responsible for compliance with all applicable local rules in addition to any United States export laws or regulations that may apply. 4. Copyright Notice. The contents of this Website are protected by United States and international intellectual property laws, treaties and conventions. Except where otherwise noted, all content is copyright© 1999-2009, ESi Acquisition, Inc. All rights reserved. No part of this Website may be reproduced; recorded; republished; used as the basis for a derivative work; licensed; transferred for value or otherwise leased or sold; stored in an electronic or mechanical retrieval system; distributed, transmitted or broadcast, in any form or by any means; linked to an external website; in-lined; and/or framed within an external website, without the prior express written permission of ESi Acquisition, Inc. 5. Use of Software. Access, use and download of any Software, status board or other application developed by ESi and made available through this Website is subject to the terms of the applicable End User License Agreement. Access, use or download of any software, or other application owned, developed and/or licensed by a third party is subject to the terms of that party's applicable license agreement. 6. Trademarks. WebEOC@ and ESi® are registered trademarks of ESi. Boundless Collaboration TM, ContinuityPlannerTM, ESiWebFUSION TM, MapTacTM, Shared Awareness TM and ResourceManagerTm are trademarks of ESi. Other trademarks referenced in Website content are the property of their respective owners, whether or not registered. 7. Web Links. This Website contains links to websites owned and maintained by third parties. These links are prpvided with the consent of their respective owners and for the purpose of convenience only. ESi is not responsible for the content or reliability of such third party websites or links, nor shall the provision of a link to the website of a third party be deemed an endorsement by ESi of such third party's content, products or services. 8. Interactive Features. This Website offers certain features supporting interaction among You and other users. Your use of these interactive features is subject to the terms of this Policy and, in particular, the provisions of this Section 8. Areas of the Website supporting interaction include, but are not limited to, user forums, chat rooms, status board swap pages and blogs ("Collaboration Pages"). You may post original content to the Collaboration Pages. If You decide to post, or make available for download, any original content to the Collaboration Pages, such posting shall be considered consent for ESi to share such information with those persons or parties granted permission to access its website(s). You agree to assume any risk associated with the loss, misappropriation or other use or misuse of the content. You further agree to waive any potential claims against ESi for loss, misappropriation or other misuse of original content posted by You. You agree not to post, reproduce, link, frame, inline or otherwise distribute through this Website any materials protected under copyright, trademark, trade secret or other laws designed to protect confidentiality, information security or privacy without the express written consent of the lawful owner. ESi reserves the right to take action against You and any other user who violates the provisions of this Policy. Actions may include, but are not limited to, issuance of a written or verbal warning, suspension or termination of account enabling access to Collaboration Pages, or legal action. 9. Privacy Statement. The ESi privacy statement is available here. 10. Limitation of Liability. In no event shall ESi be liable for any lost profits, or indirect, special, incidental or consequential damages arising out of or in anyway related to use of this website, even if advised of the possibility thereof. 11. Right to Amend Policy. ESi reserves the right to add to, delete or modify the terms of this Policy at any time and upon written notice to You. Such additions, deletions and modifications shall be effective upon publication on Website. Continued use of the Website by You shall be interpreted as your acceptance of such changes to the policy. 12. Jurisdiction, Choice of Laws and Enforceability. Any dispute related to or arising from the use of this website shall be governed by, and interpreted in accordance with, the laws of the State of Texas, regardless of application of choice of law rules or principles. If any provision of this Policy, or any portion thereof, shall be held to be invalid, illegal, unenforceable or void as against public policy, the validity, legality or enforceability of the remainder of this Policy shall not in any way be affected or impaired thereby. WebEOC® End User License Agreement 1. ESi License Agreement. This is a license agreement and not an agreement for sale. This License Agreement("Agreement") is between the Licensee and ESi Acquisition, Inc. ("ESi"), a Delaware Corporation with its principal place of business at 823 Broad Street, Augusta, GA 30901. This Agreement gives Licensee certain limited rights to use the proprietary ESi Software,Software Updates,and Documentation including any updates thereto. 2. Definitions. (a) "Authorized User" or "Permitted User" mean the Licensee and any of its directors, officers, employees, contractors, agents or other third parties granted rights to access and use the Software, by Licensee and for the benefit of Licensee, pursuant to and in accordance with the WebEOC End User License Agreement. (b) "Documentation" means the WebEOC® Administrator and User Manuals and any other documents,materials, information or guidance,whether supplied as printed material or in electronic form, provided by ESi in conjunction with the purchase,training,use,maintenance or update of the Software. (c) "ESi" means ESi Acquisition, Inc., a Delaware corporation, with its primary place of business at 823 Broad Street,Augusta,GA,USA,30901 and/or its Subsidiaries. (d) "License" means certain limited rights to use the proprietary ESi Software, Software Updates, online and/or hard-copy documentation and user guides as set forth in Section 4 of this Agreement. (e) "Licensee" means the person or legal entity accepting this License to use the Software, or for whom such License was obtained. (f) "Software," means, individually and collectively, all of the software licensed by Licensee from ESi or its Subsidiaries including, but not limited to, WebEOC Professional, software plug-ins, interfaces, and software updates. i (g) "Subsidiary" means a corporation or limited liability corporation in which ESi owns a majority interest and/or is an affiliate over which ESi has substantial control over assets, operations and management. (h) "Software Updates" means any technical correction, patch, bug fix, enhancement or other software release provided to Licensee pursuant to this License or under any Software Support Plan purchased by Licensee. 3. Ownership and Licensing Authority. (a) Ownership of, and title to, the Software and Documentation shall be held by ESi and its licensor(s) and is protected by United States law and applicable international laws, treaties and conventions regarding intellectual property. ESi warrants that it has the power and authority to grant the license described herein. ESi and its licensor(s) shall retain all rights,title and ownership not granted herein to all copies of the Software and Documentation licensed under this Agreement. (b) ESi represents and warrants that it is authorized to redistribute and license any third party software Rev 08/20/2009 ©1997-2009 ESi Acquisition,Inc. All Rights reserved. WebE00 and ESil are registered trademarks of ESi Acquisition,Inc. MapTacrm is a Trademark of ESi Acquisition,Inc. Twitter'°and Tweet®are registered service marks of Twitter,Inc.. All other products are trademarks of their respective owners. WebEO& End User License Agreement delivered with the Software and Documentation provided under this Agreement. The owner of such third party software shall have the right to enforce this Agreement to the extent permitted by applicable law. 4. Grant ofLicense. ESi grants to Licensee, and Licensee accepts, subject to the following terms and conditions and payment of the applicable license fee, a perpetual, limited non-exclusive, non-transferable, and non-sublicensable right,revocable according to the terms stated herein,to use the Software and Documentation. S. Permitted Uses. (a) Licensee may install and use one (1) copy of the Software on one (1) Licensed Machine. As used herein, Licensed Machine means a single box, whether a laptop, personal computer or server, with a single or multiprocessing unit(CPU)that is used for any purpose other than running the software in a test environment before placing it in operational use. Licensee may use the Software and Documentation solely for Licensee's internal business purposes. (b) Licensee may make one (1) copy of the Software for back-up or archival purposes, or Licensee may install a second copy of the Software on a second machine as long as only one (1)copy of the Software is in use at any one time, except that if the second machine will be used as a redundant licensed machine with replication between primary and secondary machines, Licensee must obtain from ESi, according to the terms of the ESi standard price list, a Redundant Server License. Licensee is not required to obtain additional licenses for Software Plug-Ins or interfaces installed on a redundant licensed machine. As used herein, Software Plug-In shall mean WebEOCO Mapper, WebEOC® Resource Manager, WebEOC® Resource ManagerGIS, WebEOCO GISe, WebEOC® GISmp, WebEOC® Team Management, WebEOC® Calendar,MapTacTM and any other Software Plug-In applications ESi may release from time to time. (c) Licensee may also install a copy of the Software on one (1) additional Licensed Machine set up in a test environment for the sole purpose of testing the Software and Software Updates locally before placing "in production". (d) There is no limit to the number of individuals who may access the Software as Users. User functions are limited to those listed in the WebEOC User Manual. Users may not be granted Administrator privileges, except that Licensee may grant designated Users limited administrator profiles exclusively to create, or edit, incidents in WebEOC and to add or edit maps within MapTacTM. Users that require full administrator rights or any administrator rights in excess of those identified above, require a separate license to the Software. Except where otherwise provided in this Agreement, only Licensee shall have Administrator rights and privileges. (e) Licensee may provide its consultant(s) or independent contractor(s) with access to the Software and Documentation, provided that such consultants or independent contractors are using the Software and Documentation exclusively for the benefit of the Licensee. Licensee shall be responsible for compliance by its consultants and independent contractors with the terms and conditions of this Agreement. (f) Licensee may use the WebEOC®BoardBuilder tool to copy, modify and create WebEOC® forms and templates and Licensee may distribute, in printed form or as electronic media, such forms and templates to Licensee's Authorized Users and other licensees of the Software, provided that such forms and templates are used exclusively for the internal business purposes of Licensee, Licensee's Authorized Users and other licensees of the Software. Licensee shall not sell, resell, license or otherwise transfer for Rev 08/20/2009 ©1997-2009 ESi Acquisition,Inc. All Rights reserved. WebEOC*and ESO'are registered trademarks of ESi Acquisition,Inc. MapTacTM is a Trademark of ESi Acquisition,Inc. Twitterr'and Tweet*are registered service marks of Twitter,Inc.. All other products are trademarks of their respective owners. WebEOC® End User License Agreement value the derivative works created using the WebEOC® BoardBuilder tool, and Licensee shall not distribute such forms and templates as part of any product or service for value to any third party. Any derivative works prepared by Licensee shall remain subject to the terms of this Agreement and shall clearly display the following copyright notice to properly acknowledge the proprietary rights of ESi and its third party licensors: "This work includes the intellectual property of ESi and its licensors and is provided under license. Copyright©2002-2008,ESi and its licensors. All rights reserved." 6 Pomients. The License Fee is due and payable when the Software licensed under this Agreement is installed by ESi or its authorized agent, associate or contractor. Additional license fees are required to use the Software on more than one(1) Licensed Machine and as otherwise required by Section 5 of this Agreement. Such license fees are calculated per Licensed Machine and are due and payable prior to installation of the Software on the additional machines. 7. Protection of So Avare. Licensee agrees to take all reasonable steps to protect the Software and Documentation from unauthorized copying or use. The Software source code represents and embodies trade secrets of ESi and/or its third party licensors. The Software source code and embodied trade secrets are not licensed to the Licensee. Licensee agrees not to disassemble, decompile or otherwise reverse engineer the Software, use reflection or other mechanism to view, interpret, translate or try to understand the structure of the Software, or otherwise attempt to discover the source code and/or the trade secrets contained in the source code, and Licensee will not allow third parties to do so. Licensee may not,nor allow third parties to, modify or alter the Software in any way. 8. ConfidentialitX. The Software and Documentation contain confidential information and trade secrets of ESi and/or its third party licensors. To the extent permitted by applicable law, Licensee agrees to hold in confidence, not disclose and not use the Software and Documentation except as expressly provided herein, and Licensee shall ensure that there is no breach, compromise or violation of such confidentiality by Licensee's employees, consultants, or independent contractors. Licensee recognizes and agrees that there is no adequate remedy at law for a breach of this Section or of Section 9 of this Agreement, that such breach would irreparably harm ESi, that monetary damages would not be an adequate remedy, and that ESi is entitled to injunctive relief with respect to any such breach, or potential breach, in addition to any and all other remedies available at law or at equity. 9. Proprietary Interests. (a) The Software and Documentation, and all copies thereof, shall remain the exclusive property of ESi and/or its third party licensors. All applicable rights to copyrights, trademarks, logos, patents and other intellectual property shall remain vested in ESi and/or its third party licensors. Licensee shall not claim, register, alter or modify, any interest in such copyrights, trademarks,patents or other intellectual property, nor shall Licensee nor attempt to do any of the foregoing. Licensee shall not translate any of the ESi trademarks into any other language or alphabet. (b) Notwithstanding Section 9(a) of this Agreement, Licensee shall have title at all times to data input and output arising out of the use of the Software, and any computer programs developed by or for Rev 08/20/2009 ©1997-2009 ESi Acquisition,Inc. All Rights reserved. WebEOC'and ESi'are registered trademarks of ESi Acquisition,Inc. MapTacT11 is a Trademark of ESi Acquisition,Inc. Twitter"and Tweet"are registered service marks of Twitter,Inc.. All other products are trademarks of their respective owners. WebEOC® End User License Agreement Licensee using output of the Software as input to another source, and which do not include any logic and code of the Software, and such shall remain the exclusive property of the Licensee. 10. Restrictions. Except as expressly authorized in this Agreement, Licensee shall not rent, lease, loan, sell, sublicense, distribute, transfer, copy, reproduce, display, modify, provide commercial hosting services, time share or dispose of the Software or Documentation or any part thereof,use the Software to provide any services to third parties or otherwise use the Software and Documentation to generate commercial revenue. 11. Assignment. Licensee may not assign or otherwise transfer, in whole or in part, or in any other manner, any rights, obligations, or any interest in or under this Agreement without the prior written consent of ESi, which consent shall not be unreasonably withheldAny attempted assignment in violation of this provision will be void. A merger or other acquisition by a third party will be treated as an assignment. ESi may at any time and without Licensee's consent assign all or a portion of its rights and duties under this Agreement to a company or companies wholly owning, owned by, or in common ownership with ESi, but shall give Licensee sixty(60)days prior written notice of such assignment. 12. Copying of Documentation. Licensee may make as many copies of the Documentation as necessary for Licensee's internal purposes, provided that the Licensee shall not modify or alter the content or appearance of the Documentation, modify or alter the appearance of any ESi trademark or logo in the Documentation, or eliminate any references to ESi,WebEOC or other ESi Software in the Documentation, and provided that Licensee shall reproduce and distribute the ESi copyright and notices page contained in the Documentation with all such copies, and maintain the confidentiality of the copies in accordance with Section 8 above. 13. Maintenance and Support. (a) ESi will create Software Updates from time to time. Unless otherwise negotiated and written by ESi, Licensee shall be entitled to receive any Software Updates created and generally released by ESi for a period of ninety (90) days from the first day of the month following installation of the Software, provided that the Licensee is not in violation of this Agreement. During this ninety (90) day period, Licensee also shall be entitled to receive from ESi routine telephone support, Monday through Friday, during the hours of 0830 to 1900 Eastern Standard Time (excluding holidays), and emergency "after hours" support provided as necessary during actual incidents, exercises and/or other events requiring activation. (b) All Software Updates received by Licensee shall be subject to the terms of this Agreement. (c) If Licensee desires to receive Software Updates and technical support for the Software beyond the ninety (90) day period provided for in this Agreement, Licensee must purchase, for a fee, an annual Software Support Plan. Rev 08/20/2009 ©1997-2009 ESi Acquisition,Inc. All Rights reserved. WebEOO and ESi"are registered trademarks of ESi Acquisition,Inc. MapTacT"is a Trademark of ESi Acquisition,Inc. Twitter`"and Tweet'are registered service marks of Twitter,Inc.. All other products are trademarks of their respective owners. WebEOC® End User License Agreement 14. Limited Warranty and Disclaimers. (a) ESi warrants that the Software will perform in accordance with the accompanying Documentation for a period of one (1) year from the first day of the month following installation, if ESi or its authorized agent, associate or contractor performs the Software installation, or on the first day of the month after the Software is shipped, if ESi or its authorized agent, associate or contractor ships the Software to the Licensee. (b) If programming errors or defects do occur during this period and ESi is promptly notified in writing of the nature of the error, ESi will correct the error without charge. (c) ESi's entire liability and Licensee's exclusive remedy shall be, at EST's option, either(a)correction of the error or (b) return of the license fee. This limited warranty does not cover errors attributable to accident, abuse or misapplication, alteration, operation outside the parameters specified in this Agreement or the Documentation, failure to install Updates provided during the warranty period, installation,training or programming provided by an anyone other than ESi or an ESi-certified technician, or other breach of this Agreement by Licensee. (d) ESi DISCLAIMS ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SOFTWARE AND/OR ACCOMPANYING DOCUMENTATION. NO ORAL OR WRITTEN ADVICE OR INFORMATION PROVIDED BY ESi OR ANY OF ITS AGENTS, EMPLOYEES OR CONTRACTORS SHALL CREATE A WARRANTY, AND LICENSEE IS NOT ENTITLED TO RELY ON ANY SUCH ADVICE OR INFORMATION. ESi EXPRESSLY DISCLAIMS ANY WARRANTY THAT THE SOFTWARE WILL OPERATE UNINTERRUPTED OR FREE OF ERRORS. (e) The Software is an information management application. The software is not fault-tolerant and is not designed, manufactured, or intended for use or resale in hazardous environments that require fail-safe performance such as in the operation of nuclear facilities, aircraft navigation or communications systems, air traffic control, emergency response, terrorism prevention or response, life support or weapons systems (collectively "High Risk Activities"), the failure of which could lead to death, personal injury, or severe physical or environmental damage. ESi EXPRESSLY DISCLAIMS ANY WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES. (f) Unless a Software Support Plan (Section 13) is in effect, any updates to the Software, including without limitation, any hot fixes provided to Licensee after the expiration of the one (1) year warranty period are not covered by any warranty or condition,express, implied or statutory. IS. Limited Liability. EXCEPT WITH RESPECT TO ITS OBLIGATIONS UNDER SECTION 17 OF THIS AGREEMENT, ESi AND ITS LICENSORS' AGGREGATE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT OR THE SOFTWARE OR DOCUMENTATION IS LIMITED TO THE TOTAL OF ALL SUMS PAID OR PAYABLE TO ESi FOR THE LICENSE. NEITHER PARTY SHALL BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL (INCLUDING LOST PROFITS OR REVENUE, LOST SOFTWARE, LOSS OF DATA, COSTS OF RECREATING LOST DATA, OR Rev 08/20/2009 ©1997-2009 ESi Acquisition,Inc. All Rights reserved. WebEOC'and ESi'are registered trademarks of ESi Acquisition,Inc. MapTacTM is a Trademark of ESi Acquisition,Inc. Twitter and Tweet"are registered service marks of Twitter,Inc.. All other products are trademarks of their respective owners. WebEOC® End User License Agreement THE COST OF ANY SUBSTITUTE SOFTWARE OR EQUIPMENT), INDIRECT OR PUNITIVE DAMAGES EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER UNDER THEORY OF WARRANTY, TORT, PRODUCTS LIABILITY OR OTHERWISE. 16 License Term and Termination. (a) This Agreement and the License are effective upon Licensee's acceptance of the terms and conditions of this Agreement, as provided in the first paragraph above, and payment of the applicable License fees, and will remain in force until terminated. (b) ESi shall have the right to terminate the license granted hereunder by giving written notice of termination to Licensee if Licensee shall fail to pay the specified license fee when due or shall fail in any other material respect to comply with Licensee's obligations under this Agreement and such failure to pay or comply is not remedied to ESi's satisfaction within sixty (60) days after Licensee receives written notice thereof from ESi. Licensee acknowledges and agrees that ESi may seek equitable relief at any time to remedy a violation or threatened violation of the restrictions set forth herein regarding the use and protection of the Software and Documentation. (c) Upon termination, Licensee shall immediately destroy the original and all copies of the Software and Documentation, or return them to ESi. 17. Infi-ingement ofPatent and Other Proprietary Rights. (a) ESi represents to Licensee that it has no knowledge of any existing or potential claims that the Software or Documentation violates or infringes upon any patent, copyright, trade secret or other proprietary right of a third party. (b) ESi shall indemnify, defend and hold harmless Licensee from and against all claims, damages, losses, liabilities and expenses, including reasonable attorneys' fees, arising out of any claim by a third party asserting that the Software, Documentation, services or any use thereof, infringes such third party's patent, copyright, trademark, trade secret, confidentiality or other right, provided that Licensee notifies ESi in writing within a reasonable time after Licensee first receives written notice of the claim and gives ESi reasonable assistance, at ESi's cost, in the defense or settlement of the claim. If any such infringement, claim or action is brought or threatened,ESi will, at its sole option and expense: (a)procure for Licensee the right to continue using the Software; or(b)modify or amend the Software, provided that such modified Software will have substantially the same or comparable capabilities, or replace the Software with other software having substantially the same or comparable capabilities; or(c) if neither of the foregoing is commercially practicable, terminate this Agreement and repay Licensee a portion, if any, of any license fees for the Software, on a pro rata basis. If terminated, the parties will be released from any further obligation under this Agreement, except for obligations that survive termination. 18. No Disabling Codes, Timers, Counters, or Other Limitations. The Software shall not include or contain any disabling code, timer, clock, counter or other limiting design or routine which causes the Software to be erased, inoperable or otherwise incapable of being used in the full manner for which it was designed and licensed pursuant to this Agreement after being used or copied a certain number of times, or after the lapse of a certain period of time, or after the occurrence or lapse of any similar triggering factor Rev 08/20/2009 ©1997-2009 ESi Acquisition,Inc. All Rights reserved. WebEOC'and ESi"are registered trademarks of ESi Acquisition,Inc. MapTacT111 is a Trademark of ESi Acquisition,Inc. Twitter and Tweet`s are registered service marks of Twitter,Inc.. All other products are trademarks of their respective owners. WebEOC® End User License Agreement 19. General Conditions. (a) Governing Law. This Agreement shall be governed by, and interpreted in accordance with, the laws of the State of Texas (United States of America) regardless of application of choice of law rules or principles. This Agreement expressly excludes the United Nations Convention on Contracts for the International Sale of Goods. Venue for any action arising under this Agreement still be the state or federal district courts in Tarrant County, Texas. (b) Entire Agreement. This Agreement sets forth the entire understanding and agreement between Licensee and ESi and may be amended only in a writing signed by both parties. This Agreement supersedes any and all other Software license agreements, including without limitation, any License previously granted for any prior version of the Software. In the event of any inconsistency between the terms and conditions of this Agreement and the terms and conditions of the Documentation or other licenses delivered with the Software,the terms and conditions of this Agreement shall govern and control. NO VENDOR, DISTRIBUTOR, DEALER, RETAILER, SALES PERSON, OR OTHER PERSON IS AUTHORIZED TO MODIFY THIS AGREEMENT OR TO MAKE ANY WARRANTY, REPRESENTATION OR PROMISE WHICH IS DIFFERENT THAN, OR IN ADDITION TO, THE TERMS OF THIS AGREEMENT. (c) Waiver. No waiver of any right under this Agreement shall be effective unless in a writing, signed by a duly authorized representative of either party. No waiver of any past or present right arising from any breach or failure to perform shall be deemed to be a waiver of any future right arising under this Agreement. (d) Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be void or unenforceable for any reason, that provision shall be reformed to the extent necessary to make the language enforceable. All other provisions of this Agreement shall remain in full force and effect. 20. Export Controls. (a) Licensee acknowledges that the Software and Documentation are subject to United States export laws. Licensee shall not, nor shall Licensee authorize or permit its directors, employees, consultants, independent contractors or other persons, to export, re-export, disclose or otherwise provide the Software and/or Documentation to any country unless an appropriate license, exemption or authorization has been obtained from the U.S. Government. (b) Licensee expressly agrees that Licensee shall not export, re-export, barter, or otherwise provide or disclose the Software and Documentation, in whole or in part, to: (a) any country covered by any United States trade embargo; (b)any person listed on the United States Department of Treasury's list of Specially Designated Nationals; (3) any person or entity listed on the United States Department of Commerce Denied Persons List; (4) any person or entity listed on the United States Department of Commerce Unverified or Entity Lists; (5) any person or entity listed on the United States Department of State Debarred List; or (6) any person or entity where such export, re-export, barter, disclosure or provision violates United State export control law or regulation. Licensee represents and warrants that neither it nor its directors, employees, consultants, nor any other persons or entities who may gain access to the Software and Documentation through the Licensee, are persons or entities subject to such U.S. export controls. Rev 08/20/2009 ©1997-2009 ESi Acquisition,Inc. All Rights reserved. WebE00 and ESi'are registered trademarks of ESi Acquisition,Inc. MapTa011 is a Trademark of ESi Acquisition,Inc. Twitter and Tweet"are registered service marks of Twitter,Inc.. All other products are trademarks of their respective owners. The Financial Management Services Director certifies that upon approval of the above recommendations, funds will be available in the current budget, as appropriated, in the Grants Fund. TO Fund/Account/Centers FROM Fund/Account/Centers GR76 539120 036442426110 $35,800.00 GR76 539120 002442329130 $100,000.00 Submitted for City Manager's Office by: Thomas Higgins (6192) Originating Department Head: Rudy Jackson (6801) Additional Information Contact: Rudy Jackson (6801) ATTACHMENTS 0810 Quote Q14919.pdf Logname: 02EMCONTRACT Page 2 of 2