COURT ORDER

ORDER NO:
DATE: March 5, 2013
STATE OF TEXAS
COUNTY OF DALLAS
BE IT REMEMBERED, at a regular meeting of Commissioners Court of Dallas County, Texas, held
on the ____ -"5-"'th'--_____ day of ______ _______ , 2013,
on a motion made by ______________________ , and seconded by
_________________ , the following Court Order was adopted:
WHEREAS, the Commissioners Court was briefed on March 5, 2013 concerning the plan and cost estimate
for the purchase and implementation of hardware and software necessary support the Sheriffs
Department In-Car Video, Mobile Computer and E-Ticketing Upgrade Project; and
WHEREAS, the purchase and implementation of these systems will support ongoing operations of the
Sheriffs Department Traffic Division in the areas of mobile dispatching, digital evidence
collection alld the issuance and management of traffic citation data; and
WHEREAS, funding is available from the General Fund through a combination of budgeted fuuds and
unallocated reserves with anticipated repayments for certain phases by forfeiture funds and
the Major Technology Fund; and
WHEREAS, this request is consistent with Strategy 1 of the County's strategic plall: Dallas County is a model
interagency partner and Strategy 3: Dallas County is safe, secure and prepared.
IT IS THEREFORE ORDERED, ADJUDGED, AND DECREED that the Dallas County Commissioners
Court approves the expenditure of$2,877,391.04 to purchase the hardware, software, engineering and installation
services to upgrade the Sheriff's In-Car Video, Mobile Computer and E-Ticketing systems and authorizes the
County Judge to execute all necessary documents.
DONE IN OPEN COURT this the 5
th
day of March ,2013.
Clay Lewis Jenkins, County Judge Dr. Theresa M. Daniel, District # I Mike Cantrell, District #2
John Wiley Price, District #3 Dr. Elba Garcia, District #4
(?!:: __

DALLAS COUNTY SOW
STATEMENT OF WORK
DIGITAL IN CAR VIDEO AND MOBILE
COMPUTING SYSTEM
DALLAS COUNTY TEXAS
VISUALPRO 360, LLC.
DALLAS COUNTY SOW
OVERVIEW
This Statement of Work ("SOW" or "Agreement") has been jointly agreed to between Visual Pro
360, LLC. at 501 Lakeview Heights Drive, Jefferson City, MO (hereinafter referred to as
"VP360"or "CONTRACTOR"), and the CLIENT (hereinafter referred to as "CLIENT" or "Dallas
County"). Both VP360 and CLIENT shall be referred to herein as the "Parties". This agreement
is effective as of the latest signature date at the end of this document.
This document serves as a "Master Statement of Work" for the entirety of the project. All
provisions contained herein, to include Software License Agreements, Software Maintenance
Agreements, warranty agreements, purchase orders, or other binding document are held by
VP360 and the CLIENT. VP360 acknowledges that the CLIENT will not enter into any legally
binding agreement regarding this project with any subcontractor named in this SOW and that
VP360 is solely responsible to the CLIENT for those agreements. See Exhibit 18 "Dallas
County PO Terms and Conditions" for further detail.
PROJECT OBJECTIVES
CLIENT and VP360 jointly desire to have successful implementation of the goods and services
contained within this SOW and the attached purchase order terms and conditions (see Exhibit
18 "Dallas County PO Terms and Conditions") at the CLIENT'S location, consisting of the
following.
Complete wireless infrastructure design and configuration as it relates to supporting the
proposed technology in this SOW.
CLIENT'S vehicles fully configured to capture video evidence and the associated
metadata and the ability to transfer that evidence to the associated storage/retrieval
system.
CLIENT's vehicles fully equipped with Panasonic Toughbook computers as described in
this document and its attachments.
CLIENT'S vehicles equipped with automated traffic citation hardware and software as
described in this document and its attachments.
Properly configured storage/retrieval system that secures, tracks, retrieves
data/evidence as required by the CLIENT'S established policies.
Data conversion of CLIENTs legacy citation systems to the BRAZOS Automated Traffic
Citation Management System
Appropriate training of CLIENT's staff on both the vehicle operations/software and the
storage system (as appropriate for their role).
PROJECT ROSTER
This exhibit provides a list of key personnel from both Parties. See Exhibit 1, "Project Roster"
incorporated herein by reference.
List of sub-contractors:
Brazos Technology
P.O. Box 10713
College Station, TX 77842
979.690.2811
Panasonic Computer Solutions Company (PCSC)
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DALLAS COUNTY SOW
50 Panasonic Way
Seacaucus, NJ 07094
361 6433640
Utility Associates (UA)
1484 Brockett Road
Suite 200
Tucker, GA 30084
404,816,0300
Mobile Mounts
406 Interchange St, Suite A
McKinney, TX 75071
(972) 542-7456
Austin Ribbon and Computer (ARC)
9211 Waterford Centre Blvd, Ste. 202
Austin, TX 78758
(512) 452-0651
SECTION LISTING
I. Definitions and Acronyms
II. Master Change Control Provision
III. Issue and Escalation Process
IV. Project Methodology and Plan
a. Methodology
b. Project Plan
V. Other Services
a. Service Overview
b. Frontline Deployment
c. Annual Remote Service Deployment Contract
d. Daily Software Deployment Consulting
VI. Hardware and Other Devices
a. Computers and other Accessories
b. ROCKET and ROCKET ACCESS POINT (RAP) Installation
and Configuration
c. Arbitrator Cameras
d. Installation
VII. AUTOMATED TRAFFIC CITATION MANAGEMENT SYSTEM
VIII. Insurance
IX. Miscellaneous
X. List of Exhibits
XI. Signature Page
I. Definitions and Acronyms
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Arbitrator Solution - The complete system which includes all components, both in the car and
server or workstation-based elements.
Arbitrator Camera - The video camera devices, typically mounted in the vehicle,
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DALLAS COUNTY SOW
Arbitrator VPU - The Video Processing Unit. This device is the car-mounted controller that
receives the video images from the camera, process and stores the information, and then
optionally transmits the video evidence to the server. If wireless transmission is not available,
the solid state recording media (P2 or SD cards) can be physically remove for data transfer. All
other components are connected to the VPU.
A TP - Acceptance Test Plan
Front-End CLIENT - CLIENT software that runs in the vehicle on a Mobile Data Terminal
(MDT)(aka PC). It controls the camera, recording, and metadata entry functions.
Back-End Server - Server-based software used for storage, retrieval, and security of evidence.
Installation and Configuration - The act or process of taking devices and software out of their
shipping containers and physically mounting them and setting the operational parameters.
Professional Services - A broad range of technical and consultative services provided by
PCSC, its resellers, or authorized subcontractors, required by the CLIENT to help maximize the
investment in Arbitrator or to make it operational. These include but are not limited to: hardware
and software installation, video policy planning, & SOP recommendations.
Project Management Services - A professional service which coordinates the resources and
planning of a project.
Per day charge - (All daily charges are for an eight-hour work day. Time spent past eight hours
constitutes additional work days.)
UA - Utility Associates
Rocket - A vehicle mounted, high speed, wireless router manufactured by Utility Associates.
RAP - "Rocket Access Point". A statically located wireless access point manufactured by Utility
Associates. Used in combination with the Rocket vehicle router as part of the proposed
wireless infrastructure.
WP - Work Plan
RMS - Records Management System
CMS - Court Management System
CAD - Computer Aided Dispatch
FTP - File Transfer Protocol
ECS - Electronic Citation System
SLA - Software License Agreement
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DALLAS COUNTY SOW
SMA - Software Maintenance Agreement
Device/PDA - Mobile handheld computer
SKU -Stock Keeping Unit. Product code or number.
MDC - Mobile Data Computer (any laptop or other mobile platform running a standard
operating system)
Sync - A process through which citation data is transmitted from the device to the BRAZOS
Server, and through which new software updates are transmitted from the BRAZOS Server to
the device.
Acceptance of Deliverable - Written or email notification from CLIENT to VP360, indicating
that the Deliverable has been evaluated and satisfies the Acceptance Criteria of each
Deliverable.
Deliverables - Any materials procured or prepared by BRAZOS or services provided by VP360
to CLIENT.
Receivables - Any materials procured or prepared by CLIENT or services provided by the
CLIENT to VP360 ..
Network Drops - Active network connection from the sync cradles through the network to the
internet.
II. Master Change Control Provision
Common sources of dispute in any implementation project are issues pertaining to scope
change versus bugs or unrequested new software functions/features. The quality and level of
detail of the project documentation will determine the incidence of such disputes. The quality of
VP360 documentation will help eliminate significant issues. However, if a major scope change
arises at any stage of the project, and if it has the potential to adversely affect the project
schedule, effort or cost, the following will happen:
The VP360 Project Manager will any scope change with the CLIENT Project Manager
and then document the scope change in the form of a Scope Change Control Report
(SCCR), which will be a numbered and logged document.
Next, the VP360 project team will outline an approach to deal with the scope change and
indicate the impact on the project schedule, effort and cost in detail. This will be added to
the SCCR.
VP360 will request that Dallas County management review and prioritize all outstanding
SCCR's on a regular (recommended once every four weeks) basis, and direct the
VP360 project team according to the decisions made.
The VP360 project team will undertake and complete the required implementation and
testing, and update system and user documentation as required.
The SCCR will be closed.
Should any change request result in additional cost to the project, the Dallas County
Project Manager shall prepare a written brief to the Commissioners Court requesting
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DALLAS COUNTY SOW
approval for the additional expenditure. However, no additional funding is authorized
without prior written approval of the Dallas County Commissioners Court in a formal
Commissioners Court Order.
III. Issue and Escalation Process
Dallas County will resolve business, technical and engagement plan-related issues within fifteen
(15) business days upon receipt of written notification as long as the issues do not have the
potent'lal to impact the engagement plan or schedule. For issues potentially having a negative
impact on the Project, the VP360 Project Manager and Dallas County Project
Manager/Coordinator will discuss and identify when the issue can be resolved. If they fail to
agree, a meeting of the Dallas County Project Business Owner and the VP360 Project Manager
will be convened and presented with the issue for resolution. Finally, should a meeting of the
VP360 Project Manager, Dallas County Project Manager and Project Business Owner fail to
result in an acceptable resolution to the issue, it will then be presented to the Dallas County
Commissioners Court for final recommendation and resolution.
As part of the project initiation phase a written escalation procedure will be developed and
Signed by both Parties. Cleared and qualified resources will be added to the Project as needed
and scheduled.
IV. Project Management Methodology and Plan
Methodology
Visual Pro 360 (VP360) shall employ internal project management processes and establish
controls to ensure that a high level of quality is maintained throughout the implementation of the
various phases of the project.
These processes will include the following:
Maintain an up to date master project plan
Management and assignment of tasks to various project resources as required
Monitor and document progress made by those assigned to project tasks
Collaborate with project team members and system users as appropriate in various
stages of the project lifecycle to ensure project success
Notify the project team of any impending resource issues and or critical
tasks/milestones.
Maintain and update issue logs and other communications timely manner.
Take proactive and corrective actions as required to mitigate risks which may impact the
quality, timeline or cost of the project.
Generate bi-weekly status reports to the Dallas County Project Manager containing the
following details:
o Key accomplishments for the period
o Work planned for the next period
o Risk, decisions or actions required
o Action plan to address newly identified risks
Project Plan
See Exhibits 2A "Project Plan." and 2B "Project Milestones."
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DALLAS COUNTY SOW
V. OTHER SERVICES (For product pricing and SKU's refer to Exhibit 3 "Pricing Quote")
Service Overview
IT departments are faced with many deployment challenges whenever a new computer model is
procured. The Panasonic Software and Deployment Services Team is a consulting team that
provides services to minimize deployment challenges and remove the many burdens of
deployments allowing the IT staff to focus on more important projects. All team members will be
required to meet CJIS standards in order to work on this project.
Frontline Deployment Service Contract
The Frontline Deployment Service is a Project Management driven service that assigns a
Microsoft Deployment Consultant / Panasonic Product Expert to work directly with the IT
administrators responsible for engineering the CLIENT software image. The Panasonic
Consultant will work directly with the Dallas County through every phase of the deployment.
The project follows an Information Technology life-cycle which includes a planning, engineering,
validation, deployment and post deployment phase. Panasonic utilizes an online project
management system to ensure all stakeholders are kept involved and the project is finished
within the allocated time.
Project Plan
Planning Phase:
Panasonic configures and sends invitation to CLIENT for the Frontline Deployment
Services Online Project
Panasonic hosts a Kickoff Webinar
o Panasonic & CLIENT Introductions
o Service overview
o Service Prerequisites
o Set milestone deliverable dates
o Collect key deployment infrastructure information
Panasonic shall establish a reoccurring technical conference call based on deployment
schedules and CLIENT requirements
CLIENT returns prerequisite forms:
o Contact Form, see Exhibit 19 "Internal Contact Form."
o Deployment Infrastructure Inforrnation Planning Forms. See Exhibits 20
"Application Collection Form," 21 "Computer Model Support Form," 22 "Microsoft
QFE's."
Panasonic Consultant will provide a project support plan for CLIENT's specific
environment
Engineering Phase:
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DALLAS COUNTY SOW
Panasonic will provide a custom imaging engineering kit based on CLIENT's specific
environment:
o Example of Kit Contents:
.OEM Recovery Media
.Unpacked Drivers
.Microsoft Deployment Toolkit 201 0 importable packages
.SCCM Configuration Instructions
.Detailed Panasonic Product Deployment Documentation
Windows PE Drivers Information
Boot Disk Assistance
Detailed Driver requirements
Installation Instructions
Known Deployment Issues
.Custom Scripts (Powershell, VBScript, AutolT)
.Operating System Group Policy Support
.Operating System Customizations (Scripting and Registry)
.Assist with building a corporate image
Panasonic Consultant shall provide remote support via GoToAssist Citrix Technology
o Examples of Remote Support Services
.Configure MDT 2010 Application Bundles and Drivers
.Configure SCCM OSD Deployments
.Assist with configuration of other Enterprise Management Systems
.Install and configure MDT 2010 environment for CLIENT
.Configure custom scripts, customizations
.Assist with configuration and integration of Sysprep unattend files
Panasonic Consultant shall advise on methods of strict driver version management to
ensure successful installation of Hardware
Validation Phase:
Panasonic Consultant shall perform driver validation to ensure approved OEM drivers
were installed in the base image
Automate stress testing scripts to ensure hardware and software is working correctly.
Examine Event Logs to ensure no driver errors are occurring in the image
Performed detailed examination of all hardware components
Examine Wireless drivers and software configurations
Deployment Phase:
Consult on various deployment methods
Provide remote deployment support
Direct phone access support to Deployment Specialist
Post Deployment Phase:
8 Hours of Remote Support
Post Deployment Wrap-Up Meeting
CLIENT follow up after two months
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DALLAS COUNTY SOW
Prerequisites & CLIENT Responsibilities
CLIENT is responsible for supplying the following information, equipment, support and software
configurations:
Completed Internal Contact Form
Completed Deployment Infrastructure Form
CLIENT will appoint and make available an IT staff member designated to work with the
Panasonic Consultant for all aspects related to the completion of the Deployment
Services and who will have authority to act on behalf of the CLIENT with regard to
implementation of Deployment Services. Any decisions relating to a change in the
scope of services or the project, or additional expenses, shall be done in strict
accordance with the Master Change Control Process.
CLIENT shall ensure that the Panasonic Deployment Specialist has remote access
through firewall via Citrix GoToAssist during the engineering, validation, and deployment
phases.
CLIENT is responsible for ensuring they have all the proper licenses for the software
being added to their image.
Panasonic Limitations & Responsibilities
Panasonic shall appoint a primary and backup consultant for the project.
Panasonic shall supply all drivers and utilities for Panasonic Toughbook laptops only.
Panasonic cannot assume responsibility for third party software, including but not limited
to: configuration, functionality, compatibility with Microsoft Operating systems and
Panasonic hardware platforms, any all damages to other software applications or
Panasonic hardware that such applications may produce. Such applications include but
are not limited to Microsoft QFE and updates, industry specific applications, and any
other application not produced by Panasonic and its subsidiaries.
Panasonic cannot guarantee the successful addition of CLIENT created applications and
scripts. The repackaging of software falls outside the scope of this engagement.
Panasonic is not responsible for any licensing violations made by the CLIENT. All
consulting work is performed on behalf of the CLIENT as consultation.
Annual Remote Deployment Service Contract
The Annual Remote Deployment Support Contract is a Remote Support contract that leverages
the expertise of a Panasonic Certified Consultant using Remote Support Technologies.
Project Scope
Contract includes a maximum of 8 hours of remote support per month.
Monthly support begins on the 1" day of deployment and ends 5 (five) calendar years
from that date. The date of monthly support is not known at this time, however, the
Parties shall mutually agree on the date at which monthly support began and
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DALLAS COUNTY SOW
memorialize that event in writing and signed by the Parties. Further, once agreement is
reached by the Parties regarding the monthly support date, the approval document for
the monthly support date shall be incorporated into this Statement of Work.
Additional consulting time can be procured on a daily basis at the rate of $2,000.00 per
day ..
GoToAssist Citrix service will be used to initiate a support session. CLIENT must grant
access to allow a Panasonic Deployment Specialist to initiate the support session:
Time will be tracked using GoToAssist and Project Management System
A support session can be initiated by contacting one of the Panasonic Deployment
Specialist below or by emailingimaging@us.panasonic.com
Remote Support services include the following
o Microsoft Deployment Toolkit / SCCM OSD Remote Support
o Configuringlinstalling supported Microsoft operating systems
o Packaging and adding corporate applications
o Configuring multiple deployment locations
o Advanced Microsoft Deployment Toolkit Configurations
o Creating / Editing Task Sequences
o Adding New Hardware Drivers
o Adding New Applications
Custom scripting (Powershell, Vbscript, AutolT)
Operating system customizations
Group policy configurations
Custom imaging support requests
Validation testing of non-Panasonic hardware
Specialized documentation for IT staff
Security configurations
Operating system optimization
Customized Training Services
Preparing unattend OS files
Prerequisites & CLIENT Responsibilities
CLIENT is responsible for supplying the following information, equipment, support and software
configurations:
CLIENT will appoint and make available an IT staff member designated to work with the
Panasonic Consultant for all aspects related to the completion of the Deployment
Services and who will work with the Consultant to that end. CLIENT shall ensure that
the Panasonic Deployment Specialist has remote access through firewall via Citrix
GoToAssist during the engineering, validation, and deployment phases.
CLIENT is responsible for ensuring they have all the proper licenses for the software
being added to their CLIENT software image ..
Panasonic Limitations & Responsibilities
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DALLAS COUNTY SOW
Panasonic will appoint a primary and backup consultant for the project.
Panasonic will supply all drivers and utilities for Panasonic Toughbook laptops only.
Panasonic cannot assume responsibility for third party software, including but not limited
to: configuration, functionality, compatibility with Microsoft Operating systems and
Panasonic hardware platforms, any all damages to other software applications or
Panasonic hardware that such applications may produce. Such applications include but
are not limited to Microsoft QFE and updates, industry specific applications, and any
other application not produced by Panasonic and its subsidiaries.
Panasonic cannot guarantee the successful addition of CLIENT specific applications and
scripts due to the fact that they have no control over those items or their functionality.
Panasonic is not responsible for any licensing violations made by the CLIENT All
consulting work is performed on behalf of the CLIENT as consultation.
Post Deployment Procedures
CLIENT Satisfaction Survey
Upon completion of the deployment services the CLIENT will receive a Microsoft CLIENT
satisfaction survey to rate his/her satisfaction with the deployment services. This will be used to
improve our services and ensure that our CLIENTs are receiving excellent support.
Daily Software and Deployment Consulting
The Daily Software and Deployment Consulting Service is geared towards CLIENTs who want
Panasonic's assistance with a deployment related project or issue. VP360 will provide ten (10)
days of consulting, to be utilized as the CLIENT needs over the course of the five (5) year
project term. Should additional consulting hours be desired or required, the request will be
managed in accordance with the Master Change Control Provision and will require funding at a
rate of $2000 per day for instances where on-site assistance is required.
Services Offered
Deployment Management System Support
o KACE
o Altiris
o Ghost
o SCCM
o MDT
Custom scripting (Powershell, Vbscript, AutolT)
Operating system customizations
Group policy configurations
Custom imaging support requests
Validation testing of non-Panasonic hardware
Specialized documentation for IT staff
Security configurations
Operating system optimization
Customized Training Services
Preparing Unattend OS files
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DALLAS COUNTY SOW
Travel and Expenses
Dallas County shall pay a weekly flat travel and expense fee of S1,800.00 (Panasonic SKU:
CF-S09TFMTVL). Price includes up to one full week of travel and consultant expenses. Any
such travel expenses will be defined up front, in advance, and if any change to this is necessary
it will follow the Master Change Control Process.
Prerequisites & CLIENT Responsibilities
CLIENT is responsible for supplying the following information, equipment, support and software
configurations:
Completed Internal Contact Form, see Exhibit 19 "Internal Contact Form."
Completed Deployment Infrastructure Forms, see Exhibits 20 "Application
Collection Form," 21 "Computer Model Support Form." 22 "Microsoft QFE's."
CLIENT will appoint and make available an IT staff member designated to work
with the Panasonic Consultant for all aspects related to the completion of the
Deployment Services and who will have authority to act on behalf of the
CLIENT
CLIENT shall ensure that the Panasonic Deployment Specialist has remote
access through firewall via Citrix GoToAssist during the engineering, validation,
and deployment phases.
CLIENT is responsible for ensuring they have all the proper licenses for the
software being added to their CLIENT software image.
Panasonic Limitations & Responsibilities
Panasonic will appoint a primary and backup consultant for the project.
Panasonic will supply all drivers and utilities for Panasonic Toughbook laptops
only.
Panasonic cannot assume responsibility for third party software, including but not
limited to: configuration, functionality, compatibility with Microsoft Operating
systems and Panasonic hardware platforms, any all damages to other software
applications or Panasonic hardware that such applications may produce. Such
applications include but are not limited to Microsoft QFE and updates, industry
specific applications, and any other application not produced by Panasonic and
its subsidiaries.
Panasonic cannot guarantee the successful addition of CLIENT specific
applications and scripts. The repackaging of software falls outside the scope of
this engagement.
Panasonic is not responsible for any licensing violations made by the CLIENT.
All consulting work is performed on behalf of the CLIENT as consultation.
VI. HARDWARE, OTHER DEVICES, AND WARRANTIES (For product pricing and SKU's
refer to Exhibit 3 "Pricing Quote." Refer to Section IX "Exhibits" for all warranty documentation.)
Computers and Other Accessories
VP360 will deliver the following Panasonic laptop computers, accessories, and mounting
equipment (see Exhibit 3 "PriCing Quote" for specific product details and technical descriptions):
130 CF-31 SALCX1 M Toughbook laptop computers, memory upgrades, mounting
equipment, and warranties.
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DALLAS COUNTY SOW
130CF-H2FRBKX1 M Toughbook tablet computers, mounting equipment, and
warranties.
91 PZ420BT Zebra printers with mounting equipment and warranties.
20 CF-VEBH21KU desktop cradles for H2 Toughbook laptop computers, accessories,
and warranties.
ROCKET and ROCKET ACCESS POINT (RAP) Installation and Configuration
Project Description and Scope of Work
VP360 will deliver the following UA hardware and accessories (see Exhibit 3 "Pricing Quote" for
specific product details and technical descriptions):
130 H-DV-B Rocket vehicle mounted router, mounting equipment, accessories, and
warranties.
10 COM-H-1202 Yard Access Point II, also known as Rocket Access Point or RAP,
mounting hardware, accessories, and warranties.
VP360, with support from UA, shall install and configure the hardware and software for the
Utility "Rocket" solution. As part of the installation UA shall design, configure, and provide
technical assistance during the installation of the 130 (one hundred thirty) Utility "Rocket" In-
Vehicle Mobile Routers with external and internal antennas as well as the installation of a total
of 9 (nine) Rocket Access Points (RAP) at 6 (six) designated site locations, with 1 (one) spare
unit for replacement in case of failure. This means that Utility will provide a 2% spare pool of
Rocket appliances available onsite for CLIENT to pull from if a unit is defective, UA will send a
replacement unit for swap of the defective unit, in exchange for said defective unit being
returned to Utility. This spare pool is owned by UA but made available to the CLIENT in order to
facilitate a timely swap of warranted items.
Planning and Discovery
Pre-Installation Meeting: A pre-installation meeting will be scheduled and conducted by UA and
CLIENT at an agreed upon date and time. This meeting will be conducted via a "GoTo" meeting
Internet and telephone conference call. The rneeting will cover the following:
UA and CLIENT project personnel. All contact information to include project
roles/change authority, first/last names, office, mobile, and fax numbers.
Physical location of installation site(s) (full street address).
Points of contact at the installation site(s) (full contact information)
Dates and Times of installations (Example: 12-15 November, 2012 - 9 AM to 5 PM, etc.)
This includes the identification of the vehicles (in spreadsheet format) that will be
available for the installation for the corresponding timeframes.
Identify Responsibilities
CLIENT
Is responsible for providing all physical and communications access, privileges, properly
functioning hardware and software, qualified personnel, project details, and any material
information relevant to this project.
Identify and schedule safety training that will need to be conducted prior to the installation.
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DALLAS COUNTY SOW
Provide location for onsite storage area for tools and equipment. Must be adequate to store the
equipment being installed as well as enough space to configure and test as needed. Must have
AC power available. When services are performed at a CLIENT designated locations, the site
will be secure; UA cannot be held responsible for any equipment, regardless of which Party
owns it, that is lost or stolen while in the possession of the CLIENT.
Provide the static IP addressing and subnet mask plan for the proposed solution. (For RAPs)
Provide two Category 6 wire runs for each RAP at the point of installation for each RAP.
Identify any other networking concerns and requirements.
Ensure all air cards are activated, firmware updated, tested and available prior to the
installation.
Confirmation of the completeness and accuracy of the information provided to UA during the
rev'lew process will be the responsibility of CLIENT. All designs that need to be changed as a
result of incomplete or inaccurate review information may result in changes to the project fees.
Any changes that result in additional billed hours would first be detailed through the Master
Change Control Process, be billed at the appropriate rate as detailed in Exhibit 3 "Pricing
Quote." No changes or work resulting in additional costs will be permitted until formally
approved by the Dallas County Commissioners Court.
UA
Procure, provide and install the equipment listed in the provided Bill of Materials.
Deliver equipment, and inventory and record serial number s at the staging location.
Configure system components per agreed upon design and Seller best practice. In the event of
a dispute between agreed system configuration and Seller Best Practice, the Parties agree to
utilize Section III above entitled "Issue and Escalation Process" in this Master Statement of
Work.
Provide software, documentation and training to CLIENT personnel for the operation and
maintenance of the installed equipment.
Design
UA staff shall document and review how the resulting systems wHI be built and configured based on the
Testing and Evaluation (T/E) installations, the Pre-Installation Checklist and any new CLIENT
requirements. Testing (or Trial) & Evaluation installation was completed with DCSO (at the expense of
UA) last year to determine Rocket solution effectiveness and overall value/position.
Once the design is completed and accepted by CLIENT with sign off, any changes to the design
shall be considered "out of scope" and may result in additional charges beyond those detailed in
this project. "Out of scope" is defined as a change that requires work not specifically detailed in
this SOW or additional work requested after the client has accepted the design and released UA
from its particular obligations in relation to the design phase part of the SOw. Any changes
must follow the master change control procedure as detailed in this SOW.
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DALLAS COUNTY SOW
Configuration Development - Configuration templates for each type of hardware device will be
developed from the finalized design. These templates will be used to facilitate the deployment of
the equipment and network infrastructure and reduce the chance of error.
Design Review - The design principles will be documented and a final design review will be
conducted with all technical stakeholders. At the final design review, an overview of the network
design document will be presented for discussion.
Implementation
The UA project team will execute a defined test plan to verify implement at ion and configuration
of the hardware and software, to test specific functionality, and to document the system
configuration before turning the system over to CLIENT. This test plan is based off Trial and
Evaluation requirements related to the following items:
GPS Data received in CAD & by Panasonic H2
Wireless cellular connectivity established
Rocket will connect to RAPs
Rockets will facilitate wireless video offload of Panasonic Arb data
Local wireless hotspot is established for H2 connectivity
Onsite Training and understanding of UA control software(s)
Cutover
Once the implementation activities are complete, UA will monitor the production system, and
track and resolve incidents for CLIENT. There will be a five (5) day cutover period.
Once the new system is in production and cutover issues have been resolved, CLIENT shall
execute a formal User Acceptance Testing (UAT) document. Once the UAT document is signed
by CLIENT, implementation shall be considered formally accepted and not before this event
occurs.
Post Cutover Support and Project Close
The UA Project Manager will schedule a project closeout meeting and will provide final project
acceptance document at the end of the meeting.
SOW Acceptance and Changes
All design changes will be required to be approved by designated UA/CLIENT signatory
authority's and signed off on by the UA senior engineer and the CLIENT project manager.
These above personnel will be identified in the Pre-Installation Checklist. Any changes must
follow the master change control provision.
Any changes that result in additional costs must be approved by the Dallas County
Commissioners Court before implementation.
UA understands that the CLIENT may require a different person to sign any Change Orders
amending this SOw.
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DALLAS COUNTY SOW
This section of the SOW may only be modified in accordance with the Master Change Control
Process.
Installation Support
UA will provide services only on Utility Inc. Systems generally available release hardware and
software products. If any beta or controlled-introduction releases are introduced into the project;
UA reserves the right to present a Change Order.
If software and/or hardware issues (defined by Utility Support cases that are not resolved within
24 hours) are identified by mutual consent of CLIENT and UA to be other manufacturer related
issues, the UA team may temporarily disengage until the manufacturer is able to resolve the
bug.
UA shall assist with investigating and troubleshooting connectivity issues within the equipment
implemented and configured by UA. If however, the Parties mutually agree that the issue is
believed to be outside of UA's implemented and configured equipment; CLIENT will be required
to engage their third party partners to troubleshoot the issue within their equipment.
Installation Documentation Provided to CLIENT
The following Items will be provided to CLIENT:
Copy of the completed Pre-Installation Checklist
o Installation/Implementation Workbook
o Point of Contact Information for both Parties
o Copy of Invoice(s)
o Calendar of EventsfTimeline
o Spreadsheet of all installed UA equipment; Serial Numbers, IP addresses,
Vehicle Number, etc.
Visio Network diagram of items as deployed (design diagram that denotes all functional
elements as deployed in the vehicles as well as the location of all RAPs)
Arbitrator Cameras
VP360 will provide the following Panasonic digital in-car camera equipment, accessories, and
services with support from PCSC (see Exhibit 3 "Pricing Quote" for specific product details and
technical descriptions):
VP360's Responsibilities:
VP360 will provide the following:
Project Management:
Serves as the primary point of contact on all project issues, needs and concerns
Facilitates kickoff meeting to review project expectations, discuss IT infrastructure
design, discover any possible problems/risks, and formulate an appropriate plan
(including a firm engagement schedule and potential downtimes)
Completes "Change Request" documentation as required
Manages client expectations and satisfaction throughout the life of the project
Schedules and coordinates the necessary resources to support the project
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DALLAS COUNTY SOW
Identifies, escalates, and documents project issues as necessary
Provides team leadership and guidance
Schedules and conducts team update/status meetings
Prepares and delivers project completion documentation for sign-off
Project acceptance and sign-off document
Implementation Services
Ten (10) days on site to perform the following services:
System configuration of Arbitrator backend server software to meet CLIENT's needs
Setup levels of authorization, groups, and permissions for end-users
Installation and configuration of Vigilant client software on (130 ) vehicles
Testing of internal/external viewing features
Verify connectivity to the CLIENT network and wireless upload functionality
Training
"Train-the-Instructor" software end-user training for two administrators
Demonstrate how to use the system.
Installation configuration demonstration with administrator oversight "Train-the-
Administrator"
User setup demonstration with administrator oversight
A system overview document will be created, outlining the key components of the
system.
PCSC's Responsibilities
PCSC will provide the following:
Qualffied professionals experienced in Panasonic Arbitrator hardware/software, and the
related technologies needed for a successful implementation.
A single point of contact for all configuration and implementation needs.
Up to forty eight (48) hours of Arbitrator consulting, project management, software
installation assistance and/or troubleshooting to be used as needed for the installation
and configuration of the Arbitrator System.
Configuration of vehicle (action) triggers (i.e. light bar activation, car braking, speed in
excess of X miles per hour) which initiate video recording.
Up to eight (8) hours of system admin training (or train-the-trainer) and access to the
online Arbitrator System Admin training for up to five (5) system administration
personnel. Additional users will incur additional charges.at the rate of $1 ,800.00 per day.
Up to sixteen (16) hours of end-user training (or train-the-trainer) and access to the
Arbitrator Online Learning Portal for up to twenty five (25) users. Additional users will
incur additional charges.at the rate of $1 ,800.00 per day.
Panasonic Certified Installation Technician for installation of Arbitrator within the
selected vehicles, or to act as a trainer/certifier of the CLIENT's staff.
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DALLAS COUNTY SOW
CLIENT's Responsibilities
CLIENT will be responsible for providing the following necessary for the successful completion
of the project. Failure to provide these resources in a timely manner will result in a delay in the
completion of the project.
Compliance with the minimum hardware and software requirements listed in Exhibit 26
"Front End and Back End System Requirements." These technologies need to be
acquired and in place before the Arbitrator implementation can begin.
A qualified and available resource technically proficient in the technologies listed in
Exhibit B: Required Hardware & Software. The resource also must have sufficient
availability to complete the required duties and appropriate security access to computers
and networks.
Provide high-speed internet
includes security access
exceptions/permissions, etc.
access to CLIENT'S network and object server. This
(IDs and passwords as appropriate), firewall
Completion of the on-line Arbitrator Administrator Basic training by the person
responsible for system administration. This training will occur after installation of the
SafeServe BES and initial on site system administrator training at a time and date
agreed upon by the county and VP360.
Deliverables
PCSC will deliver to the CLIENT the following:
Implementation process with appropriate documentation.
Single point of contact for all issues and services. See project management roster for
details.
Arbitrator 360 Vehicle Hardware Installation Guide (version specific) to assist the
CLIENT with the physical installation of the camera, VPU, wiring and other components.
Arbitrator 360 System Access Documentation (version specific) detailing the system
IDs, passwords, environmental conditions, and options selected for the implementation.
PCSC will work with CLIENT in good faith to develop a mutually agreeable Acceptance
Test Plan (ATP) which will be successfully executed after detailed design review and
prior to CLIENT'S indication of final system acceptance.
A fully functional system installed on the main server at one locat'lon and two remote
cache servers, and software loaded on up to 91 vehicles
SOW for Arbitrator Complete - Version 2.1 Page 3 of 6 Confidential Information
Items NOT included in this SOW
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DALLAS COUNTY SOW
The following is a list of items NOT included in this Statement of Work. They include, but are not
exclusive to:
Installation of operating systems, operating system upgrades, service packs, installation
of non-Arbitrator software, software upgrades, configuration, or patches of software other
than that which is provided by PCSC, required to complete this project. These are solely
the responsibility of CLIENT. Client should refer to Exhibit 16 "Arbitrator System
Requirements" for more detail.
Any unforeseen costs associated with the acquisition or installation of any necessary
hardware needed to install the Arbitrator system. VP360 has detailed out all the
hardware and software that they are providing for the CLIENT in Exhibit 3 "Pricing
Quote." VP360 cannot predict possible hardware or software conflicts on the CLIENT
side with regard to hardware or software products VP360 is not providing as part of this
quote, nor can they predict any associated costs. Client should refer to Exhibit 16
"Arbitrator System Requirements" for more detail.
Unforeseen system / resource related issues that are not provided by PCSC.
Complications arising from conflicts caused by third party software/hardware are the
responsibility of the CLIENT and might require additional cost. VP360 cannot predict
possible hardware or software conflicts on the CLIENT side with regard to hardware or
software products VP360 is not providing as part of this quote, nor can they predict any
associated costs. Client should refer to Exhibit 16 "Arbitrator System Requirements" for
more detail.
Installation of camera and VPU equipment in any vehicles, if not being performed by
PCSC.
Change Control - Additional Charges and/or Services
Refer to Master Change Control Process ..
Termination
This portion of the SOW will terminate upon the completion of services/deliverables as detailed
on pages 18-19 above, the successful completion of final testing, and the CLIENTs review and
approval of the Arbitrator Project Planning and Implementation Guide.
Insta Iiation
VP360 will provide the following installation services to the CLIENT:
Install Panasonic Arbitrator Camera System
Install includes 2 Cameras, DVR, and Mics
Install Rocket Utility and Antenna
Install Panasonic CF -31 Dock and Laptops
Install Zebra Printer and Mount
Remove L3 Camera systems
Remove Panasonic Docks and Lind Power Supplies
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DALLAS COUNTY SOW
VII. AUTOMATED TRAFFIC CITATION MANAGEMENT SYSTEM by BRAZOS Technology
(For product pricing and SKU's refer to Exhibit 3 "Pricing Quote," For Software Maintenance
Agreement see Section IX "Exhibits,")
OVERVIEW
Objectives
The objectives are to provide CLIENT a suite of mobile solutions tailored to provide
maximum benefit to all involved parties including, but not limited to, members of the Sheriff's
Department, Constables, JP Courts, Information Technology and CLIENT Administration,
Phase I - Configure and deploy the BRAZOS ECS solution with the following modules and/or
tasks:
CLIENT Law Enforcement Agency
eCitation
Parking
Criminal Trespass Warning
Web Based Statistical Report (including audit reports, state mandated racial profile
reports, etc,)
Key Assumptions
All receivables and timelines assigned to CLIENT will be held to the same standards of
delivery as those assigned to BRAZOS,
All CLIENT personnel involved in the Pilot Project will participate fully in the training
provided by BRAZOS,
CLIENT will provide a classroom training space with projector system for each training
day,
e Hardware and installation of all hardware and software will be provided by VP360"
CLIENT will provide BRAZOS with a complete list of Users and their intended access
levels
The violator's signature is not required to appear on the violator's copy of the
citation/information provided to the violator by the issuing officer at the time of issuance.
The violator's signature will appear on the Court's copy as evidence of the'lr "Promise to
Appear", The language on the defendant's copy will be determined by CLIENT and can
be modified at any time under the current maintenance agreement
The citation number sequence will be determined by CLIENT prior to implementation
and will be compatible with the current CMS.
Warning citations will not be imported into the CMS,
Void citations will not be imported into the CMS,
The officers will be authorized to VOID a citation on the device, after save but before
sync.
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DALLAS COUNTY SOW
The BRAZOS Train-the-Trainer class shall have no more than 18 persons attend the
train-the-trainers sessions.
PROJECT SCOPE
Project Administration
BRAZOS shall provide all project management associated with the system and shall identify
the project manager at the beginning of the project. This single point of contact shall not change
during the project without written authorization by CLIENT.
BRAZOS is committed to delivering a successful electronic citation project to our CLIENTs. Our
implementation approach has been highly successful, and we feel that this process provides the
best method to minimize risks and ensure a successful project. The key is to involve the
CLIENT in all phases of developing and implementing software that has been specifically
designed to meet their needs. This process is comprised of the following:
Setup and Configuration. BRAZOS shall setup the citation writing software, import
offenses, layout the defendant's receipt, configure reports, and other configurations
required by CLIENT.
Court Pre-Installation. The Court Pre-Installation involves setting up multiple court
computers, as selected by CLIENT, to import the citations. CLIENT should manually
enter any hand written citations they desire to be imported into the BRAZOS system via
the BRAZOS website. These are hand written citations that have not already been
entered into an existing CLIENT legacy system which is designated for data conversion.
Data transfer between the ticket writer and CMS should be operational and verified at
this point.
Product Install and Verification. This step involves verifying connectivity of the MDCs
and beginning the acceptance of the ticket writer configuration. While overall operation
cannot be completely determined or accepted at this point, data transfer between the
MDC's and the court/law enforcement systems should be operational.
Operational Pilot. The pilot program involves a handful of key officers deSignated by
CLIENT, who will adapt to this technology quickly. They will be given full device_and
software training in order to understand and become familiar with the technology. The
training process includes going out on the street and writing warning and/or citations with
a BRAZOS trainer to ensure comfort with the technology. The citations are then
imported into CMS to validate accuracy. This process serves two purposes: 1) validation
of the entire process prior to engaging all users and, 2) providing positive feedback to
circulate within the department prior to full rollout. The duration of this phase is different
for every department but needs to encompass the complete court cycle (life-cycle) of a
citation, which is defined as a person receiving a citation and resolving/disposing of that
citation at the Court.
Full Rollout. The rollout process is primarily the training of all additional officers specified
as participants in the use of the new system. The preferred process for training is to
provide a class room style of instruction, followed by a "hands on" session that may
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DALLAS COUNTY SOW
include DL checks, ride-alongs, etc., to ensure every officer has used the system in the
field. It is the intent of this project that certain officers identified as train-the-trainers from
the Pilot Project will be utilized at this stage to assist with the training of the additional
officers. Any vendor personnel will sign Dallas County Sheriff's Office ride along/waiver
documents attached as Exhibit 13 "Dallas County Ride Along Waiver."
" Post Action. Finally, after the full rollout, we will convene with the project owners to
determine what went well and what improvements are required of the system, process,
or any other aspects of the project. A full project rev'lew wHi be documented by BRAZOS
and provided to the CLIENT Project Manager.
The delivery and training processes are the most significant keys to the success of this project.
Both BRAZOS and CLIENT wHi jointly determine the Operational Pilot duration, depending upon
officer success and satisfaction and their recommendations for deployment. When all Parties
agree, Full Rollout training and deployment will begin.
Training
BRAZOS shall provide all training associated with the Train the Trainer classes and will identify
the Training Lead at the beginning of the project. CLIENT will utilize the personnel from the
BRAZOS training to train all end users.
In order for this project to be successful, the officers need to know not only the basics of the
software, but first-level troubleshooting tips for the hardware and operating system as well. It is
our experience that the officers must be proficient in the mobile hardware for this project to have
the long term success that CLIENT and BRAZOS are looking for.
The delivery and training processes are the most significant key to the success of this project.
The BRAZOS Training Lead will ensure that all levels of CLIENT personnel who utilize the
BRAZOS Solution will receive adequate training. BRAZOS will incorporate measurement tools
to assist in monitoring the end-users competence in using the system. CLIENT should refer to
Exhibit 17 "Brazos Lesson Plan" for more detail.
Classroom Training. The Train-the-Trainer course shall involve all officers specified to
participate in the Operational Pilot. They will be given full device and software training in order
to understand and become familiar with the technology. The training process includes producing
several test citations with a trainer to ensure comfort with the application.
Practical Application. The practical application phase begins once the officers are familiar with
the technology. At this point the pilot officers will begin writing real citations.
Administrator Training. The BRAZOS Solution provides powerful management tools with great
ease of use for agency administrators and management. BRAZOS will provide sufficient training
to designated management personnel for them to be able to utilize those tools as well as have a
solid understanding of the capabilities of the system.
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DALLAS COUNTY SOW
Court Training. BRAZOS will provide training to Court personnel to provide them with the ability
to identify the integrated ticket information as well as how to access the information directly from
the BRAZOS system.
eCifation CLIENT Software
The BRAZOS client software will be installed on Panasonic CF-H2 devices allowing the officers
to write, print, and push citations electronically to the CMS. All software is embedded on the
devices and is completely functional with or without a network connection. The software will be
100% configured for CLIENT and CLIENT will have the ability to define, approve and modify the
layout of all screens and print jobs under the scope of this Statement of Work.
The software will have the ability to:
Allow officers to quickly and easily capture citation information.
Print the citation in the field for the violator using a Bluetooth connection to a mobile
printer.
Capture pictures of the violator and associate the pictures with the citation.
Capture voice, diagrams, and general text note fields on each citation.
All data transferred to and from the CLIENT software is both compressed and encrypted.
eCitation Server Software
CLIENT will utilize the hosted BRAZOS eCitation server for all reporting, interface and
administrative functions. There are no limitations to the number of users of the hosted system.
The eCitation server provides the following benefits:
Access to add/change/delete any dropdown on the device (i.e. offenses, streets, officers,
etc.).
Access to all reports (i.e. STEP reports, Citation Detail, and over 30 other standard
reports).
Configuration and management of all users of the system for both the server and the
CLIENTs.
View and query images of citations captured via the mobile devices via internet browser.
Creation/modification of interfaces to new/existing systems. Citation Entry Screen (CES)
for entry of either paper tickets or modification to previously captured information by an
authorized court assigned user.
The Citation Entry Screen (CES) shall also be configured for CLIENT and available through the
hosted eCitation server. CES is configured with the same business rules as the MDC citation
writing software providing CLIENT with a complete solution for all citations. Once entered into
the BRAZOS system, the paper citations are exportable to the CMS software system, as well as
available for all reports.
The off-site BRAZOS Solution is hosted at a Tier 1 datacenter that provides services to most of
the Fortune 500 companies. BRAZOS employs Rackspace for our Tier 1 Data Center
operations. Our Rackspace Data Center is located at 801 Industrial Blvd, Grapevine, TX
76051.. Rackspace is not an accredited CJIS facility, but data security to/from Rackspace is
CJIS compliant. Additional Physical Security measures employed by Rackspace include:
Keycard protocols, biometric scanning protocols and round-the-clock interior and
exterior surveillance monitor access to every one of our data centers.
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DALLAS COUNTY SOW
Only authorized data center personnel are granted access credentials to our data
centers. No one else can enter the production area of the datacenter without
prior clearance and an appropriate escort.
Every data center employee undergoes multiple and thorough background
security checks before they're hired.
We believe that data security, as well as CLIENT up-time, are paramount to our business as
well as that of our CLIENTs. We have implemented RAID 10, redundant power supplies, and
mirroring in order to minimize the impact of hardware failures. All data are backed up and stored
offsite wrth incremental backups occurring every 4 hours and full backups daily. As an additional
precaution, we are storing the backup data in two different physical locations with a retention of
30 days. BRAZOS data is backed up (short-term - 2 weeks) at Rackspace in Grapevine, TX.
Longer-term backups (to 1 yr) are housed with Iron Mountain at a TX DPS-approved facility in
Dallas, TX. Our storage policy is to retain the data as long as the CLIENT wants (including
pictures, sound recordings, video, etc.). BRAZOS will absolutely comply with CLIENTS's
Retention Policy, to include Purging & Expunction processes. In order to expunge data,
BRAZOS will require an Expunction Order from CLIENT (from an approved CLIENT initiator).
While the data may reside on our server, the data belong to the CLIENT and can be managed in
any way they wish. The CLIENT can even elect to share information with other cities and in
return view the information from those cities in order to better provide investigative information.
CLIENT reserves the right to inspect and verify CJIS compliance and security representations
made in this section entitled "eCitation Server Software" above. CLIENT may exercise this right
at reasonable times with reasonable notice to CONTRACTOR. CONTRACTOR shall promptly
reply with a request to inspect by CLIENT.
Interface with Court Management System
Once citations have been synchronized to the eCitation server, the citation information is then
imported into the CMS system. To enable this process, BRAZOS will utilize the existing flat file
format for pushing records into the CMS. If CLIENT ever desires to change the interface,
BRAZOS will do so under the maintenance agreement that is in effect at the time ..
Interface with the Records Management System
Once citations have been synchronized to the eCitation server, the citation information is then
imported into the RMS system. To enable this process, BRAZOS will utilize the standard Indico
interface data formats and secure FTP transport method. If CLIENT ever desires to
add/change this interface, BRAZOS will do so under the current maintenance agreement.
Data Conversion
After completion of the pilot, BRAZOS will work with CLIENT on converting the citation data into
the BRAZOS web server for reporting only purposes. BRAZOS acknowledges we have
reviewed existing XML files and CLIENT acknowledges the data conversion effort will be at
"Best Effort" from BRAZOS. CLIENT will work with BRAZOS to determine all mappings, data
conflict resolutions and remediation steps for records that cannot support the business rules
defined by CLIENT. BRAZOS will provide CLIENT with a complete list of all records that do not
meet the required data rules.
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DALLAS COUNTY SOW
DELIVERABLES AND SCHEDULE
Proposed System
ALL Citations
All citations created electronically through the BRAZOS System will be completed by the Officer
and then submitted to the BRAZOS Server through the Sync Process. During a successful sync,
all citation records will be pushed from the device to the BRAZOS Server. Once received by the
BRAZOS Server, a process that is set to run every 10 minutes sets the citations to the approved
status. It is at this stage that the Justice Court will be able to import the citations into CMS, RMS
and print a copy of each citation (if desired).
Void
After a successful sync, the Voided Citations will be sent from the device to the BRAZOS
Server.
The Voided Citation will not be imported into the CMS system. Voided citations will be
available for review on an Audit by Parameter report.
Warning
Warning Citations will assume a status of warning and will not import into the CMS
system. All Warning citations will be available for review on an Audit by Parameter
report.
Complaints
If desired by CLIENT, each of the JP Courts and issuing agencies will have the ability to
generate cornplaints in the desired format of the CLIENT. This system will replace the
existing process provided by the previous ticket writing vendor. Complaints will be
generated on dernand, allow the court personnel to modify the complaint, and save/print
the final complaint. Changes to the format of the complaint will be the responsibility of
the customer via ternplates that can be accessed by approved CLIENT personnel.
CMSExport
Citation data for "qualified citations" from the BRAZOS Server will be configured and mad e
available for the BRAZOS GetLocal application to pull the data into the local environment. Once
inside the local environrnent, the citation data will be sent via FTP to the CMS Mainframe for
processing.
Training
Training will consist of two 3-day sessions. Days one and two will be for officer training and day
three will include administration and court personnel training.
Operational Pilot - BRAZOS will provide full training to the officers specified by CLIENT to
participate in the pilot for each Phase. The Train-the-Trainer class will consist of two formal days
of training. Day 1 should occur in a classroom setting where the officers will be thoroughly
exposed to training that covers the hardware, operating systems, application, troubleshooting,
and proper care/maintenance. Day 2 is focused on field training and includes BRAZOS
personnel at the side of CLIENT officers as the officers cornplete citations in "real world"
environments. This training may incorporate such tactics as DL checks, standard traffic stops,
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DALLAS COUNTY SOW
etc. to ensure that all the officers involved are exposed to several different types of scenarios
and receive the maximum effective training. Upon completion of the field training portion,
BRAZOS will train the officers how to review their citations via the web based tool. BRAZOS will
also train any specified supervisors in procedures for reviewing citations and voids, as well as
statistical reports. BRAZOS will provide additional training to the Pilot Officers as needed to be
determined by the BRAZOS and DALLAS
Day 3 will include Administrator and Court Personnel training.
CLIENT Project Managers.
Full Rollout - CLIENT officers trained in the BRAZOS Train-the-Trainer will be equipped to
perform full training to the officers specified to participate in the Full Rollouts. However,
BRAZOS is available to assist in training as determined by CLIENT for an additional cost. The
cost for each additional training day is $1,500. It is a recommended best practice to provide all
officers with a basic 4 hours to include both classroom and in the field training to ensure the
maximum probability of success.
System Administrator - Instructor led, hands-on training will be provided for up to eighteen (18)
CLIENT Staff members who will ultimately be actively involved in administering the
system. Information will include research, reports and data retrieval, as well as system
management tools that allow authorized personnel to perform complex modifications and
enhancements.
Web User Training- BRAZOS utilizes as "train the trainer" approach to all training. This saves
on cost and enables the CLIENT to conduct user training with their own staff instructors.
Instructor led, website training on a projector system will be provided for up to ten (10) CLIENT
Staff members who will be actively involved in utilizing the BRAZOS solution for research,
reports and data retrieval.
Court Training. BRAZOS will provide training to Court personnel to provide them with the ability
to identify the integrated ticket information as well as how to access the information directly from
the BRAZOS system.
Acceptance
The purpose of the acceptance testing is to determine that the system proposed and installed
meets the technical and functional requirements outlined in these specifications. The system will
be considered "acceptance test ready" once it has completed a full system test, including
interfaces and data conversion, with no known outstanding material defects.
BRAZOS will provide assistance to CLIENT to develop an "Acceptance Test Plan" (ATP).
The CLIENT of CLIENT will provide written approval that the proposed ATP is complete and
acceptable.
During the Pilot Project, BRAZOS will work closely with CLIENT personnel to ensure that each
requirement specified in this Statement of Work is fully satisfied. Acceptance of the application
shall be by conformity to the written Acceptance Testing Plan. Any functionality processes, or
other aspects not specified in the approved Acceptance Testing Plan are considered out-of-
scope and would require a written and approved Change Order.
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DALLAS COUNTY SOW
Full Rollout
Upon completion of the Phase I and Phase II Pilot Projects and written approval of the FINAL
ACCEPTANCE, CLIENT will initiate the full rollout of the solution. BRAZOS will assist
CLIENT by providing training materials, support and conSUltation to the CLIENT training officers
for the perpetuation of the project.
PROJECT MANAGEMENT
BRAZOS Team
Project Manager (Lead) - Craig Bilawsky
888.693.2811 x1535
cbilawsky@BRAZOStech.com
As Project Manager, Craig will be responsible for establishing and administering controls to
ensure the quality of deliverables are acceptable to CLIENT, monitoring project
activities to ensure project schedules are met, and providing bi-weekly Status Reports. Craig
will
be able to authorize changes and will be expected to refer any problems or issued that cannot
be resolved by on-site implementation staff to company management.
Project Manager (Backup) - Regis DeArza
888.693.2811 x 1524
rdearza@brazostech.com
Technical Lead - Ray Evans
888.693.2811 x1502
revans@brazostech.com
As Technical Lead, Ray will be responsible for design and architecture of the BRAZOS
software.
Training Lead - Matt Mentemeier
As Training Lead, Matt will be responsible for ensuring that all CLIENT Personnel
specified in this SOW are appropriately trained according to the requirements of their
participation
in the project.
mmentemeier@BRAZOStech.com
Progress Reports
Communication is crucial to the success of the project. Regular communications between
BRAZOS and CLIENT staff are required.
Full Status Meeting
Phase End Reports to CLIENT Staff
Presented by BRAZOS project manager
The full status meeting will be scheduled upon the completion of each Phase.
Status of major activities
Target dates for completion of remaining tasks
Potential delays in reaching target dates and the basis for those delays
Proposed revisions to the overall work schedule - if any
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DALLAS COUNTY SOW
Status Reports
Bi-weekly In Writing - prepared by BRAZOS' Project Manager
Recap of previous period's work
Preview of next period's tasks
Status of major activities
Target dates for completion of remaining tasks
Potential delays in reaching target dates and the basis for those delays
Proposed revisions to the overall work schedule - if any
VIII. INSURANCE
Insurance Requirements
CONTRACTOR agrees that it will at all times during the term of this Agreement maintain in full
force and effect insurance as provided herein.
A Within ten (10) calendar days after the Effective Date of this Agreement, CONTRACTOR
shall furnish, at its sole cost and expense, the following minimum insurance coverage. Such
insurance is a condition precedent to commencement of any work. CONTRACTOR shall, in the
stated ten (10) day period, furnish to the Dallas County Purchasing Director (at the address
provided below in this Insurance Section) verification of the insurance coverage in the type and
amount required herein, meeting all conditions in this Agreement, by an insurance company
acceptable to CLIENT and authorized to do business in the State of Texas. Such insurance
shall show CLIENT as the certificate holder (general liability insurance). Coverage dates shall
be inclusive of the Agreement term and each renewal period, if any. The insurance coverages,
except Workers Compensation and Professional Liability, required by this Agreement, shall
name Dallas County and its officers, employees and elected officials as additional insured(s)(as
the interest of each insured may appear).
B. Such insurance shall provide, at a minimum, the following coverages:
1) Commercial General Liability Insurance with limits of $1,000,000 per occurrence and
$2,000,000 aggregate limit. The policy shall include coverage for bodily injury, broad form
property damage, personal injury, products and completed operations and blanket contractual
coverage. Crime Policy: CONTRACTOR shall maintain a Crime Policy for Employee Dishonesty
with a limit of not less than $1,000,000.00. Coverage shall include provision for Theft,
Disappearance and Destruction.
2) Workers' Compensation Insurance that meets the statutory requirements of the Texas
Workers' Compensation Act, or if self-insured, then CONTRACTOR must provide to CLIENT
evidence of a certificate issued by the Workers' Compensation Commission approving such
self-insurance. In the event that any work is sublet Contractor shall require the subcontractors to
similarly provide Workers Compensation Insurance for all of the subcontractors employees
unless such employees are afforded protection by the CONTRACTOR. In case any class of
employees engaged in hazardous work under this Agreement at the site of the project is not
protected under the Workers Compensation statute, the CONTRACTOR shall provide and shall
cause each sub-contractor to provide adequate and suitable insurance for the protection of his
employees not otherwise protected.
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DALLAS COUNTY SOW
Types of Coverage
Workers' Compensation
Employer's Liability
Bodily injury by Accident
Bodily injury by Disease
Bodily injury by Disease
Limits of Liability
Statutory
$500,000.00 Each Accident
$500,000.00 Each Employee
$500,000.00 Policy Limit
3) Professional Liability. CONTRACTOR shall maintain professional liability insurance covering
errors and omissions and, if policy is claims made, maintain thereafter for an additional three (3)
years from the date the project is accepted as complete by the Commissioners Court, sufficient
errors and omissions insurance in the amount of not less than Five Hundred Thousand and
00/100 Dollars ($500,000.00) with certificates evidencing such coverage.
2) Comprehensive Automotive Liability Insurance. Prior to using or causing to be used a motor
vehicle other than a vehicle for hire (cab), CONTRACTOR shall furnish to the County Risk
Manager a certificate showing comprehensive auto liability insurance covering all owned, hired
and non-owned vehicles (excluding cabs) used in connection with the work performed under
this Agreement, with the minimum limits of State required automobile liability insurance for
bodily injury and property damages.
C. CONTRACTOR agrees that, with respect to the above referenced insurance, all insurance
contracts/policies will contain the following required provisions:
1) This insurance shall not be canceled, limited in scope or coverage or for non-payment of
premium, has been given by the insurance company to the CLIENT.
2) Provide that the inclusion of one or more persons, corporations, organizations, firms or
entities as insured's under this policy shall not in any way affect the right of any such person,
corporation, organization, firm or entity with respect to any claim, demand, suit, or judgment
made, brought or recovered in favor of any other insured.
3) Provide that this policy shall protect each person, corporation, organization, firm or entity in
the same as though a separate policy had been issued to each, provided that its endorsement
shall not operate to increase the insurance company's limits of liability as set forth elsewhere in
the policy.
4) Provide for an endorsement that the other insurance clause shall not apply to the CLIENT
where CLIENT is an additional insured on the policy.
5) Provide for notice to the Dallas County Purchasing Director at the address shown in this
Contract by registered mail, return receipt requested, and full postage paid, sent to:
Records Building, 6th Floor
509 Main Street, Room 103
Dallas, Texas 75202-5799
D. CONTRACTOR agrees to waive subrogation, and each applicable policy of insurance shall
state a waiver of subrogation, against CLIENT, its elected officials, officers, employees, agents
and representatives for injuries, including death, property damage and/or any other loss.
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DALLAS COUNTY SOW
E. CONTRACTOR shall provide that all provisions of this Agreement concerning liability, duty
and standard of care, together with the indemnification provisions, shall be underwritten by
contractual liability coverage sufficient to include obligation within applicable policies.
F. It is agreed that the CONTRACTOR's insurance shall be deemed primary with respect to any
insurance or self-insurance carried by CLIENT for liability arising out of operations under this
Agreement with the CLIENT.
G. CONTRACTOR shall be solely responsible for all cost of any insurance as required here, any
and all deductible amount, which in no event shall exceed ten percent (10%) of the amount
insured an in the event that an insurance company should deny coverage. All insurance
coverage shall be on an occurrence basis or a claims basis if CONTRACTOR provides for three
(3) year tail coverage, unless specifically approved in writing and executed by County Risk
Manager.
H. It is the intent of these requirements and provisions that insurance covers all cost and
expense so that CLIENT will not sustain any expense, cost, liability, or financial risk as a result
of the performance of services under this Agreement.
I. Except as otherwise expressly specified, CONTRACTOR shall agree that all policies of
insurance shall be endorsed, waiving the issuing insurance company's right of recovery against
CLIENT, whether by way of subrogation or otherwise.
J. Insurance certificates. The certificates of insurance shall list CLIENT as the certificate holder.
All insurance policies or duly executed certificates for the same required to be ca rried by
CONTRACTOR under this Agreement, together with satisfactory evidence of the payment of the
premium thereof, shall be delivered to the Dallas County Purchasing Director located at the
Dallas County Records Building, 509 Main Street, 6th Floor, Dallas, Texas 75202 within ten (10)
calendar days of execution and/or renewal of this Agreement and upon renewals and/or
material changes of such pOlicies, but not less than fifteen (15) calendar days prior to the
expiration of the term of such coverage, or such non-delivery shall constitute a default of this
Agreement subject to irnmediate termination at CLIENT's sole discretion.
L. If CONTRACTOR and/or its subcontractors fail to comply with any of the requirements
relating to insurance, CLIENT, in addition to all other remedies allowed by this Agreement or in
law, may, at its sole discretion and without waiving any rights that it may have, and in addition to
all other remedies allowed by this Agreement, obtain such insurance and deduct from the
payments to CONTRACTOR the expense of obtaining such insurance and the cost of insurance
premiums. However, neither CONTRACTOR nor any third party shall have any recourse against
the CLIENT for payment of any premiums or assessment for any deductibles, or payment of any
amount that would have been payable by any such insurance, as all such liability, cost,
expense, premiums and deductibles are the sole responsibility and risk of the CONTRACTOR.
M. In the event CONTRACTOR fails to maintain insurance as required herein, CONTRACTOR
shall immediately cure such lapse in insurance coverage at CONTRACTOR's sole expense,
and pay CLIENT in full for all costs and expenses incurred by CLIENT under this contract as a
result of such failure to maintain insurance by CONTRACTOR, including costs and reasonable
attorney's fees relating to CLIENTs attempt to cure such lapse in coverage. Such costs as
attorney's fees, not to exceed fifteen hundred and 00/100 dollars ($1,500.00), shall be
automatically deducted from monies or payments owed to CONTRACTOR by CLIENT.
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DALLAS COUNTY SOW
Moreover, CLIENT shall retain five percent (5%) of the value of the Agreement that shall be
placed into an account from monies or payments owed to CONTRACTOR by CLIENT to cover
CLIENT's potential exposure to liability during the period of such lapse. The retainage shall be
held by CLIENT until six (6) months after the term of the contract has ended or has otherwise
been terminated, cancelled or expired and shall be released if no claims are received or
lawsuits filed against CLIENT for any matter that should have been covered by the required
insurance.
CONTRACTOR FURTHER AGREES TO INDEMNIFY CLIENT FOR ANY PENALTIES, FINES,
JURY AWARDS, COURT COSTS, LITIGATION EXPENSES, AND ATTORNEY'S FEES
INCURRED BY CLIENT DUE TO CONTRACTOR'S FAILURE TO MAINATIN THE REQUIRED
INSURANCE AT ALL TIMES DURING THE TERM OF THIS AGREEMENT. CONTRACTOR,
AT ITS OWN EXPENSE WITH COUNSEL OF CLIENT'S CHOICE, WILL DEFEND AND HOLD
CLIENT HARMLESS IN ANY CLAIM OR ACTION AGAINST CLIENT THAT OCCURRED AS
A DIRECT OR INDIRECT RESULT OF CONTRACTOR'S FAILURE TO MAINTAIN
INSURANCE AL ALL TIMES DURING THE TERM OF THIS AGREEMENT. WITHOUT
WAIVING ANY RIGHTS UNDER SOVEREIGN IMMUNITY, THE CLIENT SHALL
COOPERATE WITH AND MAY MONITOR CONTRACTOR IN THE DEFENSE OF ANY
CLAIM, ACTION, OR PROCEEDING AND WILL, IF APPROPRIATE, MAKE EMPLOYEES
AVAILABLE AS CONTRACTOR MAY REAASAONBLY REQUEST WITH REGARD TO
SUCH DEFENSE, SUBJECT TO THE REIMBURSEMENT BY CONTRACTOR OF ALL
COSTS AND EXPENSES OCCASIONED BY THE CLIENT'S COOPERATION IN SUCH
DEFENSE. CONTRACTOR AGREES NOT TO SETTLE ANY SUCH CLAIM WITHOUT
CLIENT'S CONSENT, WHICH CONSENT WILL NOT BE UNREASONABLY WITHHELD OR
DELAYED.
N. Approval, disapproval or failure to act by CLIENT regarding any insurance supplied by
CONTRACTOR shall not relieve CONTRACTOR of full responsibility or liability for damages
and accidents as set forth herein. Neither shall bankruptcy, insolvency or denial of liability by
any insurance company exonerate the CONTRACTOR from liability.
O. Minimum insurance is a condition precedent to any work performed under this Agreement
and for the entire term of this Agreement, including any renewals or extensions. In addition to
any and all other remedies CLIENT may have upon CONTRACTOR's failure to provide and
maintain any insurance or policy endorsements to the extent and within the time herein
required, or such insurance lapses, is reduced below minimum requirements or is prematurely
terminated for any reason, CLIENT shall have the right to:
1) Order CONTRACTOR to stop work hereunder, which shall not constitute a Suspension of
Work;
2) Withhold any payment(s) which become due to CONTRACTOR hereunder until
CONTRACTOR demonstrates compliance with the requirements hereof and assurance and
proof acceptable to CLIENT that there is no liability to CLIENT for failure to provide such
required insurance;
3) At its sole discretion, declare a material breach of this Agreement, which, at CLIENT's
discretion, may result in:
a) termination of this Agreement;
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DALLAS COUNTY SOW
b) demand on any bond, as applicable;
c) any combination of the above;
P. CONTRACTOR shall advise CLIENT in writing within twenty-four (24) hours of any claim or
demand, against CLIENT or CONTRACTOR, known to Firm related to or arising out of Firm's
activities under this Agreement.
Q. Acceptance of the services by CLIENT shall not constitute nor be deemed a release of the
responsibility and liability of Firm, its employees, associates, agents or subcontractors for the
accuracy and competency of their services; nor shall such acceptance be deemed an
assumption of responsibility or liability by CLIENT for any defect in the services performed by
Firm, its employees, subcontractors, and agents.
R. Nothing herein contained shall be construed as limiting in any way the extent to which Firm
may be held responsible for payments of damages to persons or property resulting from
CONTRACTOR's or its subcontractor's performance of the work covered under this Agreement.
S. CONTRACTOR shall notify CLIENT in the event of any change in coverage and shall give
such notices not less than thirty days prior to the change, which notice must be accompanied by
a replacement certificate of insurance.
T. Standard of Care: Services provided by CONTRACTOR under this Agreement will be
performed in a manner consistent with that degree of care and skill ordinarily exercised by
members of the same profession currently practicing under similar Agreements.
U. These provisions are solely for the benefit of the parties hereto and not intended to create or
grant any rights, contractual or otherwise, to any other person or entity.
V. The provisions of this Section VIII shall survive termination or expiration of this Agreement or
any determination that this Agreement or any portion hereof is void, voidable, invalid or
unenforceable.
IX. Miscellaneous
1. NO INDEMNIFICATION BY CLIENT. CONTRACTOR ACKNOWLEDGES AND AGREES
THAT CLIENT DOES NOT HAVE THE ABILITY UNDER ARTICLE XI, SECTION 7 AND
ARTICLE III, SECTION 49 OF THE TEXAS CONSTITUTION TO INDEMNIFY CONTRACTOR
OR ANY OTHER THIRD PARTY FOR DAMAGES ARISING UNDER THIS AGREEMENT.
THIS PROVISION SHALL SURVIVE COMPLETION, SUSPENSION, TERMINATION,
EXPIRATION ANDIOR CANCELLATION OF THIS AGREEMENT OR ANY DETERMINATION
THAT THIS AGREEMENT OR ANY PORTION HEREOF IS VOID, VOIDABLE, INVALID OR
UNENFORCEABLE.
2. Sovereign Immunity. This Agreement is expressly made subject to CLIENT's Sovereign
Immunity, Title 5 of the Texas Civil Practices and Remedies Code, and all applicable federal
and state law. The Parties expressly agree that no provision of this Agreement is in any way
intended to constitute a waiver of any immunities from suit or from liability that CLIENT has by
operation of law. Nothing in this Agreement is intended to benefit any third party beneficiary.
3. Fiscal Funding. Notwithstanding any provisions contained herein, the obligations of the
CLIENT under this Agreement are expressly contingent upon the availability of funding for each
item and obligation contained herein for the Term of the Agreement and any extensions thereto
32
DALLAS COUNTY SOW
as required by Chapter 791 of the Texas Government Code, CONTRACTOR shall have no
right of action against CLIENT in the event CLIENT is unable to fulfill its obligations under this
Agreement as a result of lack of sufficient funding for any item or obligation from any source
utilized to fund this Agreement or failure to budget or authorize funding for this Agreement
during the current or future fiscal years, In the event that CLIENT or CONTRACTOR is unable
to fulfill its obligations under this Agreement as a result of lack of sUfficient funding, or if funds
become unavailable, each Party, at its sole discretion, may provide funds from a separate
source or rnay terminate this Agreement by written notice to CONTRACTOR pursuant to Exhibit
18,
4. Audit. The Dallas County Auditor, its assigns, or any other governmental entity approved by
CLIENT shall have the unrestricted right to audit all data or documents related to this
Agreement including invoices. Such data shall be furnished to CLIENT at a mutually convenient
time and within a reasonable time, Should CLIENT determine it reasonably necessary,
CONTRACTOR shall make all of its records, books, and documents reasonably related to this
Agreement available to authorized CLIENT personnel, at reasonable times and within
reasonable periods, for inspection or auditing purposes or to substantiate the provisions of
services under this Agreement.
5. Counterparts. This Agreement may be executed in multiple counterparts each of which shall
be deemed an original, but all of which shall constitute one and the same instrument.
6. Proprietary Marking. Any information, software, or documents the CONTRACTOR uses in
the performance of the services provided under this Agreement that CONTRACTOR considers
confidential or proprietary or that contains trade secrets must be clearly marked accordingly,
This marking must be explicit as to the designated information. The designation, however, may
not necessarily guarantee the non-release of the documents or information under the Texas
Public Information Act or otherwise required by law,
7. Public Information Act. The Parties acknowledge and agree that CLIENT is subject, as a
matter of law, to TEX, GOV'T CODE ANN, 552 (Vernon 1994), also known as the "Texas
Public Information Act" (hereinafter "Public Information Act"), Notwithstanding any other
proviSion, the Parties agree that in the event that any provision of this Agreement, or other
documents related to this Agreement, including, but not limited to, any exhibit, attachment,
amendment, addendum, or other incorporated document, is in conflict with the Public
Information Act, such provision shall be of no force or effect. Furthermore, it is expressly
acknowledged and agreed that the District Attorney, County Commissioners Court, County
Judge, Elected County Officials, County Department Heads and County Employees (hereinafter
"County Requestors") may request advice, decisions and opinions of the Attorney General of
the State of Texas in regard to the application of the Public Information Act to any software,
hardware, firmware, or any part thereof, or other equipment or item, data or information, or any
other thing or item furnished to or in the possession or knowledge of Purchaser, It is further
acknowledged and agreed that the County Requestors have the right and obligation by law to
rely on the advice, decisions and opinions of the Texas Attorney General. CONTRACTOR
hereby releases the County Requestors from any and all liability or obligation of any type, kind
or nature regarding any disclosure of any software, hardware, firmware, or any part thereof, or
other equipment or item, data or information, or any other thing or item furnished by
CONTRACTOR or in the possession or knowledge of the CLIENT that is determined by CLIENT
or in reliance on any advice, decision or opinion of the Texas Attorney General to be available to
the public or any persons,
8. Contra Proferentum. The doctrine of contra proferentum shall not apply to this Agreement.
If an ambiguity exists in this Agreement, the Agreement shall not be construed against the Party
who drafted the Agreement and such Party shall not be responsible for the language used.
9. Notice. Any notice to be given under this Agreement shall be deemed to have been given if
reduced to writing and delivered in person or mailed by overnight or Registered Mail, postage
33
DALLAS COUNTY SOW
pre-paid, to the party who is to receive such notice, demand or request at the addresses set
forth below. Such notice, demand or request shall be deemed to have been given three (3)
days subsequent to the date it was so delivered or mailed.
TO CLIENT:
Stanley Victrum
Dallas County Chief Information Officer
509 Main Street, 6th floor
Dallas, Texas 75202
TO CONTRACTOR:
Mike Southard
VisualPro 360, llC.
501 lakeview Heights Dr.
Jefferson Crty, Missouri 65109
10. Insurance Requirements. See "insurance" section VIII.
11. Signatory Warranty. The person or persons Signing and executing this Agreement on
behalf of CONTRACTOR, or representing themselves as signing and executing this Agreement
on behalf of CONTRACTOR, do hereby warrant and guarantee that he, she or they have been
duly authorized by CONTRACTOR to execute this Agreement on behalf of CONTRACTOR and
to validly and legally bind CONTRACTOR to all terms, conditions and provisions herein set
forth.
12. CJIS Information Access. CLIENT shall require every CONTRACTOR agent, employee,
contractor, or subcontractor who will have access or potentially have access to Criminal Justice
Information (CJI) pursuant to this Statement of Work to execute the CJIS Security Addendum in
accordance with the Federal Bureau of Investigation CJIS Policy 5.1 Section 5.1.1.5. The CJIS
Security Addendum is attached as Exhibit 23 to this Statement of Work and incorporated herein
by reference. The CJIS Security Addendum shall be executed by all CONTRACTOR agents,
employees, contractors, or subcontractors performing services, supervision, work, labor, or
other related activities pursuant to this Statement of Work before obtaining access or potential
access to systems processing, storing or transmitting CJI. Furthermore, CLIENT in its sole
discretion shall make a determination based upon Texas Commission on law Enforcement
Officer Standards and Education (TClEOSE) peace officer criminal history screening rules
(Title 37, Texas Administrative Code, Chapter 217) to determine eligibility for systems access
for all CONTRACTOR agents, employees, contractors, or subcontractors related to this
Statement of Work. This shall include criminal background checks and fingerprint identification
13. Software Escrow Agreement Requirement. Within 60 days formal execution of this
SOW, CLIENT and CONTRACTOR shall negotiate and good faith to execute a Software
Escrow Agreement. Once the Software Escrow Agreement is executed by the Parties,
CONTRACTOR shall deposit with the Escrow Agent one copy each of the following Escrowed
Material: (a) the Source Code and/or Object Code (as applicable) to all Licensed Software
furnished under said Contract to the County; (b) all Specifications, Documentation, and such
other materials pertaining to the Licensed Software as the County would reasonably require in
order to configure, install, modify, and support the Licensed Software; and (c) the names and
contact information for each programmer involved in the creation of the Software. A valid and
fully executed Software Escrow Agreement shall be a condition precedent to payment made
under "milestones" 2, 3, 4 in attached Exhibit 2B.
14. Exhibits Incorporated. Section X below, contains a list of exhibits which shall be
attached to this Statement of Work. All exhibits listed in Section X are incorporated herein by
reference.
34
I
i
DALLAS COUNTY SOW
15. ORDER OF PRECEDENCE FOR EXHIBITS. IN THE EVENT OF A CONFLICT OF
TERMS, CONDITIONS, WARRANTIES, REPRESENTATIONS, OR OTHER WRITTEN
STATEMENTS BETWEEN THE PARTIES TO THIS SOW, THE PARTIES HEREBY
EXPRESSLY AGREE, REPRESENT, AND WARRANT THAT THE TERMS CONTAINED IN
THIS SOW ABOVE SHALL CONTROL OVER ANY TERMS IN AN ATTACHED AND
INCORPORATED EXHIBIT IN SECTION X. HOWEVER, IN THE EVENT THE CLIENT'S
PURCHASE ORDER TERMS PROVIDES MORE FAVORABLE OR MORE SPECIFIC TERMS
TO OR FOR CLIENT REGARDING A LEGAL MATTER, THE MORE BENEFICIAL OR
FAVORABLE TERM SHALL CONTROL IN FAVOR OF CLIENT, THE CLIENT PURCHASE
ORDER IS ATTACHED AS EXHIBIT 18. FURTHERMORE, CONTRACTOR WARRANTS
AND REPRESENTS THAT CONTRACTOR HAS APPROVAL OF ALL SUBCONTRACTORS
AND SHALL FULLFILL ALL OBLIGATIONS OF ANY SUBCONTRACTORS CONTAINED IN
THIS SOW OR ANY ATTACHED EXHIBIT.
X. Exhibits
lili!ml!>.ef .
. .. ';;f t. t. .. .' .. :,;.; .. :.'>
.. ; ... .. "Ni;ime; .' ." ,.; .'
. ' ...
.... .
1 Project Roster
2A Proiect Plan
2B Project Milestones
3 Pricing Quote
4 Panasonic Extended Toughbook Warranty
5 Panasonic Extended Arbitrator Warranty
6 Panasonic Hard Drive Warranty
7 pcProx 82 WavelD Specs
8 UA Hardware Warranty
9 UA Software As A Service Agreement
10
.
MWBE
11 EEO-1 Form
12 Certificate of Insurance
13 Dallas County Ride Along Waiver
14 Arbitrator Limited Use License Agreement
15 Arbitrator Annual Support and Maintenance Agreement
16 , Arbitrator System Requirements
17
I
Brazos Lesson Plan
18 Dallas County PO Terms and Conditions
19 Internal Contact Form
20 Planning-Application Collection Form
21 Plannin>l-Computer Model Support Form
22 Microsoft QFE's
23 CJIS Security Addendum
24 Brazos Software License
25 Brazos Software Maintenance Agreement
26 Front End and Back End System Requirements
35

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DALLAS COUNTY SOW
XI. SIGNATURE PAGE
DALLAS COUNTY
By:
Name: Clay Jenkins
Title: Dallas County Judge
Date:
DALLAS COUNTY*
CRAIG WATKINS
DISTRICT ATTORNEY
TERESA GUERRA SNELSON
CHIEF, CIVIL
,
By
Randall Miller " .'
Assistant District Attorney
VISUALPRO 360, LLC.
By:
Name:
Title:
Date:
Mike Southard
Owner
*By law, the Dallas County District Attorney's Office may only advise or approve contracts or
legal documents on behalf of its clients. It may not advise or approve a contract or legal
document on behalf of other parties. Our review of this document was conducted solely from
the legal perspective of our client. Our approval of this document was offered solely for the
benefit of our client. Other parties should not rely on this approval, and should seek review and
approval by their own respective attorney(s).
36