HomeMy WebLinkAbout15-191 - Motorola Solutions (formerly Spillman Technologies) - Purchase and License Agreement for Police Records System15 -191
Council Approval 12/7/15
[Si
Tukwila Police
Department
pfflmafl®
echnologies, inc.
(reliable innovation
Purchase and License Agreement
Confidential and Proprietary
The contents of this document are confidential and propriety to
Spillman Technologies, Inc. Copying or distributing this material is
strictly prohibited.
cei-0 19-0-Y\SLQ-e-0--J
Spillman®
Purchase and License Agreement
Table of Contents
Purchase and License Agreement 1
Section 1: Definitions 1
Section 2: Purchases of Professional Services and Third Party Products 2
Section 3: License 2
Section 4: Scope of Rights 3
Section 5: Fees and Payments 3
Section 6: Support 4
Section 7: Customer Responsibilities 4
Section 8: Proprietary Protection and Restrictions 4
Section 9: Confidential Information 5
Section 10: Utilities; Restrictions on Usage 5
Section 11: Limited Warranty and Limitation of Liability; Indemnification 6
Section 12: Term of Agreement; Termination 8
Section 13: Miscellaneous 8
Exhibit A Maintenance and Support Agreement 12
Section 1: Definitions 12
Section 2: Eligibility For Support 13
Section 3: Scope of Services 13
Section 4: Services Not Covered by this Support Agreement 14
Section 5: Obligations of Customer 15
Section 6: Spillman Application Administrator Requirements 15
Section 7: Fees and Charges 16
Section 8: Termination 17
Section 9: General 17
Appendix 1 Authorized Agency Technical Representative(s) Contact Informationl9
Exhibit B Purchased Products and Services 20
Exhibit C Existing Interfaces - Technical Product Documents 24
Exhibit D Data Conversion - Scope of Work 49
Exhibit E BAIR Analytics - Data Usage Agreement 54
Purchase and License Agreement
This Purchase and License Agreement (the "Agreement ") is made and entered into effective as of the date
this Agreement is signed by both parties below (the "Effective Date "), and is by and between:
Spillman Technologies, Inc. ( "Spillman ")
4625 Lake Park Blvd.
Salt Lake City, UT 84120
and
City of Tukwila ( "Customer ")
6200 Southcenter Blvd
Tukwila, WA 98188
Customer desires to purchase from Spillman licenses for certain Spillman oftwa e, ofessional services,
maintenance services, and third party hardware, software aft-d= services, — =as set forth in Exhibit B
(Purchased Products and Services), and Spillman desires to sal su--- --licenses ory tes and products to
Customer, pursuant to the terms and conditions of this Agreement.
In consideration of the mutual agreements set _forf erein, t11e sufficiency of which is hereby
acknowledged, the parties agree as follows:
Section 1: Definitions
1.1 "Confidential Information "jileans a nyaion= b_l information provided by either party to
the other in connection with this Agreement; eluding the Software, Spillman's pricing, future
product plans, trade secrete; know - -how, parts non - public business and financial information;
Customer lists; and any written rnateria7T_=m rked as confidential and any other information,
including visual or- Ioral inform on, which seasonably should be understood to be confidential.
Confidential Informaf vrn doesrot includW information that a party can prove: (a) is now or later
becomes genes =availak to f public without fault of the party who received such information;
(b) was rightfully =rn. h _r_ece vdng party's possession prior to its disclosure by the disclosing party;
(c) is vnleperdntl deve-lope=d by the receiving party without the use of any Confidential
Inform -Rion of the -disc sing party; or (d) is obtained by the receiving party without obligation of
confidentiality tiality froi this 1party who has the right to disclose it. Additionally, the receiving party
=nay disclose Confidential Information to the extent required by a judicial or legislative order or
E
roceeding, o y any applicable federal or state open records act or freedom of information act
requirements _provided that it gives the disclosing party prompt prior notice of the intended
disclosure and°an opportunity to respond or object to the disclosure, if permissible.
1.2 "Documentation" means all written or electronic user documentation for the Software
provided by Spillman to Customer.
1.3 "Software" means the package of Spillman computer program(s), interfaces and /or data, in
machine - readable form only, as well as related materials, including Documentation, identified in
Exhibit B (Purchased Products and Services) and Exhibit C (Existing Interfaces - Technical Product
Documents) or subsequently licensed by Customer pursuant to the terms of this Agreement.
Software also includes all Utilities, modifications, new Releases and Enhancements (as defined in
Exhibit A (Maintenance and Support Agreement)). Software specifically excludes Third Party
1
Software not developed by Spillman, but that might be used in conjunction with the Spillman
software, such as word processors, spreadsheets, terminal emulators, etc.
1.4 "Spillman Application Administrator" means an agent of Customer appointed by
Customer, who has been certified on the Software by Spillman, pursuant to the procedures set forth
in Section 6 of Exhibit A (Maintenance and Support Agreement), and is able to communicate
effectively with Spillman support personnel in the description and resolution of problems
associated with the Software.
1.5 "Utilities" means the software utilities and tools provided by Spillman at art of the Software,
including Spillman's XML Query, ODBC interface and implementation code, ct erl, dbdump, and
dbload, as well as any other software utilities provided by Spilltna.:_in connection with the
Software.
Section 2: Purchases of Professional Services and Third PartyProducts
2.1 Professional Services. Customer agrees to purchase the Spillman professional services listed
in Exhibit B (Purchased Products and Services)
2.2 Third Party Products. Customer agrees to purlLase from- Spillman the third party products
identified in Exhibit B (Purchased Products and _Services). Spillman makes no warranties with
respect to such third party products, =_but agrees= to pas----through to Customer any warranties
provided by the manufacturers of_s rti pro-ducts ,to the extent permitted.
Section 3: License
3.1 Grant of License. In=eonsideratian =of tfie payment of the license fees set forth in Exhibit B
(Purchased Products :d "ices), SpillMan grants Customer a nonexclusive, non - transferable
license to use te=Softwa �esubj to the terms of this Agreement (including the restrictions with
respect to Utilities_seffox_th= Sectr 10).
3.2 Ownership. Spilli s Software and all related documentation and materials provided by
v v
Spillman_ are licens Cl, (na=sold) to Customer. Spillman retains sole and exclusive ownership of all
-ghts, tits- =and interest in and to the Software, all related materials, and all modifications and
=enhancement = thereof= (including ownership of all trade secrets, copyrights and other intellectual
pfoperty rights pertaining thereto), subject only to the licenses expressly granted to Customer
heriir by Spillman, regardless of whether Customer, its employees, or contractors may have
contrived to the conception or development of any part of the Software, including enhancements
or customized Software. The Software may also include third party software separately licensed to
Spillman from third party licensors. Such third party software is sublicensed to Customer and
protected pursuant to the terms of this Agreement, and may be used only in conjunction with
Spillman's Software. This Agreement does not provide Customer with title or ownership of the
Software or any component thereof, but only a limited license. Spillman and its licensors
specifically reserve all rights not expressly granted to Customer in this Agreement. Customer must
keep the Software free and clear of all claims, liens, and encumbrances.
2
Section 4: Scope of Rights
4.1 Location of Software. Customer may install and use the Software only in Customer's own
facilities, including any authorized mobile sites. Customer shall give Spillman two (2) weeks prior
written notice of any change in the location of Customer's primary facility where the server -based
Software is installed; provided that if an immediate change in location is required due to an
emergency or disaster recovery, Customer will notify Spillman as soon as is reasonably practical.
4.2 Customer Use Only. Customer may use and execute the Software only for purposes of serving
the internal needs of Customer's business, except as specifically set forth in this Agreement.
4.3 Copies. Customer may make one copy of the Software in machine - readable, olijee t code form, for
backup and archival purposes only, provided that Spillman's copyri t ntotice is rmlucla. Such
backup copies shall not be used for productive use, except to the exten requifed_if TII primary
Software installation is not functioning. Customer may rep t uce =(_photoc = or electronic copy)
Software Documentation according to Customer's needs o-i the auff6r-ized�_use of the Software.
Customer may not distribute any of the Documentation for use outsidf customer's primary
place of business, except as required by law. _-
4.4 Shared Agency Arrangements. If CustorrTf&a r ari6filer agency (the "Shared Agency ")
desire to enter into an arrangement wherel y ustomer vill Ias_a "Host Agency" and permit the
Shared Agency to access the Software through Cn_stome ,_ the Shared Agency and Spillman will
execute a Shared Agency Agreement=fcr such _arrangement and attach it to this Agreement as an
additional Exhibit. Spillman wilL=bi11 CustomerdirectTy for the applicable license fees, and
Customer agrees to be responsible e timely paymen f` "such invoices. Customer shall require the
Shared Agency to comply WW. the =ferms of =this Agreement and shall notify Spillman and
cooperate as reasonablyAltiuestedft SiILman n the event of any non - compliance by the Shared
Agency.
Section 5: Fees ad= P_aym—ents!
5.1 Fees. e 1ieensee for e=Software and the price for all services and third party products
purchased by Custom- r=from Spillman are specified in Exhibit B (Purchased Products and
S_ece_All invoicesare payable within thirty (30) days of the date of the invoice. Customer must
Way such fees direct to Spillman according to the agreed payment terms set forth in Exhibit B
'(Purchased Prodtit_ets_and Services).
5.2 Taxes._ Customer is solely responsible for any and all taxes resulting from this Agreement and its
purchase t f fhe products and services described herein (excluding taxes on Spillman's net income).
It shall be the responsibility of Spillman to collect and remit applicable taxes. If Customer is a tax -
exempt organization, Customer will provide Spillman with documentation required by the taxing
authority to support such exemption.
5.3 Late Payments. If Customer fails to pay any amounts owed when due, Spillman may assess
interest at one - and - one -half percent (1.5 %) per month on all overdue amounts, or the highest rate
permitted by law, whichever is less. Customer shall also be liable for all costs of collection.
3
Section 6: Support
6.1 Spillman will provide maintenance and support services to Customer with respect to the Software,
pursuant to the terms of the Support Agreement attached as Exhibit A (Maintenance and Support
Agreement) hereto.
Section 7: Customer Responsibilities
7.1 Spillman Application Administrator. Customer is responsible for designating a Spillman
Application Administrator who is qualified to operate the Software on Customer's own equipment,
has been certified as set forth in Exhibit A (Maintenance and Support4greeme), and is familiar
with the information, calculations, and reports that serve as input and ouut_of the Sbftwae:
7.2 Spillman Support Contact. Agency personnel who Are authorizd try= cintact Spillman
support are listed in Appendix 1, as referenced in Section 6WExhibit1(M itenance and Support
Agreement). Spillman reserves the right to refuse assiM-ncWor to cH ge additional fees if the
agency representative seeks assistance with respect to :such basic background information or any
other matters not directly relating to the operation_of the Software.
7.3 Additional Components. Other components (harddware=aMor software) may be required for
the use of the Software. Spillman assumes =no resypons hility u ever this Agreement for obtaining
and /or supporting such components except a_eessly agreed in writing.
7.4 Proper Environment. Custoi Wr is respoMsible=for curing a proper environment and proper
utilities for the computer sys?tm of which Ylte So I =ware will operate, including housing and
operating the server equvrnentwl an fenviron ent and according to the specifications for the
equipment as specified bits manufacturer
7.5 Data Conversion =S_ervlces. Spillman assumes no responsibility under this Agreement for
converting CusJer's daa; filesfor use with the Software, except as listed in Exhibit B (Purchased
Products and Sery ces) ad etaileden a data conversion scope of work.
7.6 Improjper Use Customer shall use reasonable efforts to prevent its employees and independent
contractors from making authorized copies of the Software or improperly using the Software. If
ustomereliscovers rny such problems, it will promptly notify Spillman and take commercially
reasonable atti'ons to=resolve the problem as soon as reasonably possible.
Section 8TPr:-_oprietary Protection and Restrictions
8.1 Third Party Access and Queries. Customer may not allow any other agency, entity, or
individual to use or have access to the Software in any manner other than inquire -only unless
expressly authorized by Spillman. Except as specifically authorized by Spillman, queries may be
conducted solely for Customer's internal business purposes, and Customer may not query the
Software, or permit any third party to query the Software, for a third party's business purposes.
8.2 Restrictions. Customer may not use, copy, modify, rent, share, or distribute the Software
(electronically or otherwise), or any copy, adaptation, transcription, or merged portion thereof,
4
except as expressly authorized in writing by Spillman. Customer may not translate, modify, reverse
assemble, reverse compile, or otherwise reverse engineer the Software.
8.3 Competitive Use. Customer may not utilize or permit a third party to access or utilize any part
of the Software (including the Utilities) in any manner that competes, directly or indirectly, with
any product or service provided by Spillman. This includes, without limitation, using the Software
(or its Utilities) to develop any software, interfaces, or other products that compete with Spillman's
products or services, or using interfaces or other products connecting to the database of the
Software in connection with a third party's competing product.
8.4 No Service Bureau, Etc. No service bureau work, multiple -user licen s or time - sharing
arrangement is permitted, except as expressly authorized in writing ryIpillma% ustomer may
not install the Software in any other computer system or use it at any =ai er looationnithout
Spillman's express authorization obtained in advance (which wait-got be ureasoly wfhheld).
8.5 Inspection. Customer hereby authorizes Spillman to uter Custoa er's-1_remises in order to
inspect the Software in any reasonable manner during reguibusine s hours, with or without
prior notice, to verify Customer's compliance with the terms of this= Agreement.
Section 9: Confidential Information
9.1 Confidentiality Terms. Each party snliA eep cohliclential all Confidential Information
provided to it by the other party, d shall tot tse such Confidential Information for any purpose
other than the proper purposes o -this AgrWmentx=as required by law. A party may disclose
Confidential Information on to= employes and contractors who need to know such
information, and who are bund o_ keep such _ information confidential. Each party shall give the
other party's Confiderrfial. Information aritArthe same level of protection as it gives its own
confidential information of imi=lr natu :e_but not less than a reasonable level of protection.
9.2 Restrictions_omDisclosure Customer must not disclose the Software, its Documentation, or
any other Spiillmai _documeht ion =) to any competitor of Spillman, or (ii) to any other third party
unless itshas a =need &now su_eh information for the proper purposes of this Agreement or unless
requireI_by law.=
Section 10: Uti i ies; Restrictions on Usage
10.1 Utilities. Spillman provides certain software Utilities as part of the Software. Spillman may add,
modi yf --c r=emove Utilities from the Software during the term of this Agreement. The Utilities
contain material that is proprietary to Spillman and /or its licensors, and may be used only as
permitted by this Agreement.
10.2 Use of Utilities. Customer is permitted to use the Utilities for read -only operations in
connection with the authorized use of the Software, but may not allow third parties to use the
Utilities unless an authorized official of Spillman consents in writing. With the exception of
ODBC, customer is NOT permitted to utilize the Utilities or any other software tools to write to
Spillman's database in any manner, due to the potential for data corruption and system slowdown
5
or damage. Due to the potential for data corruption and system slowdown or damage, Customer
agrees that it does so solely at its own risk.
10.3 Disclaimer. Spillman is NOT responsible for any breach of warranty, damages to the Software
or its database, data corruption, support issues, security issues or performance issues arising out
of Customer's or a third party's use of the Utilities (even if permitted by Spillman) or use of any
other software not specifically licensed in this Agreement (including any third party querying or
writing to the database).
Section 11: Limited Warranty and Limitation of Liability; Indemnific=ation
11.1 Functionality. Spillman warrants for a period of 12 months (the T a x mty P od ")and for
Customer's benefit alone, that the Software conforms in all material res ets -o__ -he sp-e ifications
for the current version of the Software provided by Spillma0Thy= _Warraerio=vi11 begin on
the date of Customer's cutover to live operation of tie= Softwari --Go -H ). This warranty is
expressly conditioned on Customer's observance of Ife oykation, xecuri and data - control
procedures set forth in the Documentation included W- the Software.
11.2 Limitations. Spillman is not responsible f_ar ob o scence _of the Software that may result from
changes in Customer's requirements. Th^warranty Se—ctibrItIg 1 shall apply only to the most
current version of the Software issuedySpillinan Vain time—to time. Customer must notify
Spillman of any warranty issues orareache -Thin thearranty Period; after the end of the
Warranty Period, Software errorsand dfi?ets w_be handled under Exhibit A (Maintenance and
Support Agreement). Issuance o& pdates =dues =mot= result in a renewal or extension of the
Warranty Period. Spillman assumesto respaasibility for the use of superseded, outdated, or
uncorrected versions of l e Software. Such w ranty also excludes non - performance issues that
result from third party ardwate oroftwax =malfunction or defect; modification of the Software
by any person other_-thanll an, or `efects or problems that are outside the reasonable control
of Spillman. Customer =will =reimburse Spillman for its reasonable time and expenses for any
services proviAE at - tastornex s request to remedy excluded non - performance issues.
Additionally=, Spi Tan 's- -mot responsible for any problems or errors with the Software or
Custom's system resulting - trom use of the ctperl or dbload Utilities in any manner other than
read- osaly. Customer expressly acknowledges that any use of the "write" or "update" features of
5e Utilities may VamagT Customer's database or cause other problems with its system.
11.3 3emedies: - stomer's exclusive remedy for any material defect in the Software for which
Spillman is responsible, Spillman shall use reasonable efforts to correct or cure any reproducible
defecf ^b_y.iss ing corrected instructions, a fix or a workaround. In the event Spillman does not
correct or -cure such nonconformity or defect after Spillman has had a reasonable opportunity to
do so, Spillman's liability shall be limited to the amount paid as the license fee for the defective or
non - conforming module of the Software. Spillman shall not be obligated to correct, cure, or
otherwise remedy any nonconformity or defect in the Software if Customer has made any changes
whatsoever to the Software, if the Software has been misused or damaged in any respect, or if
Customer has not reported to Spillman the existence and nature of such nonconformity or defect
promptly upon discovery thereof.
11.4 Limitation of Warranties. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT,
SPILLMAN AND ITS LICENSORS DISCLAIM ANY AND ALL PROMISES,
6
REPRESENTATIONS, AND WARRANTIES WITH RESPECT TO THE SOFTWARE, INCLUDING
ITS CONDITION, ITS CONFORMITY TO ANY REPRESENTATION OR DESCRIPTION, THE
EXISTENCE OF ANY LATENT OR PATENT DEFECTS, TITLE, NON - INFRINGEMENT, AND
ITS MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OR USE.
11.5 Limitation of Liability. THE CUMULATIVE LIABILITY OF SPILLMAN AND ITS
LICENSORS TO CUSTOMER FOR ALL CLAIMS RELATING TO THE SOFTWARE AND THIS
AGREEMENT, INCLUDING ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT, OR
STRICT LIABILITY, SHALL NOT EXCEED THE TOTAL AMOUNT OF ALL LICENSE FEES
PAID TO SPILLMAN HEREUNDER. This limitation of liability is intended to apply without
regard to whether other provisions of this Agreement have been breached_ or have proven
ineffective. Spillman shall have no liability for the loss of data _oxdocumerxtion, it being
understood that Customer is responsible for reasonable backup precaufions — —__—
11.6 Limitation of Damages. IN NO EVENT SHALL S P LMNN. AND ITS LICENSORS BE
LIABLE FOR ANY LOSS OF PROFITS; ANY IN_ADE ITAL, = SP_ECI3L, PUNITIVE, OR
CONSEQUENTIAL DAMAGES; OR ANY CLAIIV OR IDEMAND5ROUGHT AGAINST
CUSTOMER BY THIRD PARTIES, EVEN IF SPILL- .N OR -ITS LICENSORS HAVE BEEN
ADVISED OF THE POSSIBILITY OF SUCH U- 1;I-MS OR DEMTDS. This limitation upon
damages and claims is intended to applyithout-_regarcd o _whether other provisions of this
Agreement have been breached or have proven ineffe ive.
11.7 Indemnification. Spillman agr_e s to =defe Customei gainst any and all third party claims,
demands, lawsuits or legal actions arisrrfgo ut =of aactual or alleged infringement of any
trademark, copyright, tradefsecreF oor U.S. patent =bysthe Software, and Spillman will pay any
damages, costs and expenses (duding=reasorlble attorneys' fees) finally awarded in such action
or paid to settle the _ tibn. Sp fljnan will not be required to indemnify Customer unless (i)
Customer promptly notifies Spillman°of any= uch claim; (ii) Customer gives Spillman sole control
of the defense and-_a11 settlement negotiations, and the authority to represent Customer in
defending the°e_laim; ar L (iii)%"ustomer provides Spillman with any information and assistance
that Spillman reason _request Iin defending against the claim. Customer may, at its option and
expens_eJpreeted by sarate counsel in any such action. If a court or other legal authority
finds ghat anypart of--the Software infringes on a third party's intellectual property rights, or if
Spillman believes that irzinfringes, Spillman will use reasonable efforts to obtain a license under
e
ckh riglinUhat have been infringed, to modify the Software so it is no longer infringing, or to
provide to = Custome substitute software that is non - infringing; provided that if in Spillman's
udgment such options are not commercially reasonable, Spillman may terminate the license for
theMoftware-or the infringing portion thereof upon written notice to Customer. Spillman will have
no lia6alty -or infringement arising out of modification of the Software by any party other than
Spillman, use of an outdated version of the Software, or the combination or use of the Software
with any other software, hardware, equipment, product, or process not furnished by Spillman, if
use of the Software alone and in its current, unmodified form would not have been an
infringement. Spillman is not liable for any infringement claims based upon third party software
or hardware. This Section 11.7 states Spillman's entire obligation with respect to any claim for
infringement or misappropriation of any third party intellectual property rights.
7
Section 12: Term of Agreement; Termination
12.1 Term of Agreement. Customer's license of the Software shall become effective upon the
execution of this Agreement and shall continue perpetually unless otherwise terminated as
provided herein.
12.2 Support Required. Customer is required to continue purchasing support and maintenance
services from Spillman throughout the term of this Agreement, as a condition to the license of the
Software under this Agreement. This Agreement shall automatically terminate if Customer ceases
paying the required fees for maintenance and support of the Software.
12.3 Termination without Cause. Customer may terminate this Agreement —any time upon
ninety (90) days' prior written notice to Spillman, without cause, VIZ-AA-Jo a-! outMf nding
obligations and financial commitments of Customer under ° #his Agreementg.,—Istomer's
obligation to pay license fees is not rescinded by such termination} = ==
12.4 Termination for Cause. Either party may terminate this greement,_inMddition to seeking
any other available remedies, if the other party brea es any x #erial ti of this Agreement -
including the Support and Maintenance Agreerr ni_(Exll liit A) or flit-,Statement of Work (Exhibit
XX) - and does not correct such breach within : t-}��_-_(30rnys following written notice of the
breach from the other party. Repudiat=ion or fail=ure to =accept the Software without cause
constitutes a material breach of this Agreement._1n adit ion to or in lieu of termination, a party
may seek any other remedies that maybe avail`alW at law ocean equity.
12.5 Effect of Termination. Upon_termination _ of fhsgreement, all rights granted to Customer
will terminate and revertmto°ppillrn—an_ and /orits licensors. Promptly upon termination of this
Agreement for any reason= or upon discontinuance or abandonment of Customer's possession or
use of the Software, Customer mustfteturnestroy, as requested by Spillman, all copies of the
Software in Cus er'sperssession=4whether modified or unmodified), and all related
Documentation; Conti denti.akInformation and other materials pertaining to the Software
(including all= eopies_ thereof). -c=ustomer agrees to certify Customer's compliance with such
obligation_upon Spllman's_request° Customer will permit Spillman to repossess the Software and
any p-tfucts =old - ereunder- =for which Customer has not fully paid the purchase price. If
CustoI$:er has a o standing payment obligations under this Agreement, Spillman may
acceler fe and deelfre all such obligations of Customer immediately due and payable by
Customer Vs,a liquidated sum and proceed against Customer in any lawful way for satisfaction of
%uch sum. Thets of Sections 2.2, 3.2, 5.2, 5.3, 9, 10.3, 11.4, 11.5, 11.6, 11.7, 12.5 and 13 shall
suive termination or expiration of this Agreement.
Section 13: Miscellaneous
13.1 Entire Agreement - Amendment. This Agreement, together with its exhibits, which are
attached hereto and incorporated herein by reference, constitutes the complete agreement between
the parties with respect to the Software and other subject matter hereof. No modification of this
Agreement shall be binding unless it is in writing and is signed by an authorized representative of
each party.
8
13.2 Assignment. Customer may not assign or transfer this Agreement or any of its rights or duties
hereunder to any third party without Spillman's prior written consent.
13.3 Governing Law. This Agreement will be governed by the laws of the state of Washington, not
including conflicts of laws provisions. The parties hereby submit to the exclusive jurisdiction and
venue of Washington state and federal courts with respect to any action between the parties
relating to this Agreement. In any such action, the prevailing party shall be entitled to an award of
its reasonable costs and attorneys' fees from the other party.
13.4 No Waiver. Any waiver by either party of a default or obligation undertEh__is Agreement will be
effective only if in writing. Such a waiver does not constitute a waiver of any subsequent breach or
default. No failure to exercise any right or power under this Agreement or tminsist on strict
compliance by the other party will constitute a waiver of the right iri ie =future tee such
right or power or to insist on strict compliance.
13.5 Injunctive Relief. Customer will offer written notieeprior tonanyeleased confidential
information required by law and will give Spillman ampfe_opportuny Vo dispute or give
permission for release of confidential information. CiY timer acknowledges that, in the event of
Customer's breach of any of the confidential terms=or scop= of use restrictions in this
Agreement, Spillman will not have an adequate *em y_in money or damages. Spillman shall
therefore be entitled to obtain an injune ion againuch-breaula from any court of competent
jurisdiction immediately upon request, without the nedesity of posting bond, in addition to any
other remedies that may be availabl t1a =w or in= equity.
13.6 Limitation of Actions. ND adrift', whether_basez i contract, strict liability, or tort, including
any action based on negligenEWAarisf gout ofnie performance of services under this Agreement,
may be brought by eithr party amore flan tlIe (3) years after such cause of action occurred.
However, action for i ayment May bebought within three (3) years the date of the last
payment was receifeli by 8jsil=li tan.
13.7 Notices. Any tot ces require"zlt-or permitted under this Agreement shall be in writing and
delivered =t person-or -sent -by registered or certified mail, return receipt requested, with proper
postage affixe�d---or sent by commercial overnight delivery service with provisions for a receipt.
Notice hall be d med xeceived on the date of delivery when provided in person, or three days
=fter mail ^ing when provided by mail.
13.8 everabuluty =1ny term of this Agreement is held to be invalid or void by any court or
tribunal of competent jurisdiction, it shall be modified by such court or tribunal to the minimum
extee ecessary to make it valid and enforceable. If it cannot be so modified, it shall be severed
from thi—s-Agreement and all the remaining terms of this Agreement shall remain in full force and
effect.
13.9 Force Majeure. A party shall be excused from delays or failure to perform its duties, other
than payment obligations, to the extent such delays or failures result from acts of nature, riots,
war, acts of public enemies, fires, epidemics, labor disputes, or any other causes beyond its
reasonable control. The parties will promptly inform and consult with each other as to any of the
above causes that in their judgment may or could be the cause of a substantial delay in the
performance of this Agreement. Either party may, in its discretion, terminate this Agreement if a
9
delay in performance by the other party exceeds or is reasonably expected to exceed six (6)
months.
13.10 Export. In the event export of the Software is expressly permitted in writing by Spillman,
Customer may only export the Software (including any related materials) as authorized by U.S.
law and any other applicable jurisdiction. In particular, the Software may not be exported into
any country where such export is prohibited by law, regulation, or governmental order.
Spillman desires that Customer be confident that the Software will suit Customer's needs. Although
Customer must make that determination, Spillman is prepared to fully discuss the Software with
Customer and answer questions. By executing this Agreement, Customer acknowledges that it has been
given an adequate opportunity to investigate Customer's computer and Sd--^ft----t _are neeiand that based
on its examination of the Software, Customer finds the Software to be satisfacto -� —
10
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized
representatives as set forth below. This Agreement is not effective, and the license of the Software will not
commence, until it has been executed by an authorized representative of both Customer and Spillman.
Accepted and Approved by:
Customer: CI b / U I %Gu
Signature:
Print Name
Title: %i
Date: )--1\ �(
Spillman Techn, Inc. droe
Signature:
Print Name:
Title: Vice President
- )Ls !S
p
11
Exhibit A
Maintenance and Support Agreement
This Maintenance and Support Agreement (the "Support Agreement "), dated effective as of the date this
Agreement is signed by both parties below, is by and between Spillman Technologies, Inc. ( "Spillman ")
and Tukwila Police Department ( "Customer "). In connection with the Purchase and License Agreement
between the parties (the "License Agreement "), Customer desires to purchase from Spillman certain
maintenance and support services for the Software. All capitalized terms used and not otherwise defined
herein shall have the meanings set forth in the License Agreement.
In consideration of the mutual agreements set forth herein, the sufficiency of vhich is hereby
acknowledged, the parties agree as follows:
Section 1: Definitions
1.1 Coverage Hours. The hours between 8:00 a.m. and 5:-40 p.,MountlinTun_e, Monday through
Friday, excluding regularly scheduled holidays of Spillman. _ —=
1.2 Enhancement. Any modification or addition t when. mader added to the Software,
changes its utility, efficiency, functional capabilitMox application, but that does not constitute
solely an Error Correction. Spillman may designate Efil ancemerrts as minor or major, depending
on Spillman's assessment of their value and afieuJnction=�elded to the preexisting Software.
1.3 Error. Any failure of the Sofv_are to —conform, in =all material respects to its functional
specifications as published fr6.m tiri to time -b=y SFItinan, subject to the exceptions set forth in
Section 4.
1.4 Error Correction Eithe ,a software codification or addition that, when made or added to the
Software, establishes materi=al = conformity =of the Software to the functional specifications, or a
procedure or routine thMwherTcobserved in the regular operation of the Software, eliminates the
practical adverse ffeet=on_eustom jof such nonconformity. Error Correction services are subject to
the exc tibr gset forth in Setion:.4.
1.5 Releas=es. New v rsions_of the Software, including all Error Corrections and Enhancements.
1.6 Response :me. x (6) or less Coverage Hours, from the time Customer first notifies Spillman
6fn Error until=Spillman initiates work toward development of an Error Correction.
_
1.7 SuppOr_- t_Term. The Initial Support Term together with all renewal terms of this Agreement.
The Initial Support Term will be for the twelve (12) month period of the Warranty Period, as
defined in Section 11.1 of the License Agreement. Thereafter, the Support Term shall automatically
renew for successive periods of one year each, unless and until terminated pursuant to Section 8
hereof. In no event, however, shall the Support Term extend beyond the term of the License
Agreement.
12
Section 2: Eligibility For Support
2.1 Spillman's obligation to provide the support and maintenance services described in this Support
Agreement with respect to the Software may be terminated pursuant to Section 8.2.2 or suspended,
at Spillman's discretion, if at any time during the term of this Support Agreement any of the
following requirements are not met:
2.1.1 The License Agreement must remain valid and in effect at all times;
2.1.2 The Software must be operated on a hardware platform approved_by Spillman; and
2.1.3 Customer must be current on payment of maintenance an ort fees__
2.2 Spillman may require Customer to appoint a new Spillman Application dmmstr_ator order to
continue receiving support services or increase Customer's - support. feesf= illm=an reasonably
determines that the acting Spillman Application Admusirator does notiave the training or
experience necessary to communicate effectively with Spillman pport pe soniel.
Section 3: Scope of Services
During the Support Term, Spillman shall render following ervices in= support of the Software, during
Coverage Hours:
3.1 Spillman shall maintain a Support= Services Zontrol-Cer tm. capable of receiving from the Spillman
Application Administrator, brtelephone, reports of any software irregularities, and requests for
assistance in use of the Software
3.2 Spillman shall maintain -a =Mtrai d st4f _capable of rendering support services set forth in this
Support Agreement.
3.3 Spillman shall beT=res_ponsible focusing all reasonable diligence in correcting verifiable and
reprodual5Ir hTrors= =tiuhen repot #ed to Spillman in accordance with Spillman's standard reporting
procedfxes. Spillman Wall, after verifying that such an Error is present, initiate work within the
Response Time ink diligent manner toward development of an Error Correction. Following
-ompletiox =of the Error Correction, Spillman shall provide the Error Correction through a
°temporary ionssting of sufficient programming and operating instructions to implement the
Error Correction; and Spillman shall include the Error Correction in all subsequent Releases of the
Software. Spillman supports two (2) versions back from the most recent release version. However,
Spillman's -MI -not be responsible for correcting Errors in any version of the Software other than the
most recent release.
3.4 Spillman may, from time to time, issue new Releases of the Software to its Customers generally,
containing Error Corrections, minor Enhancements, and, in certain instances, if Spillman so elects,
major Enhancements. Spillman reserves the right to require additional license fees for major
Enhancements. Spillman shall provide Customer with one copy of each new Release, without
additional charge. Spillman shall provide reasonable assistance to help Customer install and
operate each new Release, provided that such assistance, if required to be provided at Customer's
facility, shall be subject to the supplemental charges set forth in Spillman's current Fee Schedule.
13
3.5 Spillman shall consider and evaluate the development of Enhancements for the specific use of
Customer and shall respond to Customer's requests for additional services pertaining to the
Software (including, without limitation, data conversion and report- formatting assistance),
provided that such assistance, if agreed to be provided, shall be subject to supplemental charges
mutually agreed to in writing by Spillman and Customer.
Section 4: Services Not Covered by this Support Agreement
The services identified in this section are specifically NOT covered by this Support greement. Spillman
strongly recommends that Customer secure a separate support agreement wi#kthird par_tN_vendors for all
non - Spillman products. Spillman may, in its discretion, provide such servicesgo=Customer-onequest,
for an additional fee as the parties may agree in writing. - g _ __
4.1 Support for any third party products including hardwares c5t_ support or hardware failure due to
the use of any third party vendor products. Spillman may=in ifl= iscretion_pxovde first -line support
for third party software; if not, Spillman will refer Ciaotomer Male vendR=of such software for
resolution of support issues. —
4.2 Any network failures or problems including, but not, limife lno cabling, communication lines,
routers, connectors, and network software: - _
4.3 Restoration and /or recovery of data_filesand /orr he operating system. Spillman will, upon request
of Customer and subject to its the currentI es fo uu' services, use reasonable efforts to assist
Customer in recovering lost data.
4.4 Any breach of warran damages =to. the -oftvare or its database, data corruption, or support
issues, security issues;, or fornce issues Trising out of Customer's or a third party's use of the
Utilities or any software.. not = specifically itensed by Spillman to Customer for use in connection
with the Software: Any ssista lee provided by Spillman in resolving such problems shall be
charged to Custor --an a. Erne acrd materials basis. Additionally, any unauthorized use of the
Utilities =or other_ software in = connection with the Software by Customer (or by a third party with
Custorier's knowedge)nay result, at Spillman's sole option, in voidance of warranties, an increase
in=the ar.ual mainrance=and support fees under this Support Agreement, and /or loss of rights to
rpgrades under this support Agreement.
4.5 And damages to or problems with the Software or its database, data corruption, support issues,
security issues, or performance issues arising from Customer's utilization of the "write" feature of
the ODBC rf #erface to write to or modify the database in any way.
4.6 Support for Software problems caused by Customer misuse, alteration or damage to the Software
or Customer's combining or merging the Software with any hardware or software not supplied by
or identified as compatible by Spillman, customizing of programs, accident, neglect, power surge
or failure, lightning, operating environment not in conformance with the manufacturer's
specifications (for electric power, air quality, humidity or temperature), or third party software or
hardware malfunction.
14
4.7 Supporting, configuring, maintaining, or upgrading the operating system, including, but not
limited to, backups, restores, fixes, and patches.
4.8 Assistance with problems caused by operating system installation, configuration, errors,
maintenance or repair, or using incorrect versions of the operating system.
4.9 Onsite service visits to Customer's facility.
4.10 Printers connected to the back of terminals /personal computers (commonly called pass- through
printing) or network printers are not supported by Spillman.
Section 5: Obligations of Customer
5.1 Customer must maintain and provide, at no cost to Spil nan cces o lino- zlbarid internet
connectivity for VPN connection purposes and a Cisco 18117tegrateervic -s router and data set,
or equivalent, connected directly to customer's network, With 1 access = o_the=server (24 hours per
day, 7 days per week) that is used with the Licensed Program as sebeduledVa mutually- agreeable
time with Customer's IT department.
5.2 A representative of Customer's IT dept iu ent must be-p -ese-nt when any onsite support is
provided, as scheduled at a mutually - agreeable time with Customer's IT department. Customer
agrees that if such representative is not present =vlien the =S_pillman representative arrives on site,
the Spillman representative shall n tlfy -a ppro xiate r presentative of Customer, if feasible, that
there is no Customer IT representative present. gCustomer's IT representative does not arrive
within a reasonable time, no w2-1-ark will =be performed and Customer will be charged for all expenses
incurred and relating to the=visit
5.3 All communications=between Customet=and illman must be in the English language.
5.4 Customer is res _ausible ox providing one or more qualified Spillman Application Administrators
as described in t=°east one authorized representative, as specified in Appendix 1, must
be availab31°e=a;a11 times; however, after -hours availability is required only when and if Customer is
requesting after -lours support from Spillman.
5.5 `C homer isjesponsible for providing all network and server security.
5.6 Cristomer must --provide Spillman with information sufficient for Spillman to duplicate the
circunstancesnder which an Error in the Software became apparent.
Section 6: Spillman Application Administrator Requirements
6.1 The designated Spillman Application Administrator must be certified by Spillman within one year
of the date of Customer's cutover to live operation of the Software ( "Go- live "). The designated
administrator must meet the following requirements in order to certify at the basic level:
6.1.1 Attend and participate in, and successfully pass the final written and practical
examinations from the following courses within one hundred twenty (120) days of
installation of the Software:
15
i. System Introduction - Inquiry,
ii. System Introduction - Data Entry & Modification,
iii. If applicable, UNIX Fundamentals Training (AIX),
iv. Basic System Administration, and
v. Spillman training applicable for the Spillman applications used by Customer.
6.1.2 Pass the Basic SAA exam within one year after the agency's Go -live date.
6.2 Customer will be responsible for the costs of such training, including any =iurse fees, travel, and
lodging expenses.
6.3 Contact information for the Spillman Application Administrator(s) mus _e ecorded LApOndix 1
of this Support Agreement. Appendix 1 must be signed bean authoriz epresentative of
Customer. Changes to the information recorded in Appendi °wineequir hafa i EH: Appendix 1
be completed, signed and filed with Spillman.
6.4 Requests for support services received by anyone othe1 -than an au: thorizelagency representative
as identified in the current Appendix 1 on file wit pillmarx will be -efused.
6.5 Each designated agency representative must be qualifies o= address, or have other support
resources to address, without the aid of Spillman,-a11 p ablems relating to hardware, software, or
operating system not directly associate-d_with 1ef5ftware.
Section 7: Fees and Charges
7.1 Customer shall pay Spillman the pportee was set forth in Exhibit B: Purchased Products and
Services, and any other c1Tt_rgesa r fees-klescril5ed herein. Spillman reserves the right to change its
Support Fee, effectivU pon : less than 90 days prior written notice to Customer. Second -year
level support as referenced_ in Exhibit B: Purchased Products and Services, are charged
beginning the day- -thend of Ede Initial Support Term, as defined in Section 1.7. Additionally,
adjustme up o -t Fees-- i result from changes in (1) software prices, (2) number of software
module=s used, (Wan in cease in Customer's size (as further described in Section 7.6) , (4) computer
ha cL=wa Z,_ (5) Coverage Hours selected by Customer, or (6) violation of the restrictions set forth in
I`ction 4:4 %f this Support Agreement.
7.2 Spillman shall invoice Customer for annual Support Fees at the beginning of each contract year. In
the =kent tha! additional billable work is performed, all billable charges and expenses will be
invoic =t J tistomer at the beginning of the month following the month in which they accrued or
were incurred. Customer shall pay the invoiced amounts immediately upon receipt of such
invoices. Any amount not paid within thirty (30) days after the invoice date shall bear interest at
the rate of eighteen (18) percent per year or the highest rate allowed by applicable law, whichever is
less.
7.3 Customer shall be responsible for and agrees to pay the fees and charges incurred for procuring,
installing, and maintaining all equipment, telephone lines, modems, communications interfaces,
networks, and other products necessary to operate the Licensed Software.
16
7.4 Customer agrees to pay additional charges according to the Spillman Fee Schedule for all work
required by Customer and performed outside of Coverage Hours. These charges are applicable for
any work performed outside of the Coverage Hours, upon customer request, REGARDLESS OF
THE CAUSE, even if the requested work was reported and /or initiated during normal Coverage
Hours.
7.5 Should Customer request onsite support services, Customer shall reimburse Spillman for all labor,
travel, and related expenses incurred by Spillman in providing such support services.
7.6 Additional Support Fees may be required by Spillman if there is a significant increase in
Customer's size with respect to use of the Software. An increase in size may_arise either out of
Customer's internal growth or out of a Host Agency /Shared Agency gemenf s described in
Section 4.4 of the License Agreement, if applicable. Relevant factors ind1 de=number le ployees,
number of dispatchers and /or number of jail beds. Payment of_ se additoonal Sup_orrP es is due
within one hundred and twenty (120) days of the date of thanvoicfor su= ees. Such fees will be
prorated, based upon the date during the contract year thenease in Cft stomer's size occurred.
Section 8: Termination
8.1 This Support Agreement shall automat ca�°=ly tern ate i ediately upon termination of the
License Agreement for any reason. = T
8.2 Either party may terminate this Sum —_por eem nt as follows:
8.2.1 If either Spillman= x Cus weer pro les a—written notice to the other party, at least 90
days prior to_ e endmf the en- current Support Term, of its intent to terminate this
Support Agreement at the -end uch Support Term; or
8.2.2 Upon 30s ?Mr written =notice, if the other party has materially breached any
prow ton of ==this Si port Agreement and the offending party has not cured such
breach WitVnahe 0 -dad notice period.
8.3 Following terminationfthis Support Agreement, Spillman shall immediately invoice Customer
for all aecrued fee charges, and reimbursable expenses; and Customer shall pay the invoiced
=amount ii llediately ;pon receipt of such invoice.
Section =�_ :_ General
9.1 The terms of Section 11: Limited Warranty and Limitation of Liability; Indemnification and Section
13: Miscellaneous of the License Agreement are hereby incorporated into this Support Agreement
by reference.
17
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed by their duly authorized
representatives as set forth below.
Spillman Technologies, Inc.
Signature
Print Name:
Title:
Date:
QVP
11 -IG -0c
18
Appendix 1
Authorized Agency Technical Representative(s)
Contact Information
See Section 6 of the Support Agreement for a description of representative responsibilities and authorized
activities, including authorization for system changes and operation.
Name:
Work Phone:
CeII Phone:
Email:
19
Exhibit B
Purchased Products and Services
Module
System Core (Master Tables)
Price
$61,409
# of user
licenses
included
=1
in price
=
Price per
additional
user license
$0
Imaging
$18,896
=1_
0
=
GIS
$0
= = 1
_
=
0
Records Management System
_
$0
$37,789 _-
=
Traffic Information
$11,338 —_
= 1
$0
Pin Mapping
= -1
$0
A.1,3 -8 = _
Comparative Statistics (CompStat) =
_$40,600 =
$0
- 1
= 1
$0
Vehicle Impound
$51760
Sex Offender Tracking
133 ==
1
$0
Mobile Records v _
$1438
1
$0
Mobile State and National Qtidies = =----
` 14,438
1
$0
Mobile Automated_FieldRportng_
$18,896
1
$0
$5,670
1
$0
Driver License-Scan-Mpg - = -
Person ne"i-Managerlent =_
$11,338
1
$0
Equipment MaintenanTe
$9,448
1
$0
$5,670
1
$0
nventory Manag m— nt°
= Total Price for Required
Modules
$278,276
20
Check if
Existing
Interface
Interface
Price
# of Price per
licenses additional license
IBR Reporting Interface
$22,675
1
$0
► �
Spillman Touch (Smartphone and
Tablet Interface)
$18,896
1
$0
L
StateLink (WACIC /ACCESS Interface)
$22,675
1 =
$0
■
=4
Spillman Insight (External System
Queries Interface)
$11,338
1
�s4.
=4
XML Accidents and Citations
(SECTOR Interface)
$22,676
—'
= 1 =
=__
"$=
CopLogic Interface
$5,670=
-
LInX Data Warehouse Interface
$5,670 —
=1
$0
r
CI
= 1
$0
Tiburon CAD to Spillman RMS
;$16, 5-R -
Interface
= ,500
—_
1 Year
Annual Subscription
►=I
Spillman Analytics
CrimeMonitor Interface u.
1,960: —
1 Year
Annual Subscription
► =�
XML Law (FileOnQante ace)) .
$_L1,338
1
$0
■
$145,457
TMaI Price for = Required
Interfaces
Legacy System
JusticeRIMSincluding ref ted files
Price
Data Conversion
Description
Training Officer2b00 database
Data Conversion
Total Price for Required Interfaces
$47,650
Project Management
Total price for implementation project management $24,875
Total price for software and hardware installation $4,975
Total price for travel and per diem Included
Total Price for Implementation Services $29,850
21
Training Services
Total price for administrative training
Included
Total price for end user training
$59,700
Total price for Go -live assistance
Included
=.
Total travel and per diem estimate
Included
Total Price for Training Services
_Included
=-
Unit
Price
Quantity
Extended Price
Cisco Router
$950
1
$950
TotaFPxice for= Hardware
$950
Support
First -year support (12_mont 4 _=
Second-year su pp-ore--
Standard
Business Hours
$0
$46,608
24/7
Support
$247.50 /Hour
$247.50/Hour
*Second year support i 1estimal.-ed�for planning purposes and is not included in this purchase.
Prepaid Services
Annuartrseafednference
# of Units
2 Attendees
Price
$1,800
22
Inclusions
Total Software /Interfaces
Price
$423,733
Total Data Conversion
$47,650
Total Professional Services
$89,550
Total Hardware
= $950
Completion o f Ple--imTalemenTation Meeting
Total Support (first year included-
°_$0
$62,200.70
10
Prepad= Services
Insulation of ypi1Iiwan application software
— — $1,800
20
$124,401.40
Completi8r of-Project team training
= °_ $58,324
Total. Taxes
$124,401.40
= $622,007
Grand Total_
-
Total Paid
100
Paymen_t firms =_
Tukwila Police Department desires topreatdpayrnent out overheir 2016 and 2017 budget cycles.
Spillman's project manager will worMith Tukwila todentia mutually agreeable implementation
schedule, so that paymerl s_fall wan the=appropriate budget cycles.
- _
Payment Milestones
Payment %
20
I
Payment $
$124,401.40
Due upon contract-5ignirig . =
10
$62,200.70
Completion o f Ple--imTalemenTation Meeting
ApprovaF tJormal project implementation schedule
10
$62,200.70
10
$62,200.70
Insulation of ypi1Iiwan application software
20
$124,401.40
Completi8r of-Project team training
Completion of end user software training
20
$124,401.40
Completion of Go -live
10
$62,200.70
Total Paid
100
$622,007
23
CopLogic XML Law Interface
Technical Product Description
Description
This interface allows CopLogic to send law incident data to the Spillman Database. When a law incident
record in CopLogic is created or modified, CopLogic will generate an XML document containing the
information and send it over a socket connection to Spillman to add or modify the record on the Spillman
Law Incident table.
Requirements
General ==
This interface uses the DEx webapp. CopLogic pushes their data over to Spillman via a ock€
connection. DEx will be setup to accept incoming connections froi opLogrc. Th terfa-ee will
work on all Spillman- supported operating systems.
Hardware
No specific hardware requirements.
Software
CopLogic
Spillman 4.6 or higher.
Documentation
No documentation is available.=
Training =_
No training is availaWik
User Information
To create Spillman eeoords =.the inte fa e receives XML data from the third -party software and imports it
to the designated Spillman datafields. If fields in the third -party software are not mapped to the Spillman
softwar"e;__henlhe inform ion ifi_the third -party fields can be included in the Comments field in the
Spillman records_his is accomplished through the third -party software by including unmapped
information in the co i e s XML tag of the XML file.
SAA Information
The SAA will work with the Spillman Installation System Engineer to setup and configure this interface.
Maintenance Information
Annual maintenance is required.
25
Automated Export Utility (Linx Data Warehouse
Interface)
Technical Product Description
Description
The Automated Export Utility was developed to give agencies the ability to export data from their
database automatically and in a granular fashion. The export is highly definable by the SAA (Spillman
Applications Administrator) in terms of tables, fields and even data in those fields -to include or exclude
in the export. The SAA also determines the location on the Spillman server or SFTP server to which the
text files are exported. Once the files have been sent to the designated locationhey areMvailable for
pickup by a third party or other application utilizing the data.
The Automated Export Utility was developed specifically for data warehousing —BAs sueh,_it d€e -s=not just
send data from the last export; rather it exports all records in the tat &e -s domed in hwexpo t=
configuration and saves them in a specified directory, replacing h�o�les frothe laalexport. Therefore,
it only stores the newest files from the most current export. The= l=;xport_Utility inset to =a cron timer which
is configured to run the export however frequent is needed. —_
There are several data warehouse companies utilizing t 11 =Autom#ed Exp = Utility and a specific export
configuration has been saved for these specific comjnie I emaniis =of thosPcompanies or programs
are: RAIN, LINX, and CopLink. -- —_
Requirements
General
• A general understandinggf definited textiles an'd .tar files is helpful if an agency is going to
use the Export Utihlor g-..nerarirse. If t1RAIN, LINX, or CopLogic Interface(s) are
purchased, a Spill#En Installons "Fechni!an will install the Export Utility with the specific
configuration_£.or th=�urcicased pzograre.
To configuze =the Acrt-oma ed Export Utility, a text file is modified which stores all the settings
for the export: =There ,no u-Str. interface. An SAA must be comfortable modifying text files
w t r ae ppi priate=s tax to operate the Automated Export Utility
•_
_ SA certification isl ighly recommended. . A UNIX or Windows cron will need to be set up
wh°dh controls_vhen the Export Utility runs. This requires the training and a technical
undeffranding-W a certified SAA. If one of the before mentioned programs is purchased, the
Spillman IffsTallation Technician will set up the Cron.
H a rdwa.re
• Standard Spillman Hardware requirements apply. No new hardware is needed for the
Automated Export Utility to function.
• The Export Utility is supported on both a Windows and UNIX server.
Software
• Spillman Version 4.6 +.
Note: Photos can be exported in version 4.6 but is not available for version 6.1 +.
26
• Automated Export Utility must be purchased and installed on the Spillman Server.
Documentation
• Automated Export Utility Configuration Set Up - This document explains how to modify
the configuration file to manage what information is exported from the Spillman database.
Training
• No training is available for the Automated Export Utility.
SAA Information
Below is an overview of the granularity of the configuration file setting -the exp ^orti`=
1. Configuration File Location - The SAA has two options for staring the cozfl urItion file which tells
the Export Utility what data to dump out.
1.1. Text file on the file system - If this route is chosen, thene confi —gu--- ----ation file can never be saved
by an editor that doesn't preserve long lines. Fci xample_the Spillman Summit editor or
wemacs doesn't preserve long lines. — —_ �T
1.2. An apparam Entry - Create a new apparat_record. UM= descriptive and unique names for the
Name and Description. Then in the lue fiatl. ccopy anal-Taste a complete valid configuration
file. From that point on, the SW-Wan mi_ager_rnodithe export utility through apparam and
the Summit editor like other Spillman configratiatems.
Using the Summit edito o dify fre,lconfigritation can be done but because it doesn't preserve
long lines, the lines wrneed tobe_broken -on word boundaries and make sure that leading
whitespace is entered toj how ines=are continuing from one physical line to another. If the
Summit editor wore allo—ntering a Trading space on a line, then just hit "space" until the
spaces fromne.Treviblis ling-Till down onto the next line, pushing the words over so they
appear with Sittaairg=space.
2. Global Seffings
2.1._SboW ableNam @nHeaerLine - Show or not show table name.
2! LineEnd1gTransfoxmation - Allows the SAA to determine the characters used for new lines or
linefeeds. If the=pragram picking up the text file is using SQL or HTML or whatever other
zr_ogram tokuse the text files, the line breaks or linefeeds will already be in place.
2.3. De fau tl miter - Chose a default delimiter. If this parameter is set, a delimiter for each table
without a specified delimiter will use this delimiter.
2.4. VerboseLogging - Used for debugging purposes if more detail is needed the default logging
settings.
2.5. DontSendMail - Turns of emailing when Export Utility runs.
2.6. MailMessageReceivers - Lists the users who should receive email every time the export runs.
2.7. SetPriority - Sets the priority of processing the export. For one CPU systems or small CPU
systems, this allows the system to run the export when other higher priority processes are done
being processed.
27
2.8. ConfidentialityStartMarker - Allows SAA to exclude information from a Spillman text field.
2.9. ConfidentialityEndMarker - Allows SAA to exclude information from a Spillman text field.
2.10. ConfidentialityReplacementStatement - Allows SAA to put a statement in place of confidential
information redacted from section 2.8 and 2.9.
2.11. UseIndex - Allows to dump records out using an index value.
3. Table Set Up
3.1. Table - Chose table.
3.2. Fields - Chose fields.
3.3. Delimiter - Chose a delimiter
3.4. Export - Specify the directory path and name of file
3.5. SystemName - Name of the specific export. This allows ar -a'gency=uaing ii dfiple exports to
distinguish between them.
3.6. Debug - Causes the system to notify the mailreceiverssvhen an c -eept /reject. occurs.
3.7. Filtering - Set up rules using 'Regular Expressi '= to_inclwde or excl ale data from the export.
4. File Management & Transfer Settings
4.1. PostCommand - Additional text scrubbing_eouldiie dozer gzip commands to reduce the size of
the files.
4.2. DataFileSourcelnfo - Specifies which files tout ixto`-Wdata tar file.
4.3. DataTarFileName - Narne>the°tar file
4.4. ImageTarFileName -dame of tarl_e wheages will be stored. This is only a feature of
Spillman versionn6.
4.5. FileTransferGoinmarrd Command to execute a transfer of the files to another system, ex. SFTP.
The informal on_containain this document is proprietary to Spillman Technologies, Inc. of Salt Lake City, Utah. Any functionality or
service not explicitl ivered in this document is not implied. SUMMIT®and SPILLMAN ®are registered trademarks of Spillman
Technologies;VIc. All other brand or product names are trademarks or registered trademarks of their respective holders.
(c) 2007 Spillman Technologies, Inc. All rights reserved.
28
Tiburon CAD Interface
Technical Product Description
Description
The Tiburon CAD Interface imports Tiburon CAD records into the Spillman RMS via File Transfer
Protocol (FTP). File transfer can be initiated either from Tiburon or configured to retrieve the files from an
FTP /SFTP server. This is not a CAD 2 CAD interface.
Requirements
General
Tiburon CAD Interface will work with Windows, AIX, and Lima x--and oe-e set and
configured requires no special requirements.
Hardware
No specialized hardware is needed aside from the serverrd1T ng the-Spillman software and to
be using the Tiburon CAD software.
Software
• Spillman 6.2 and higher.
Documentation
• PMD from Accelerant is available.
Training
No training available.
User Information =
When the record is i or =fed fram Ti1:ron it will create a Law record in Spillman. Users can then go in
and make updates as needed=
Maintenance Infi_ormation
Any snort and maintenance services, updates, versions, or new releases shall be contracted under a
separa #e agreement betweeiAccelerant Group and Client. These services are limited to the following:
• UpdatesIftuiredo accommodate new data structures in the Tiburon or Spillman systems
29
Washington StateLink
Technical Product Description
StateLink Version: 1.0 and 2.0
Executable: wapi.jar (Jar) ** *More than on PI?
Protocol: TCP /IP, 3780 Bisync/Telamon
Operating System: AIX, Linux, Windows
Interface Standard: specific to Washington
Delivery Package: Installation Package available
NCIC 2000 Standard: Yes.
Displays Images in Returns: Photos
Voice: 1.0 - Yes, 2.0 - No
Highlight: 1.0 - Yes, 2.0 - No
Form Population: 1.0 - Yes, 2.0 - No
*For transactions available for Whitcom, see WASHINGTO1' jAHO.
* Note that StateLink 1.0 and 2.0 are installed as a full sqlation al is time ' Us will be the case until the
state is ready for Spillman to write an entire 2.0 Stat Lin
The Washington PI allows you to send transactiom from thus °pillmansoftware and from Mobile.
w
Washington transactions availabl from Mobile
y -tea
Washinctton = transactions available from the Spillman software
Transaction
type
State qu—er---ies available from Mobile
•
Boat Registration---_ 3ueries_ _
• S #glen Boat queries
•
Driver's Licerise_queries
(produces 1 to e ses)
°� Stolen Vehicle
queries
T
Free Form
•
Gun gTer-ies ==ate ? E
• Vehicle Registration queries
AM
•
stolen AYtiele quers-
• Wanted Person queries
YQ
y -tea
Washinctton = transactions available from the Spillman software
Transaction
type
Local queries available from Mobile
•
Boatt queries_
• Property queries
•
•
Vehicle queries
Name=queries
y -tea
Washinctton = transactions available from the Spillman software
Transaction
type
Screen
command
line access
Screen name
Message key(s) sent
Administrative
AM
Administrative Messages
AM
FREE
Free Form
FREE
SM
System Memo
AM
SMF
System Memo Format
FREE1
YQ
Hit Confirmation Request
YQ
30
Transaction
type
Screen
command
line access
Screen name
Message key(s) sent
YR
Hit Confirmation Response
YR
NDN
NIC's Denial
NDN
NDO
NIC's Denial Overturn
NDO
NICS
NIC's Immigration Alien Query
IAQ
NLN
NIC's Delayed Notification &
Proceed Notification
NLN, NPN
------..
SM
System Memo
Mc4- ---------
----,-----_..-__
SMA
System Memo
t-=-:
,- -,
SMF
System Memo Free Format
71–Locate Boat
'---_--FREET--a -=------- -_,.
--- =.--
Articles
CA
MBS
_
CM, CAS, CAR, CAP
Clear Article
EA
^.
, '-'=-
Enter Article
NNEAAN
-------%,
EAS MAR AP EASN,
LA
X13-=----------
LAT% LAA
Locate Article
XBS
MA
it
MAA, MAS, MAR, MAP
Modify Adtcle — 7------,
QA
Query Artibfk ----: '..
QA
Washington transactions available from the § illrnanoftwtte (continued
Transaction
type
Screen
command
line access
Screen name
Message key(s) sent
XA
,----.----7-,
XAA; XAP, XAR, XAS
nc–eleArtia-F--
Boats
CB -=--7--
---=- ,
Bo aT
CBS
-_!Clear
Triter Boat
EBS, EBS1, EBSA, EBSF,
EBSP
.,
t-=-:
,- -,
-1,----_--...
-,—
71–Locate Boat
LBS
MB -----.
V.
Modify Boat
MBS
. - .m
i--,,
Query Boat
B, BH, BQ BR
X13-=----------
Cancel Boat
XBS
Boat Safety,--,,,
it
Query by Boater Education Card
Number
BC
Education
BC
Query by Boater's Name and
DOB
BI '
CLIF
EC
Enter CLIF
EAL, EALS, EBL, EBLS,
EVL, EVLS
Criminal History
QH
Query History
QH, QWH
QI
Query State ID
QI
QR
Rap Sheet
QR
31
Transaction
type
Screen
command
line access
Screen name
Message key(s) sent
ESKA
Missing Persons
ESKA
Enter Sex/Kidnap Address
Change
Detainer
EDW
Enter Detainer
EDW
EDW
Cancel Detainer
XDW
Driver's License.
DQ
Query Driver's License
DW, QW, QWH, QWO,
W, DQ §hoto
DQCAD
Washington Sate Crime
Information Center (WACIC)
Driver License Inquiry from
CAD f-li---7-:, N.‘.
QWI-1, QR,V_N ,_..a QR, QH, D,
1:1Q:51\12 "-lc I), T-7=-7../.,QPQN
DQVh- oto.-
-7,---,
KQ
._.
---,----:-,
K, _
Query Driver's History
NMCAD
Query Driver's Licens'e.from -_-__
CAD ' ----6 -N-k
D, DW'
- ------,7-_-
Gangs
QN
-.•,--,.,
Query Gang
,--_-_
Guns
CG CG
/
CGS, CGM, CGF, CGP,
._ =.---
Clear Gun -;_-=,_
EG
-----.-
EGF, EGFP, EGS, EGSP,
EGM, EGMP, EGP, EGR
Entun.. — --w.
---------_
--
-A
LG ==.4:--,Lockun
‘;--2.
„-- -„_,-
LGF, LGS, LGM
MG '.=-7
--..-.
-0:-- -=,
MMify GiTn- -.'-.
,
.,.
MGF, MGS, MGM, MGP,
MGR
..
— ----------------
QG
- .-----
:_-_-Query Gun
QG, F
Cancel Gun
--,w•
XGF, XGP, XGM, XGR,
XGS
KKG------
-----.
Missing Persons
.--,-- -----
---_-' -
-OM ----'
--=---Clear Missing Person
CM
r---7----:-.7,-.
EM \-,__N --
Enter Missing Person
EMD, EMDC, EME,
EMEC, EMI, EMIC, EMJ,
EMJC, EMO, EMOC,
EMV, EMVC
---
-%N
Enter Supplemental Data
EMN, EN, XMN, XN,
XUN
LM
Locate Missing Person
LM
MM
Modify Missing Person
MM
Washington transactions available from the S illman software (continued
Transaction
type
Screen
command
line access
Screen name
Message key(s) sent
Missing Persons
QNP
Query Missing Person (Federal
CF, D, DQ FN, GV, K, P,
32
Transaction
type
Screen
command
line access
Screen name
Message key(s) sent
(continued)
& State Fire License can be
queried on)
QH, QN, QPO, QR, QWH,
W, QNP
QP
Query Missing Person
CF, D, DQ, FN, K, P, QH,
QN, QNP, QPO, QR,
QWH, W, DQ Photo
CP
Canadian Person Query
UQ WQ,
XM
Cancel Missing Person
XM, XMA
...
Protective Order
ER
Enter Protective Order
EiNVEPOC -- ...
MR
Modify Protective Order
%
MKIL--,
MI
Modify Person Interest
-
of
JP
XI
Cancel Person of Interest----
=
--=--,
--L,,-..‘
--.'
XIM .=
Person of Interest
El
Enter Person of IntereW-7----,
—
.-----..-
._ .--
k-.EIP, EIRG
--.
Restraining
Order/Protection
SR
Serve ProtectiorsOfcler
--..._
-.-..-
XR
XPO
Cancel ProteTt.. ion Order
----,
Securities
CS
—
Clear Security -------•--
---1,
,
CSM, CSSM
ES
...,:w -----------,—.
ESM, ESSM
EriterISZturity _, -..-
LS
Ltdt-ate SecLiil
LSM, LSSM
MS
--7-4Modif5.Securit3rA
MSM, MSSM
QS
Qrtu S ecar i tyl.
QS, S
XS ----
''-.
.,---Gancol;Secuhty
XSM, XSSM
Stolen Vehicles
------.----.-.--
CV --------
_
—7
...Clear Vehicle
------.
CVI, CVS, CVW
----
Catiadian Vehicle Query
-..--
XQ VQ
.
License Stolen
CLS
----- ----,---176LS
,,
-4Clear
— —
-7..•
m
___
Enter Vehicle
EVI, EVIP, EVR, EVS,
EVSA, EVSF, EVSP, EVW,
EVWA, EVWF, EVWP
.-f----
1
Enter Part
EPP, EPR, EPS, EPSP
EP-
1LV
Locate Vehicle
LVS, LVW
-.,—.:-
MV
Modify Vehicle
MVI, MVIP, MVR, MVS,
MVW
QV
Query Vehicle
QVC, RQ RV, QV
VHCAD
Query Vehicle License from
CAD
QL, RQ RV
XV
Cancel Vehicle
XVI, XVIP, XVR, XVS,
XVVV
33
Washington transactions available from the S illman software (continued
Transaction
type
Screen
command
line access
Screen name
Message key(s) sent
Stolen License
Plate
EL
Enter License Stolen
ELS, ELSA, ELSF, ELSP,
MLSA, MLSF, MLSP, LLS,
LLSA, LLSF, LLSP, LLSF,
CLS, CItS_A, CLSF, CLSP,
XLS, XL-§-74,---XLSF, XLSP
LLS
Locate License Stolen
ML
Modify License Stolen
--...
XLS
Cancel License Stolen
- -----=
_ ( LS ,
Abandon/Sold
Vehicle
AV
Query Abandon or SoldAncle
- - ..----
-•-•--.-.-
AV.&-,AfIla
----.... 7.---
—
Vehicle
Registration
RQ
Query Vehicle Registratom
---_-_.--
v_y, ROW
_
RQCAD
CAD VehiclekRegigtratifin,.—=--
-c-A--, ------_t--
QW--QVC, RQ RV
,
--=--
Inquiry
—
Warrants
CW
.---.-__ , -.----- ----.. =
Clear Wart ---- —
CTF, CWF, CWJ, CWW
EW
...
—. •-•&77
.-‘,--
-
—
E " t na-er= 'artan = '.
---- --
EWF, EWFC, ETF, ETFC,
EWW, EWWC, EWJ,
EWJC, EN, ENS, ENW,
EDW
•,_ ..
.-----.- ... ---_-_
— .
''‘,3-...,
LW -------7-----:'
LTF, LWF, LWJ, LWW
Loare-Wai—far7t-
-.::..--
arrant
MTF, MWF, MWJ, MWW
MW
ery Warrant
DW, QW, QWH, QWO, W
..-..
Cancel Warrant
XTF, XWF, XWJ, XWW
_XW-7=--.=------.---
State Index W
-m.
Display ,
N.
p . ..... .
WI
Query Index
QDP
DP -.---.== .c‘7.1:-.7;
Enter Index
EDP
----- ------
'a
-..
...,_,
.-----
DP J
-----.-_
Modify Index
MDP
DP'
Query Supplemental Index
SDP
-
_i_DP
Cancel Index
XDP
State Index
Display
.
System Message
Sm430
System Message 430
AM
34
XML Law Interface
Technical Product Description
Description
Part of Spillman's XML Interface System includes the Law Incident Interface. The Law Incident Interface
allows agencies to easily populate information from third -party software applications into the Spillman
database. The interface allows information from third -party software to send law incident data to the
Spillman Database. Upon completing the information in the third -party software, the interface will
generate an XML document containing the information, and import the data into the Spillman database.
When a law incident record is created or modified in the third -party software, the inter=-face will add or
modify a record in the Spillman Database.
There are two methods for the third -party software to transfer the XML_data to fie Spillman Se r.
1. XML file drop from third -party software
a. The correctly formatted XML file is placed in aadld
• The Spillman server must have acces = o read and_delete His from the directory.
b. A script launched by a cron job loads th eduto tte Spil1ni!&? ML Import Interface.
c. No success /fail message is sent; in--stead the arllowingwcrurs:
• Successfully sent files areelete-_cfrome folder.
• Unsuccessfullyysent filesrre leffin the folder.
2. Socket Connection from third pary_software=
a. The third- party_saftware_xna1 _=a socket connection to the Spillman Interface.
• The A tJor the esoc et counwction is available upon request.
b. The third -pa y seri-T the correctly formatted XML file across the socket connection.
c. The Sp_ l anintaface e�-__.lies with a success /fail message as well as the unique key of the
ecords f11at were = added or updated.
The melh-od ofransfer is dttermfned by the third -party vendor and the agency and then the method
which vas chosen°is commmicated to Spillman so that the installation of the interface can be configured.
Note: The t..fileffitrmat for the interface is available upon request.
Requirements
General
• General requirements for using the third -party software and interface apply.
• General requirements for Spillman software apply.
• Supported server OS platforms: UNIX, Linux, or Windows
35
Hardware
• Hardware requirements for using the third -party software and interface apply.
• Hardware requirements for Spillman software apply.
Software
• Software requirements for using the third -party software and interface apply.
• Software requirements for Spillman software apply.
• Either transfer method:
- Socket connection between the third -party software and the Spllmax=serve1
- XML file drop in a folder that the Spillman serverltas accesa_to.
Documentation
• There is an XML Interface System Support Packageayailable_to third parties for development
purposes. This is available through the custo:er's Spillman Aceaunt Manager.
Training
• No training available
User Information
To create Spillman records, the interface rec i es XML---�c--. ata from the third -party software and imports it
to the designated Spillman dataOlds. Iffleldslifitthe I tld -party software are not mapped to the Spillman
software, the information m t1 hird- party fields ca�=6e included in the Comments field in the Spillman
record. This is accomplished =through= e third=party software by including unmapped information in the
comments XML tag of_the XNII. file.
Creatir ►ggec_ordstrorma_ccident or citation /warning data
When thenterface raceivesdata transfer for an accident or citation /warning from the third -party
sovare, it= searches the_appropriate Accident Number, Citation Number or Warning Number field
it �n e databa77Oor mating numbers. If the interface finds a matching number, it updates the
existing record w= iae information from the third -party XML record. If a matching number does not
exis Inew reear_d is created in the appropriate table using the logic as follows:
36
No record created
Log error
Law Incident Interfa
Blank
Match
Use
matching
record
• Use record" indicates that records are updated
as per "Trust the Forms" settings (on /off)
No match,
proper Temp ID,
bad value, or
bad Temp ID
format
proper Temp ID
•
New record
using
Spillman synxtids
generated value
No match,
bad value, or
bad templD - ►
format 4
New record
using value
provided
It then searches the appropriate Spillman Name or Vehcle#a_ble fosmatching data using the Spillman
duplicate searching logic as follows: • —
No record created
Log error
Vehicle
Record
•
Blank
•
a
No match,
proper tempIDO
— bad value, or
— bad templDQ_
format
Match'_
Not
blank_
No match
or blank
Use first
matching record,
4—Match
Return all
matches
No record created
Log error
Blank
Match
-No match
Not blank
37
Match
•
to-
— Blank —►
No record created
Log error
Blank
Use original
de -dup rule
First or last blank,
both blank,
ompar
Names - last,
first, & middle
initial
No exact match
No match,
proper templDO,
— bad value, or
bad templDO
format
Original
de -dup rule is
New record"
Try Phase II
de -dup
last &
first match,
middle initial
not a mismatch
Valid
DOB or
phone
Use first
matching record,
Return all
matches
No match
or blank
No match
or blank
4 —Match
Blank
Original
de -dup rule is
No record created
Log error"
Try Phase II
de -dup
—No match
Match
Blan
NNot blank
—.•
Not blank!.
Original
de-dup rule is
"New record"
Try Phase II
de -dup
Blank
Match
Match :—+
Use first
matching record,
Retum all
matches
4--"W--Match
Mismatch
or blank
New Record
t l
New record
Valid zip
Both sets
blank
dty and state
not blank
Log
error
Valid
1 -DOB or
phone
No record created
Log error
Log error=
street
not blank
Both
blank
Blank
The interface then links the law incident to the new or existing Spillman Name or Vehicle record.
The "Trust the Form" option is what tells the interface what data to keep as the information of record.
If there is data in the Spillman field and the third -party data does not match, this option determines
which data is stored in the field and which data is recorded in the comments field.
1. "Trust the Form" option OFF:
a. If a Spillman field contains data, and the XML file contains different data,
i. The data from the corresponding third -party field will be documented in the
comments field.
38
ii. If a Spillman field is blank, the interface enters the data from the
corresponding third -party field into the blank Spillman field.
2. "Trust the Form" option ON:
a. If a Spillman field contains data and the XML file contains different data.
i. The data from the Spillman field will be moved to the comments field.
ii. The data from the corresponding third -party field wilLreplace the existing
data in the Spillman field. =_
b. If a Spillman field is blank the interface enters the data f tm the coin s-ponding third -
party field into the blank Spillman field. - —
Note: Name records nmhistory and Vehicle records vhmh s-t .e upda ed.witathe appropriate
information
If the software finds more than one matching record"_the sof_v_are assumes that the first record is the
primary record and that any other records are duplieatrshei kluplica _ re found, the software
updates the first matching record it finds and ekes ei e y_containing the list of potential
matching records. If the third -party is connected using a soket connection, the list of potential
matching Name records is also sent with the success -Ail message.
SAA Information = �_
Setting up the third- partyi=nteffcce
Before you can use Spillman'sfaw incidents- _Inter£-ace,�ou must:
• Have a server to the Spit m`an soft ware
• Have the thitarty sware nstalled.
• Determine_if the-Morm' option will be on or off.
• File Hop methyl:
=Set up a drYctory in which the third -party software can deposit the XML data.
The=Spillman server must have read and delete access to the files.
The agency is responsible for network connectivity between the Spillman server
and the third -party computer.
■ The agency is responsible for the transfer of the file to the directory whether by
FTP, direct access writes, etc.
- A cron or a scheduled task that runs the data transfer script.
• Spillman Technologies recommends that you set up a cron or scheduled task entry
that runs the data transfer scripts on a regular basis, such as once a day,
depending on your agency's needs.
• Socket connection method:
- Determine the socket connection port to utilize (default 9999).
39
• The agency is responsible for providing network security for that port.
■ The agency is responsible for network connectivity between the Spillman server
and the third -party computer.
The third -party must be able to make a valid socket connection and send the XML data
correctly formatted to one of the Spillman XML Import Interfaces.
The Spillman Installation or the Spillman Support department set up the XML server for the interface
using the port and "Trust the Form" option setting selected above.
Maintaining the third -party Interface
After the interface transfers the data from the third -party software to the SpilliW_an software user=or
SAA should perform the following tasks:
• Validate the data transferred to the Spillman tables, and_ati .: any a adaitioniKnformation that is
necessary.
• Review the log file. The log file provides information oche stats_of the dada transfer. If you find
any errors, contact Spillman Customer Suppor raelp with correc wig them.
You can set up the software to send an ernairmessa °gto nfi sers when errors occur. Use the
MAILADM environment variable to determine who isotified about errors.
• Delete or back up the log file afterAmak cor-r ctions. If ybi do not delete or back up the log file,
it becomes increasingly large.
The Spillman Installation departmen erfoims the initial setup and installation of Spillman's Field -based
Reporting Interfaces. However ou mi-Altneetito sta nd stop the interface for maintenance and
troubleshooting. Use dstart andrddstop or th _aemola 1 Ianager screens (sydaemon and sydgmg) to start and
stop the interface. _ — T
Setting the mmt-Alam enviran1nent variable
The MAILADM-- environmen ax able determines who receives email notification of errors that occur
when infmation _transferredlrom the third -party interface to the Spillman software. When setting
the MAILDM envirdnme_variable, use commas to separate the email addresses.
Sting up tti_e interface on the Spillman server
Fold °ow the directions given in the Tomcat Application Manager Support Package to ensure the
appropriate WA!Z files are deployed for the Law Incident Interface.
Implementation Task List
1. Install or be upgraded to Summit 4.6 or greater.
2. Deploy WAR files for Law Incident Interface. Call Spillman Support for assistance if assistance is
needed.
3. Third party develops interface and tests with Spillman's test server. Specifications for the test
server are available in the Support Package for third parties.
40
4. Upon test completion, interface is deployed live at Spillman site for go live and any additional
testing.
Maintenance Information
The XML Interface System has little maintenance. The deployment and starting and stopping of the
specific interfaces within the Interface System are handled at the file layer. The XML Interface does not
need to be started and stopped if an error occurs. The specified WAR file for the Law Incident Interface
will just need to be stopped and restarted, in some cases redeployed, if an error occurs. If there are
additional problems, Spillman Support will need to be contacted for assistance.
•
The information contained in this document is proprietary to Spillman Technologies, Inc. of Sa1t I keCity, U ta#;% 1ny functionality
or service not explicitly covered in this document is not implied. SUMIvIIT® and SPILLMAN®are egistexed trademErks.df -pillman
Technologies, Inc. All other brand or product names are trademarks or registered trademarks # their pective�t ders.
(c) 2008 Spillman Technologies, Inc. AlJJights reserved.
41
XML Accidents and Citations (SECTOR Interface)
Technical Product Description
Description
Spillman's Accidents and Citations Interfaces allow agencies to easily populate information from third -
party software applications into the Spillman database. Officers working in the field can use third -party
software to record accident and /or citation data. Upon completing the information in the third party
software, the interface will generate an XML document containing the informationand import the data
into the Spillman database. —_
Each time a user creates an accident or citation /warning record in the third- party_softwarthe interfaces
can be configured to create the following in the Spillman software:
• Accident Forms Interface
- A new or updated Accident record
- New Name records with system involvemeri #s;_or systems= involvements between the
Accident record and existing Name records
- New Vehicle records with system involvemen s or-system involvements between the
Accident record and existing Velli le recorl
• E- Citations Interface
- A new or updated Citations oraaingcord
- A new Name record- with ystem inv_olvern nt, or a system involvement between the
Citation or Warnitag record ar-i an exiting Name record
- A new Vehicl' ecord with= a_systeolvement, or a system involvement between the
Citation or !yarn Wg e—ard ar titan existing Vehicle record
There are two me thods £o rTh , party oftware to transfer the XML data to the Spillman Server.
3. XMLffide drop om hird paTfysoftware
- a= The corre�jy formatted XML file is placed in a folder.
• T1 e Spillman server must have access to read and delete files from the directory.
b. A scripf=Faunched by a cron job loads the file into the Spillman XML Import Interface.
- Nouccess /fail message is sent; instead the following occurs:
• Successfully sent files are deleted from the folder.
• Unsuccessfully sent files are left in the folder.
4. Socket Connection from third -party software
a. The third -party software makes a socket connection to the Spillman Interface.
• The API for the socket connection is available upon request.
b. The third -party sends the correctly formatted XML file across the socket connection
42
c. The Spillman Interface replies with a success /fail message as well as the unique key of the
records that were added or updated.
The method of transfer is determined by the third -party vendor and the agency and then the method
which was chosen is communicated to Spillman so that the installation of the interface can be configured.
Note: The XML file format for each interface (Accident Forms or E- Citations) is available upon request.
Requirements
General
• General requirements for using the third -party software and interface apply
• General requirements for Spillman software apply.
• Supported server OS platforms: UNIX, Linux, or windows
Hardware = —
• Hardware requirements for using the thirdarty softwv_are and=1llterface apply.
• Hardware requirements for Spillman_s -ware apply.H
Software
• Software requirements for us rg ti fOt— hir arty software and interface apply.
• Software requirements for- _Spilllan software apply.
• Either transfer method:
- Socket cone ttion fS een the`fT rd -party software and the SPILLMAN server
- XML eke -c in a folderhat the Spillman server has access to
Documentation
• T!ere is an) L Iritexface System Support Package available to third parties for development
pur=Roses. Thi Iis available through the Customer Spillman Account Manager.
Training
+ =_No train g available
User Information
To create Spillman records, the interface receives XML data from the third -party software and imports it
to the designated Spillman data fields. If fields in the third -party software are not mapped to the Spillman
software, the information in the third -party fields can be included in the Comments field in the Spillman
record. This is accomplished through the third -party software by including unmapped information in
the comments XML tag of the XML file.
Creating records from accident or citation /warning data
When the interface receives a data transfer for an accident or citation /warning from the third -party
software, it searches the appropriate Accident Number, Citation Number or Warning Number field
43
—Blank—*
in the database for matching numbers. If the interface finds a matching number, it updates the
existing record with the information from the third -party XML record. If a matching number does
not exist, a new record is created in the appropriate table using the logic as follows:
No record created
Log error
Warning /Accident
or Citation
4
Blank
Match
Use
matching
record
"Use record" indicates that records are updated
as per "Trust the Forms" settings (on /off)
No match,
proper Temp ID,
— bad value, or
bad Temp ID
format
proper Temp IDT
• -
New record
using
Spillman synxtids
generated value
No match,
bad value, or, '7
bad templD �►
format
•
•
New record
using value
provided
It then searches the appropriateAS_pillm`an Name o1 elu leaable for matching data using the Spillman
duplicate searching logic as1 ows =,
No record created
Log error
New record
Vehicle— — Q
Record- No match,
proper templDQ,
bad value, or
bad templDO
Lformat
Match
•
Use first
► matching record, 4— Match-
Return all
matches
No match
or blank
Blank
No record created
Log error
—No match*
Blank
Match
Not blank
44
No record created
Log error
Blank
No match,
proper templD(),
— bad value, or
bad templD()
format
Match
Use original
de -dup rule
1
First or last blank,
both blank,
ompar
Names - last,
first, & middle
initial
Original
de -dup rule is
New record"
Try Phase II
de -dup
— Blank —►
Original
de -dup rule is
No record created
Log error"
Try Phase II
de-duo
Blank
No match
or blank
last &
first match,
middle initial
not a mismatch
Match
•
Use first
matching record,
Retum all
matches
No match
or blank
Original
de -dup rule is
"New record"
Try Phase II
de -dup
Mismatch
or blank
Use first
matching record,
Retum all
matches
New Record
Valid _
DOB or — —
phone
Both sets
blank
city and state
not blank
No record created
Log error
oianR ary
4—Blank ,, —Blank
Log
error
Valid
-DOB or
phone
street
not blank
Both
blank
• Blank
The interface then links the Accident, Citation, or Warning to the new or existing Spillman Name or
Vehicle record.
The "Trust the Form" option is what tells the interface what data to keep as the information of record.
If there is data in the Spillman field and the third -party data does not match, this option determines
which data is stored in the field and which data is recorded in the comments field.
3. Trust the form option OFF:
a. If a Spillman field contains data, and the XML file contains different data,
45
i. The data from the corresponding third -party field will be documented in the
comments field
ii. If a Spillman field is blank, the interface enters the data from the
corresponding third -party field into the blank Spillman field
4. Trust the form option ON:
a. If a Spillman field contains data and the XML file contains different data
i. The data from the Spillman field will be moved to the c r<nments field.
ii. The data from the corresponding third -party fiel &=will replaz-e.the existing
data in the Spillman field.
b. If a Spillman field is blank the interface enters the: dafa_from he corres_on fing third -
party field into the blank Spillman field. —
Note: Name records nmhistory and Vehicle records vhm -hst are up? ted with the appropriate
information
If the software finds more than one matchingecord, th- softwaresumes that the first record is the
primary record and that any other records ar duplicates. en du-plicates are found, the software
updates the first matching record it finds_and m kei-_, log entracontaining the list of potential
matching records. If the third - party connected using a soc=ket connection, the list of potential
matching Name records is also sent wih the sucess /faI ---message.
SAA Information
Setting up the third -perry Interface
Before you can use Sp 14iii n Aecidenf nd Citations Interfaces, you must:
• Have_a erver_to fan _the Spillman software.
• Hav Ibhe third -pity szftware installed.
• = Determ e if the "Vast the Form" option will be on or off.
• File drop m th d
Set =tap a directory in which the third -party software can deposit the XML data.
• The Spillman server must have read and delete access to the files
■ The agency is responsible for network connectivity between the Spillman server
and the third party computer
■ The agency is responsible for the transfer of the file to the directory whether by
FTP, direct access writes, etc.
- A cron or scheduled task that runs the data transfer script
46
Spillman Technologies recommends that you set up a cron or scheduled task that
runs the data transfer scripts on a regular basis, such as once a day, depending
on your agency's needs
• Socket connection method:
- Determine the socket connection port to utilize (default 9999)
• The agency is responsible for providing network security for that port
• The agency is responsible for network connectivity between the Spillman server
and the third -party computer
- The third -party must be able to make a valid socket connection and seW&the XML data
correctly formatted to one of the Spillman XML Import Interfaces=
The Spillman Installation or the Spillman Support department set i-.-LW_ the XM .,serv`al for the-interface
using the port and "Trust the Form" option setting selected ab6v .
Maintaining the third -party Interface—
After the interface transfers the data from the third _flarty softw fto the Spillman software, a user or
SAA should perform the following tasks:
• Validate the data transferred to the S.pJllmaliles, and aid any additional information that is
necessary.
• Review the log file. The log file provides infamationr,on the status of the data transfer. If you find
any errors, contact Spillman C=tomaSupporfor help with correcting them.
You can set up the software to sen aan email 'essage to notify users when errors occur. Use the
MAILADM enviro'nmen kariab e toTterni ne who is notified about errors.
• Delete or backup the og_fileffer making corrections. If you do not delete or back up the log file,
it becomes incxvascgLylar e.
The Spillman Mallalion Y artm�ri erforms the initial setup and installation of Spillman's Field -based
Reporting Interfaces. Iweverou might need to start and stop the interface for maintenance and
troubles-hootirg_Use dstart=and drop or the Daemon Manager screens (sydaemon and sydgmg) to start and
stop the interface_
Setting the MAILADM environment variable
The MAAD environment variable determines who receives email notification of errors that occur
when information is transferred from the third -party interface to the Spillman software. When setting
the MAILADM environment variable, use commas to separate the email addresses.
Setting up the interface on the Spillman server
Follow the directions given in the Tomcat Application Manager to ensure the appropriate WAR files
are deployed for the Accidents and Citations Interfaces.
47
Implementation Task List
1. Install or be upgraded to Summit 4.6 or greater.
2. Deploy WAR files for Accidents and Citations. Call Spillman Support for assistance if assistance
is needed.
3. Third party develops interface and tests with Spillman's test server. Specifications for the test
server are available in the Support Package for third parties.
4. Upon test completion, interface is deployed live at Spillman site for go live and any additional
testing. —
Maintenance Information
The XML Interface System has little maintenance. The deployment and starting ar�td .atoppitg of the
specific interfaces within the Interface System are handled at the ff1 =layer. "The XMLPInterface does not
need to be started and stopped if an error occurs. The specified=WARi1e for Accidents or Citations will
just need to be stopped and restarted, in some cases redeployed. If thereare add fi u l problems,
Spillman Support will need to be contacted for assistance._ —�
The information contained in this document is propr et il)Spillman Technologies nc. of Salt Lake City, Utah. Any functionality
or service not explicitly covered in this documentismot implla=_SUMIYFTI'® andPILLMAN® are registered trademarks of Spillman
Technologies, Inc. All other brand or product names are traaernarks megistered trademarks of their respective holders.
(c) 200$=1 pillmanfech1n_ologies, Inc. All rights reserved.
48
Exhibit D
Data Conversion - Scope of Work
49
Spillman Technologies
Tukwila Pb — Statement of Work
WHITE BOX
TECHNOLOGIES, I N C
Project Name: Tukwila PD Data Conversion date:
10/26/2015
This Statement of Work sets forth the roles and responsibilities, assumptions, scope, constraints (with an estimated
schedule TBD) that will govern the project detailed below. The content of this document is intended to provide
framework for the project processes to ensure mutual understanding, clear expectations and successful results.
Spillman:
White Box:
Tukwila PD :
Primary Points of contact:
Nikki Huff,
@spillman.com
801.386.5013 Ext. 5012, nikki.huff @whiteboxt.com
PERIOD OF PERFORMANCE: 10/25/15- 12/31/16
PROJECT SUMMARY: Full conversion of legacy RMS and Training Databases (Custom Micro), (Sierra
Pacific Software), for use in Spillman. According to the availability and completeness of the source data
and available Spillman target modules, all of the fields and tables within the various functional areas will
be populated to the fullest extent possible as outlined below.
Roles and responsibilities:
Spillman
• Implementation Manager
o Work to facilitate sign off of Table Mapping Document, adherence to schedule, and issue resolution
o Inform White Box of issues impacting conversion
o Load converted data into target database for customer testing and delivery
o Report conversion issues to White Box in a timely manner following a delivery, including necessary
details to research and resolve
• Application & Database Subject Matter Expert
o Cooperate with White Box to provide prompt assistance answering technical questions
o Review and sign off on Table Mapping Document
Tukwila
• Legacy System Subject Matter Expert and IT Support
o Work with White Box to retrieve data and layout information from legacy system in a usable format
o Inform White Box of issues impacting conversion
o Ensure prompt and accurate delivery of source data for mock and final data extraction
o Promptly answer technical and /or business operation questions
o Review, provide feedback and approve Table Mapping Document and mock conversion per schedule
o White Box will provide an online code mapper utility for Tukwila's use to provide, generate and
validate code maps for use in the conversion
White Box
• Project Manager
o Manage project scope, schedule, and performance
o Coordinate conversion activities with Spillman
o Work with Spillman to resolve issues
• Analyst
o Work with Spillman and Tukwila to develop the conversion rules and resolve issues identified during
mock(s) and final conversion
• Engineer
o Retrieve and prepare source data and setup other applicable systems
o Build, test, run conversion and deliver converted data
This document contains confidential and proprietary information of White Box Inc.
Do not copy or disclose without prior written permission of White Box executive management
Page 50 of 61 Effective as
of 10/25/2015
Spillman Technologies
Tukwila PD — Statement of Work
WHITE BOX
TECHNOLOGIES, I N C
Assumptions and Constraints:
• This project includes three mock conversions and a final conversion for one go live, consisting of the source
data provided to White Box Technologies. Data must be in either a CSV, flat files with table header layouts or
in a portable (e.g. SQL) format
• Spillman will provide the code tables populated with Tukwila data in a timely manner to support the data
mapping and conversion
• Images and /or file attachments are included with this conversion
• A project schedule will be developed and mutually agreed to during the initiation of this project. Any
delay in the delivery of milestones or related sub -steps to the schedule, which is the responsibility
of Spillman or Tukwila, can result in a day- for -day delay in subsequent milestones that White Box is
responsible for. If delays cause the project to extend beyond the Period of Performance, a
postponement fee of 10% of the work order price for reallocation may be charged. (The period of
performance begins from the inception of the project to 30 days after the scheduled go live).
• Following a White Box deliverable, unless otherwise specified Spillman or Tukwila has 10 business days to
report any issues. If White Box receives no response within that time, the deliverable will be considered
accepted as delivered and if tied to a billable milestone, deliverable will be invoiced. Issues reported after that
period of time will be resolved on a case by case basis and may or may not be subject to additional charges
and / or a change request.
• White Box will not be responsible for de- duplication of legacy data with in- service data, although the Spillman
name merge utility will be applied to the conversion, 100% success rate of duplicate records is not
guaranteed
• Any addresses that are part of the data conversion will not be geo verified for Spillman use
• Code, configuration and maintenance tables will not be populated in the target system by White Box. White
Box will not be responsible for deleting any existing data in the configuration database.
• Work performed under this SOW is under warranty by White Box for thirty (30) days following delivery of the
final conversion. Errors or omissions in converted data that result from application, database, or source data
changes by Spillman or Tukwila following acceptance of the Table Mapping document and /or mock
conversion are not included in this SOW.
Estimated Kev Droiect milestones:
Estimated Date
Milestone
Responsibility
Deliver Source data and code tables to White Box.
Establish deliverable timelines
Spillman /Tukwila/
White box
Deliver Table Mapping Document
White Box
Sign off on Table Mapping Document and code mapping
(within 10 days of TMD delivery)
Spillman / Tukwila
Deliver first mock converted data and Exception Report(s)
White Box
Cut off for providing feedback on mock conversion (within 10
days of Mock delivery)
Spillman
Deliver second mock converted data and Exception
Report(s)
White Box
Cut off for providing feedback on mock conversion (within 10
days of Mock delivery)
Spillman /Tukwila
Deliver third mock converted data and Exception Report(s)
White Box
Cut off for providing feedback on mock conversion (within 10
days of Mock delivery)
Spillman /Tukwila
Deliver source data for go live
Spillman /Tukwila
Deliver final converted data and Exception Report(s)
White Box
Cut off to sign and return project acceptance form or
report issues
Spillman
Cut off for reporting post conversion issues (30 day Warranty
period )
Spillman
This document contains confidential and proprietary information of White Box Inc.
Do not copy or disclose without prior written permission of White Box executive management
Page 51 of 61
of 10/25/2015
Effective as
Spillman Technologies
Tukwila PD — Statement of Work
WHITE BOX
TECHNOLOGIES, I N C
Source System(s):
• Source system(s): Custom Micro (RMS), Sierra Pacific Software (Training)
• Number of Source Tables needing Analysis and Conversion: No more than 35 source data tables from both
systems. If more than 35 source data tables, scope may result in a change request for both time and cost.
• Source data delivered to White Box Technologies: Not received, sample only. Scope will need to be
verified once complete source data is received.
• Target Modules in scope: Spillman RMS
• Modules out of scope: Any not listed above including CAD and JMS
In Scope Service:
The following table outlines the services that are considered within the scope of this SOW.
This document contains confidential and proprietary information of White Box Inc.
Do not copy or disclose without prior written permission of White Box executive management
1
of 10/25/2015
Page 52 of 61 Effective as
Baseline Services
Service
Definition
Data Conversion
Changing digital data from one format to another so it can be used in another software
application. The scope of this SOW includes three mock conversions and a final
conversion.
Data Standardization
Converting accepted (not misspellings) data values that represent the same information
into a single unified, recognized, and accepted structure as required by the target system.
Base Data Cleansing
Removing or defaulting data in a database that is inaccurate, incomplete, or improperly
formatted, so it will load into the target database and not cause the application to crash.
Data Defaulting
Based on predefined business rules, assigning a specific value to a field in the target
database that is different than the corresponding value in the source database.
Data Exception
Report(s)
Reports that provide qualitative analysis of the source data and identify missing, incorrect,
or incorrectly formatted data elements required by the target database or application.
(Note: If the source data problems are not corrected or defaulted, the target application will
be inaccurate or may crash or will have limited reliability.)
Release Notes
Report developed at the time of conversion data delivery that outlines mapping document
version, the source and target database and application version, the tables and modules
populated, and any known issues.
Duplicate Names
Reports
Reports to indicate the exactly matched name records and the potential name record
matches, per the criteria provided by Spillman to determine duplicate entities.
Data Alteration Report
Report to indicate records that have been truncated in order to insert into the database.
The records are logged with the table, field, and primary key of the target record so that
the full original value is not lost.
Image Conversion
Converting digital images that were used in one application, for use in another software
application. May also require changing the format of the images so that they function in
the new application
This document contains confidential and proprietary information of White Box Inc.
Do not copy or disclose without prior written permission of White Box executive management
1
of 10/25/2015
Page 52 of 61 Effective as
't ..#,, • ,.t (■J •f/ ,
TUKWILA PD — STATEMENT OF WORK
a rJ
1 1 ,
1#1
le #
The following table outlines the services that are considered outside the scope of this SOW. Spillman/Tukwila is
requested to submit a Change Request in order to include any of these optional services within the scope of this
SOW. Note that additional services may result in added cost and /or schedule delay.
Spillma
(Aut,ed Signature)
Name:
Joe Lunt
Title:
VP, Sales
Date:
Oct. 25, 2015
Tu "la PD, CI'i1 of /t�kcc.)t.lc:�
orized S
me:
Title:
Ma yvy-
Date:
t'ir i}
White Box
(Authorized Signature)
Name: Derek Smith
Title: President
Date: Oct 25, 2015
This document contains confidential and proprietary information of White Box Inc.
Do not copy or disclose without prior written permission of White Box executive management
Page 4 of 4 Effective as of 10125/2015
Optional Services —.
Service
Definition
Additional
Conversions /Go Lives
Re -run of the conversion process above and beyond those agreed to be within scope.
Address Validation
Validates and standardizes address against USPS database
Custom Reports '
Reports to indicate data that meets a certain criteria provided by Spillman / Cowley
' Additional 3rd party
Validation
Review and correction of legacy data through use of third party commercially available
reference applications to provide assurance that data is adequate for its intended use __
Enhanced Data
Cleansing
Amending, correcting, removing, or defaulting inaccurate, incomplete, duplicated, or
improperly formatted source data beyond that which is required to load the data properly in
the target aeplication
Data Augmentation
Adding new or derived data necessary or desired in the target system but not available in
the source. (Also called data enrichment). This includes changing the intent of the source
data
Financial Data
Conversion
Any data that has financial components (fees, obligations, payments. interest etc). that
needs to be calculated, converted and populated into the target application.
Spillma
(Aut,ed Signature)
Name:
Joe Lunt
Title:
VP, Sales
Date:
Oct. 25, 2015
Tu "la PD, CI'i1 of /t�kcc.)t.lc:�
orized S
me:
Title:
Ma yvy-
Date:
t'ir i}
White Box
(Authorized Signature)
Name: Derek Smith
Title: President
Date: Oct 25, 2015
This document contains confidential and proprietary information of White Box Inc.
Do not copy or disclose without prior written permission of White Box executive management
Page 4 of 4 Effective as of 10125/2015
Exhibit E
BAIR Analytics - Data Usage Agreement
ATACRAIDS and RAIDS ONLINE (WWW.RAIDSONLINE.COM)
This Data Usage Agreement (the "Agreement') is made this day of , 20J between BAIR
Analytics Inc., 640 Plaza Drive, Suite 340, Highlands Ranch, Colorado 80129 ( "BAIR ") and
( "Customer ").
RECITALS
WHEREAS, BAIR has developed certain websites (the "Sites," as further defined b;pw) that supplies
information to the public and /or law enforcement agencies about the location and nafi e of certain
alleged crimes; and
WHEREAS, Customer is (or includes) a law enforcement agency that will supp11daa d otII
information (the "Data ") about the location and nature of certain all edzrlmes -t61BA or-uuse on
BAIR's Site; and
WHEREAS, certain BAIR software has been distributed to Gastomer b Spillmai ecinologies, Inc.
( "Spillman "), which will facilitate Customer's use of the Sites; and
WHEREAS, the parties desire through the sharing of the Dafa_by fhe`Custometand the use of the Data
by the BAIR to facilitate the sharing of crime dataJ_o = the b enefrt a he - general public and /or law
enforcement;
NOW, THEREFORE, for good and valuabinansiderataon, the sufficiency of which is hereby
acknowledged by the parties, IT IS THEI EFOREAGRER=DAS_EOLLOWS:
AGREEMENT
1. DATA Customer agrees that :Ay Dafa it p oyides tMAIR may be displayed on BAIR's Site consistent
with the terms of this Agreem and the urrerita_erff of Use (the "Terms of Use ") as posted on
raidsonline.com and /or atacraids,e m t e "Sites "),the most recent version of which Terms of Use is
attached hereto as Exhibit A=and incorporated herein by reference. BAIR may modify and update the
Terms of Use from tilii7ego_timeffectiVe.upon the posting of such modified Terms of Use on either of the
Sites. Customer agrees Ih-a ifl sf-s onsibh for periodically reviewing the Terms of Use available online
at the Sites to_famihze i!elf with_ary changes thereto. Customer agrees to keep the Data updated and
to ensure tha' #the Data rovid= d by Customer to BAIR is displayed on BAIR's Site as Customer wishes.
BAIR is_ of responsible fo -the lass of any Data or the accuracy of the Data. Customer represents that
Data ccurateT mplete Ad that it maintains a duplicate copy of all Data
2. DATA USAGE D1=-50.-= M MER. BAIR used Google Geocoder to geocode address locations that do not
already e retain "X"Iand "Y" coordinates. Any "X" and "Y" coordinate information provided by the
Customer icssurne_- by BAIR to be accurate and will not be geocoded by Google Geocoder. Crime dot
locations geocoded by Google Geocoder as displayed on the Site are approximate due to automated
location methods and address inconsistencies. BAIR is not responsible for any errors or omissions in the
Data or the use of the Data by any third party, including the public or any law enforcement or
governmental agencies.
3. INTELLECTUAL PROPERTY. BAIR and its licensors retain and reserve exclusive ownership of all
worldwide copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, property
rights and all other industrial rights in and to the Site, including any derivative works, modifications,
customizations, updates, or enhancements and BAIR grants Customer a license to use such rights for the
purposes hereunder.
54
4. WARRANTY AND LIMITATIONS. BAIR'S SERVICES AND THE SITES ARE PROVIDED "AS IS"
WITHOUT ANY WARRANTY WHATSOEVER. CUSTOMER RECOGNIZES THAT THE "AS IS"
CLAUSE OF THIS AGREEMENT IS AN IMPORTANT PART OF THE BASIS OF THIS AGREEMENT,
WITHOUT WHICH BAIR WOULD NOT HAVE AGREED TO ENTER THIS AGREEMENT.
BAIR, ITS AFFILIATES AND SALES PARTNERS, INCLUDING SPILLMAN, DISCLAIM ALL OTHER
WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO ANY
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND
NONINFRINGEMENT, WITH REGARD TO BAIR'S SERVICES AND THE SITES. NO
REPRESENTATION OR OTHER AFFIRMATION OF FACT REGARDING THE SERVICES SHALL BE
DEEMED A WARRANTY FOR ANY PURPOSE OR GIVE RISE TO ANY LIABILIT!I2F BAIR
WHATSOEVER. CUSTOMER ACKNOWLEDGES THAT IT HAS RELIED ONTO WAZZ=RANTIES
OTHER THAN AS EXPRESSLY SET FORTH IN THIS AGREEMENT.
UNDER NO CIRCUMSTANCES WILL BAIR OR ITS PARTNERS, INCEUDINGsi-PILUNIAN, B]-LIABLE
FOR ANY INDIRECT, SPECIAL, PUNITIVE, OR CONSEQUENTIAVDAIsAGES=( ELUDI iG LOST
PROFITS) ARISING OUT OF OR RELATED TO THIS AGREEMVM OR THEISITERIN NO EVENT
SHALL THE AGGREGATE LIABILITY OF BAIR AND ITS P- ARTNERBJO CUSZOI R FOR ANY
LOSS, DAMAGE OR CLAIM ARISING OUT OF OR RELATED-RIO THIS GREEIVI-ENT OR THE SITES
EXCEED THE GREATER OF THE FOLLOWING: (A) T=-=13 ='I OTA I\N AMOU S PAID BY CUSTOMER
TO SPILLMAN OR BAIR FOR ACCESSING THE SITES; '01t (B) V -TJ S DOLLARS ($5.00).
5. CONTROLLING LAW AND VENUE. The pb ies agree th--ta°-- he term- of this Agreement shall be
governed by and construed in accordance with theTawsKfthe State-of Colorado, not including any
conflict of laws provisions. The parties fuuther°agee tr #.any action to enforce the provisions of this
Agreement shall be brought in District &M art for the=State f_C4orado.
6. SEVERABILITY. If any provisionWahisA reementshall be deemed by any court having jurisdiction
thereon to be invalid, illegal o unenforceable, Mhall_b-fesevered and the balance of this Agreement shall
remain in effect; if any provisio f thiss Agre_emei all be deemed by any such court to be
unenforceable because suc`h_provi b =ss too broad in scope, such provision shall be construed to be
limited in scope to thextent such cot. shall deem necessary to make it enforceable; and if any provision
is deemed inapplicabl sicouYto any person or circumstances, it shall nevertheless be
construed to appp1y o all other persans�and circumstances.
7. WAIVER. any waive--by-Either party of any breach of any term or condition of this Agreement shall
not be .00n-sir-Mot as or be erne-alto be a waiver of any future breach of such term or condition.
8. CONTERPARES. This agreement may be executed in one or more counterparts, each of which shall
be deemed an original_n lc all of which taken together shall constitute one agreement, binding on the
parties hereto.
IN WITNESS=WIEREOF, the parties have caused this Agreement to be executed by their duly
authorized representatives.
BAIR Analytics Inc.
Signature:
i
leiCustomer:
Signature:
U-dw1 14
Printed Name: Sean Bair Printed
Title: President Title:
Date: Date:
55
Exhibit A
DISCLAIMER AND TERMS OF USE
FOR
RAIDS ONLINE (WWW.RAIDSONLINE.COM)
ATACRAIDS (WWW.ATACRAIDS.COM)
With respect to your access and use of raidsonline com and /or atacraids.com (the "Site "), BAIR Analytics Inc. ( "BAIR ") provides
its services to you, subject to the following Terms of Use ( "TOU "), which may be updated by BAIR from time to time without
notice to you, and which updates become effective when posted. You are responsible for regularly reviewing these terms and
conditions.
hi addition, when using the Site, you and BAIR shall be subject to any posted guidelines or rules applicable to Sites or services
which may be posted from time to time. All such guidelines or rules are hereby incorporated by reference into these TOU. In
the event that any of the terms, conditions, and notices contained herein conflict with such guiil= for ruleTrathen tlse terms shall
control. You agree to be bound by these TOU, and indicate such agreement by any access or use f th Sate. Y1uritse of this Site
demonstrates and manifests your assent to this Agreement. If you do not agree to thisAgreeement,1a n otice sand use the Site.
1. PERMITTED USE. Subject to these TOU, BAIR hereby grants you the right == ccess a> se tImSite solely for the following
purposes:
(i) if you are accessing the Site as an individual, then any and all use of Il e ite is fo i ur persdrial, non - commercial use only; or
(ii) if you are accessing the Site on behalf of a business entity, then=any anduse of t Site must be for such business entity's
internal business purposes in connection with the establishment or ti aatio of a busin s relationship with BAIR. You shall
not ---
(iii) send or otherwise post unauthorized commercial communications (seh as sp ran the Site;
(iv) collect content or information, or otherwise access thegtte, us:i eg auto-Mated means (such as harvesting bots, robots, spiders,
or scrapers) or by bypassing the Site's user interface-w=ithout our_ermission;
(v) upload viruses or other malicious code to the_ e;
(vi) do anything that could disable, overburden, o kpair the ruperwor- king of the Site, such as a denial of service attack; or
(vii) facilitate or encourage any violations ois Agreement. BMR retains all rights with respect to the Site except those
expressly granted to you in this Agreement. Ext as expressly Mrmitted hereunder, you agree not to duplicate, publish, modify,
or otherwise distribute the material on -e Site unlas,spedficallWauthorized in writing by BAIR to do so. You agree not to frame,
or assist third parties in framing, any o i e weleages onta in the Site. Such framing is strictly prohibited under this
Agreement. The content and softwtte ont- e Si are th�=proprietary property of BAIR and /or its suppliers and Partners and are
protected by U.S. and international Or_ _iglit=and other intellectual property laws.
2. LINKS TO THIRD PARTY SITE he to ma5J ontain links or produce search results that reference links to third party
websites ( "Linked Sites')A 7 has-no contro;LQVer these Linked Sites or the content within them. BAIR cannot and does not
guarantee, represent, o=warrantthate cont = contained in the Linked Sites, including, without limitation other links, is
accurate, legal, and/or ix offensive. -1-3AIR-daes not endorse the content of any Linked Site, nor does it warrant that a Linked Site will
not contain comp viruses or other armfdircode that can impact your computer or other web access device. By using the Site to
search for or lines to another - Site, you agree and understand that such use is entirely at your own risk, and that you may not make any
claim against BAR for any daages'osses whatsoever resulting from such use.
3. NO UNLAWFT, OR PROHIBITED USE. As a condition of your use of the Site, you warrant to BAIR that you will not use the
Site for any purpose=that is unlrwful or prohibited by these TOU. You agree not to use the Site in any manner which could
damage, disable, overbuyz t or impair the Site or interfere with any other party's use and enjoyment of the Site. You may not
obtain or attempt to obtain any materials or information through any means not intentionally made available or provided for through
the Site.
4. PRIVACY AND DISCLOSURE OF INFORMATION. Your privacy is important to us. BAIR is providing this notice to
describe and explain our online information practices and the choices you can make about the way your information is collected and
used.
A. THE INFORMATION WE COLLECT AND HOW WE COLLECT IT. In general, you can visit this Site without
telling us who you are or revealing any personal information about yourself. There are times, however, when we may need
information from you. Personal information like your name, postal address and e -mail address is obtained only when
voluntarily submitted. BAIR collects this information in several ways:
56
(i) Through the user signing up to receive crime alerts, crime information, news, scheduling product
demonstrations, entering contests and/or completing surveys.
(ii) Through registration, surveys and other online forms.
(iii) As part of an ongoing sales process.
(iv) While providing technical support, consultation, or product information.
(v) Through the process of maintaining and upgrading our products. Through automated means such as communications
protocols, email, communications and cookies. To provide you with timely, high - quality information, we may also ask you to
provide us with information regarding your professional interests and experiences with our products or services. Providing us
with this information is optional. Personal data collected online may also be combined with information you provide to us
through other sources such as product registration, call centers, or in conjunction with events such as trade shows, training
seminars and conferences. Information that you supply will relate to the relationship that BAIR has with you or your
organization.
B. WEB SERVER LOGS. In the process of administering this Site, we maintain and track usage trough Web server Logs. Web
server logs provide information such as what types of browsers are accessing our Site, what_pa_ges recei iigh traffic, and the
times of day our servers experience significant load. We use this information to improve thetorit nt and riVigat on features of
our Site. Anonymized or aggregated forms of this data may be used to identify futile -features°and_fz�ntc-ionsfio develop for the
Site and to provide better customer service.
C. COOKIES. There are various technologies, including one called "cookies "=which can sedto provide tailored information
from a website. A cookie is an element of data that a website can send rd-Hour brdi ser, which ayiben store it on your system.
Some BAIR pages use cookies or other technologies so that we can better=serve you Wien you rffurn to our Site. You can set your
browser to notify you when you receive a cookie, giving you thhance to iecide tither to accept it. For more
information, please refer to user information provided with your VV1 bdser.
D. WEB BEACONS. Some of our Web pages and HTIVII= formatted e =z� ail use VS?eb_ beacons in conjunction with cookies to
compile aggregate statistics about website usage. A Web b a'con isfan electonic image, called a single -pixel (lxi) or clear GIF.
Web beacons can recognize certain types of information_ compiter, such as a visitor's cookie numb We
beacons unusable by rejecting their associated cookies.
E. PERSONALIZED URL LINKS AND EERS iALIZEDMESWGE CONTENT. Occasionally, we may create a unique
web URL link for certain visitors. If youvisine of trese Sites,you may find forms that are already filled out with your name, or
other types of information you have pre ously iffdicated-an intent in, based on information you have given us before. We may
also personalize the content of newsletters, e - mailers on__iTations based on topics in which you have previously indicated an
interest. We collect information about ho o.u=eonsul e_this pe of personalized information in order to help us provide you
with other information that is beer tailored to yourlfiterests. If you choose to visit one of the personalized web URL
links, you are agreeing to allow_BAtMM co rot information about your visits and also to associate that information with other
information about you and yal -rr -r Tationslpwith I31AIR. If you do not wish your information to be used in this way, do not accept
the invitation to visit_tlrese_Sites�=
F. HOW WE USE OUR INFOR-1V AT1O]T BAIR may use your personal information to
(i) Fulfill subsc'ri_ption reque!t orbs for software and services made online and to provide other information you request.
(ii) Mae the SiteVasier for you to use.
(iii) H p us customize_conten't =most relevant to your interests.
(iv) Nod =fy. you about important news concerning BAIR.
(v) Notifyj�Au of newIroducts and services, product updates, technical support issues, events and special offers we think you
may be intekited___MAWe do analyze some of our Web services such as registrations, demos, downloads, and e -mail responses
at the individuallevel in order to improve the quality of those offerings and to better tailor our marketing to our customers'
needs.
G. HOW WE SHARE YOUR INFORMATION. We may share the personal data you provide with other BAIR entities and /or
business partners for purposes related to those described above. We will not sell, rent or lease to others your personally
identifiable information. BAIR reserves the right to disclose any and all pertinent information to law enforcement or
other governmental officials as we, in our sole discretion, believe necessary or appropriate.
H. CHOICE / OPT -OUT. BAIR offers you the choice of receiving different types of communication and information related to
our company, products and services. You may subscribe to e- newsletters or other publications; you may also elect to receive
marketing communications and other special offers from us via e -mail. If at any time you would like to change your
communication preferences, we provide unsubscribe links and an opt -out mechanism for your convenience.
57
I. OUR COMMITMENT TO DATA SECURITY. BAIR is concerned about the security of your information. To prevent
unauthorized access or disclosure, to maintain data accuracy, and to ensure the appropriate use of information, we have put in
place reasonable physical, electronic, and managerial procedures to safeguard and secure the information we collect online. We
use encryption technology when collecting or transferring sensitive data such as credit card information. Credit card numbers are
used only for processing payment and are not used for other purposes.
J. CHANGES TO THIS PRIVACY POLICY. If there are updates to the terms of BAIR's online Privacy Policy, we will post
those changes here and update the revision date in this document so that you will always know what information we collect
online, how we use it, and what choices you have. Your continued use of the Site following the posting of changes to this Privacy
Policy means you accept those changes.
K. YOUR ACCEPTANCE OF THESE TERMS. By using the Site, you signify your assent to this Privacy Policy.
5. OWNERSHIP OF USER SUBMITTED CONTENT. You agree that any and all information and;ontent that you provide to the
Site becomes the exclusive property of BAIR, and you irrevocably assign all rights of ownership, including;_ without limitation,
intellectual property rights, to BAIR upon submission of the information and content. You re ent and war=_ .ant tha you are the
owner of such information and content and are authorized to make such assignment of rights.
6. OWNERSHIP OF LAW ENFORCEMENT AGENCY SUBMITTED CONTNI\1T _ 11 infatuation pr=._oxided by a law
enforcement agency is offered and owned by that law enforcement agency. Unless therwise indicate_ y the law enforcement
agency, all data will be retained by BAIR Analytics Inc. and remain accessible he$eneral public and /or other law enforcement
agencies in accordance with the provisions of this Agreement. However, the law enforcement agerr shall have the right to cause
BAIR Analytics Inc. to archive (remove from view) and purge (remove fromMtabase) all _f its agency data at the agency's request.
Any law enforcement agency submitting information to BAIR Analytics Inc. reef= cents and =w rants that its disclosure of such
information does not violate any applicable federal, state or local statutelor=re alati xoncernurg such disclosure and further agrees to
indemnify BAIR Analytics Inc. regarding its disclosure of suchanformatia=shou d suh- disclosure be claimed to violate and federal,
state or local statute or regulation. — —
7. WARRANTY DISCLAIMER. BAIR does not promise_-that th -S t will be 0–Tor-free, uninterrupted, nor that the Site will provide
specific results from your use of any content, search o liI k unIthem.11e Site and aTI content contained within them are delivered
on an "AS IS" and "AS AVAILABLE" basis. BA7R does nal_warrant _orepresent that files you download from the Site
will be free of viruses or other harmful featui=irs. BA1kDISCL1 MS A1!1 WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING ANY IMPLIED WARRANTIES. OFERC-HINTAB7LITY, NONINFRINGEMENT, AND FITNESS FOR A
PARTICULAR PURPOSE.
8. LIMITATION OF LIABILITY. IX--,l_ND NO_GIR6tA4STA'ICES, INCLUDING BUT NOT LIMITED TO BREACH OF
CONTRACT, TORT OR NEGL1GENGE, VITL BAIR, !R ITS AFFILIATES AND PARTNERS, BE LIABLE FOR ANY
INDIRECT, SPECIAL, PUNIT _E, OR=ONS UENTIAL DAMAGES (INCLUDING LOST PROFITS) THAT ARISE
OUT OF OR ARE RELATED PaY014R USE_OF VicIE SITE IN NO EVENT SHALL BAIR'S AGGREGATE LIABILITY, OR
THE AGGREGATE LIABILIITY-OE B =IR_S 1FFIh!ATES AND PARTNERS, TO YOU FOR ANY LOSS, DAMAGE OR
CLAIM RELATED TOUR AR1T NG=OUT OF THE SITE EXCEED THE GREATER OF THE FOLLOWING: (A) TOTAL
AMOUNTS PAID BYMOU TO BFIR FOR ACCESSING THIS SITE; OR (B) FIVE U.S. DOLLARS ($5.00).
9. ADDITIONAL EPI2SENTATT-(NS AND WARRANTIES. You represent, warrant, and covenant that (a) you have the power
and authority to=enter into tra Agreemelt; (b) you are at least eighteen (18) years of age; and, (c) you will only use the Site in
accordance witfi These TOU.
10. INDEMNITY =You agreato indemnify and hold BAIR and its Partners, affiliates, officers, directors, agents, and employees
harmless from any lia6i ty to=tlyd parties, including reasonable attorney's fees, arising from or related to your breach of this
Agreement, or the documents-it incorporates by reference, or your violation of any law or the rights of a third party.
11. IRREPARABLE HARM AND INJUNCTIVE RELIEF. The Site and the information and content made available through such
Sites is the result of enormous investment by BAIR in collecting, formatting, organizing and presenting a wide range of
information in the public interest for its users under the terms of this Agreement. By using the Site, you hereby
acknowledge and recognize the uniqueness of the services provided by the Site and BAIR's substantial investments in such.
Sites as described herein, such that a violation of Section 1 of this Agreement by you will result in irreparable harm to BAIR for
which money damages or other legal remedies may not adequately compensate. Accordingly, in the event of a violation of Section 1,
BAIR shall be entitled to equitable remedies, including without limitation preliminary and permanent injunctive relief, and you
explicitly agree that BAIR will not be required to make a showing of irreparable harm or to post or secure a bond in order to obtain
such relief
58
12. DESIGNATED AGENT FOR ALLEGED COPYRIGHT INFRINGEMENT. BAIR respects the intellectual property of
others, and we ask you to do the same. If you believe some content on the Site has been copied in such as way to constitute copyright
infringement, please contact us at:
13. GENERAL. This Agreement shall be governed in all respects by the laws of the State of Colorado, USA without
giving effect to its conflict of laws provisions, or any other provisions that would result in the application of a different
body of law. Both parties submit to personal jurisdiction by and venue in the state and federal courts in the State of Colorado,
County of Douglas, USA, and further agree that any cause of action arising under or relating to this Agreement or your
use of the Site shall be brought exclusively in such venue. Notwithstanding the foregoing, BAIR may, at any time, seek injunctive
or other equitable relief, wherever it deems appropriate, to protect or enforce its rights under this Agreement. In the event of any
dispute between you and BAIR arising under or relating to this Agreement or your use of the Site in which BAIR is the prevailing
party, you agree that you will pay BAIR' reasonable attorneys' fees in connection with BAIR' commencement and prosecution of the
action, and, if applicable, its defense of claims you may bring against BAIR. If any provisiorof this Agreement is
held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shaj be enforced. Headings
are for reference purposes only and in no way define, limit, construe or describe the scope or Mat-of such-=section. BAIR's failure to
act with respect to a breach by you or others does not waive its right to act with respect to subsequen t similrbzea es. This
Agreement and the terms and conditions contained herein sets forth the entire understating and a_greeient_between us with respect
to the subject matter hereof, and supersedes any prior or contemporaneous understa ingwhether n vriftenwora1 form.
14. INFORMATIONAL ONLY The information displayed in this Site is suueiptThl_e to some degree =of error due to the collection,
entry, and geoprocessing of the data No warranty, representation, or guarantee whatsoever is m _or nplied regarding the content,
accuracy (including, without limitation, geographic accuracy), timeliness, co rreteness, nr4sequenceT- f any of the information
contained in this Site. Neither you, nor any other person, should rely_on the� t-c ata provi €d herein for any reason; the owners
and operators of this Site as well as all directors, officers, employes, arenaand afiates of B!IR Analytics Inc. shall not be held
responsible for any errors or omissions in this Site or produced b3�= =any secodary dissemination of this information. The owners and
operators of this' Site have not assessed any specific risk that an convicted s &offender =will commit another offense or the nature of
any future crime that may be committed. Persons should not reIyton to sex ',---Offender information in this Site, if any, as a
safeguard against perpetrators of sexual assault in their theiLoomialunitieWhe information is provided strictly as a courtesy to the public.
15. NOTICE OF ERRORS. If you believe that an formationnn thiMitelikin error, please be advised that we receive all of our
information from state or local authorities, and y eLshouldtherefor eontac our local police or sheriffs department; such authorities
will be able to assist you directly or refer you t anger ap'Tttopriate a hority.
16. CONDITION OF USE You undersf d and agr e-to each nd .fiery provision contained in this disclaimer and waive any and
all rights and claims you may or might havelgainstlhe owners arm- operators of this Site as well as against all directors, officers,
employees, agents anyone, and affiliates f BAI1 nalytics Inc:, arising from your use of this Site.
17. MINORS. The Site is not inte_n_ded for=ase byhder the age of 13 years old. By using the Site, you are representing to BAIR that
you are at least 13 years old. _ =_
18. CHILD ONLINE WOTEMONIACTNON4FICATION. Pursuant to 47 U.S.C. Section 230(d) as amended, BAIR hereby
notifies you that parentLcontrol p'otections_(such as computer hardware, software, or filtering services) are commercially available
that may assist you 4n hating accessjjo mathial that is harmful to minors.
19. EXPORT CONTROf FORMATION. Unless otherwise specified, the materials on the Site are presented solely to provide
information regarding and totoo noteSAIR's services and other products available in the United States, Canada, its territories,
possessions and pxatectorates. TheTSite is controlled and operated by BAIR from its offices within the United States of America.
BAIR makes no representationf—hat materials on the Site are appropriate or available for use outside the United States or Canada.
Those who choose to a ccss_tbTSite from outside the United States or Canada do so on their own initiative and are responsible for
compliance with local laws,-
aws if and to the extent that local laws are applicable. If you access the Site from outside the United States or
Canada and are located in a county embargoed by the United States or are on the United States Treasury Department's list of Specially
Designated Nationals, you will not engage in commercial activities or operate a platform application or Site in connection with the
Site. Further, no software from the Site may be downloaded or otherwise exported or re- exported (A) into (or to a national or resident
of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other country to which the U.S. has embargoed goods, or (B) to anyone on the
U.S. Treasury Department list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By using
the Site, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on
any such list.
59