COMPUTER SYSTEM ASSIGNMENT AND SETTLEMENT AGREEMENT
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CLEARWATER COMPUTER SYSTEM ASSIGNMENT
AND SETTLEMENT AGREEMENT
THIS CLEARWATER COMPUTER SYSTEM ASSI~ENl AND
SETTLEMENT AGREEMENT ("Agreement") is made and entered into as of /J(JiePIbtX / Y
, 1998, by and among the CITY OF CLEARWATER, FLORIDA, a municipal
corporation ("City"), PSI INTERNATIONAL, INC., a Massachusetts corporation ("PSI"),
LOGISTIC SYSTEM~J. m:c., a Montana corporation ("Logisys"), and ACSTAR,INSURANCE
COMPANY, a/J ;;J;lI!IllJiJ corporation ("ACSTAR"), wIth reference to
the following facts:
A. On May 30, 1995, the City and PSI entered into that certain Contract for
Computer System and System Integration Services ("Contract"), providing for the installation and
integration of a police computer system including operating system software, application software,
computer hardware, wired and wireless networking products and services, consistent with that
certain City of Clearwater Request for Proposal for Computer System and System Integration
Services, dated August, 1994, and Addenda thereto (collectively, the "RFP").
B. As contemplated and required by the Contract, the City, PSI, and certain other
parties entered into that certain PSI Hardware Maintenance Agreement ("Hardware Maintenance
Agreement"), that certain PSI Software Maintenance Agreement ("Software Maintenance
Agreement"), and that certain PSI Software License ("License Agreement"), each dated as of May
30, 1995 (collectively, the "Related Agreements"). PSI's obligations l!.nder the Hardware
Maintenance Agreement ceased approximately one year prior to the date hereof.
C. Pursuant to the requirements of the Contract, PSI obtained for the benefit of
the City Performance and Payment Bonds issued by ACST AR, guarantying the timely, complete,
and satisfactory performance by PSI of its obligations under the Contract and payment of its
subcontractors (collectively, the "Bonds").
D. The City and PSI have decided it is in their mutual best interests to have PSI
released from any further obligations to complete the System. Logisys is willing to assume the
obligations of PSI under the Contract, subject to amendment of certain terms directly with the City,
and to provide for the completion of the System in accordance with such amended terms.
E. The parties have agreed to resolve all disputes between them and to provide
for the assignment of the Contract and the applicable Related Agreements from PSI to Logisys in
accordance with the terms and conditions set forth below.
NOW, THEREFORE, in consideration ofthe premises set forth above, and for other
good and valuable consideration specified herein, the receipt and adequacy of which is hereby
acknowledged by all parties, the parties agree as follows:
1. Recitals: Exhibits. The foregoing recitals and all Exhibits attached hereto are
true and complete and are hereby incorporated into this Agreement by this reference.
2. Definitions. All capitalized terms used in this Agreement that are not
otherwise defined herein shall have the meanings ascribed to them in the Contract.
3. Settlement Amount. The City and PSI acknowledge that disputes exist
regarding amounts to which PSI claims it is entitled under the terms of the Contract and credits,
offsets and damages to which the City claims it is entitled under the Contract, including, without
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limitation, components allegedly delivered by PSI to the City; the value and adequacy of certain
hardware and software components delivered by PSI to the City; downpayments made by the City
with respect to certain components of the System; and liquidated damages to which the City claims
it is entitled on account of delays under the Contract. In consideration of the other agreements of
the parties under this Agreement, the City agrees to pay to PSI, and PSI agrees to accept from the
City as complete and final payment due to PSI under the Contract, the amount of Eight Hundred
Seventeen Thousand Seventy Dollars ($817,070.00) ("Settlement Amount"). The City shall deliver
the Settlement Amount to Tew, Zinober, Barnes, Zimmet & Unice, 2655 McCormick Drive,
Clearwater, FL 33759 ("Escrow Agent"), concurrent with the City executing this Agreement. The
Settlement Amount shall be delivered by the Escrow Agent to PSI in the form of a trust account
check at the time provided for in Paragraph 8, below.
4. Assignment: Assignment Amount. As partial consideration for the receipt of
the Settlement Amount, PSI hereby assigns to Logisys all of its rights, entitlements, obligations and
liabilities under the Contract, the Software License Agreement, and the Software Maintenance
Agreement (collectively, the "Assigned Agreements"). PSI hereby represents and warrants that PSI
has not previously assigned any rights, entitlements or obligations of it under or pursuant to the
Assigned Agreements. In partial consideration for receipt of the Assignment Amount (as defined
and provided for below), Logisys accepts the foregoing assignment ofthe Assigned Agreements by
PSI, and agrees to assume all obligations of PSI thereunder, subject to amendment and modification
with the City pursuant to a separate amendment document to be entered into by and between Logisys
and the City concurrent herewith ("Contract Amendment"). As partial consideration for Logisys
agreeing to accept the foregoing assignment, the City shall deliver to the Escrow Agent, concurrent
with the City's execution of this Agreement, for payment to Logisys at the time provided for in
Paragraph 8 below, the amount of Two Hundred Fifteen Thousand Seven Hundred Eighty and
10/100 Dollars ($215,780.10) ("Assignment Amount"). Logisys acknowledges and agrees that
receipt of the Assignment Amount shall satisfy all existing payment obligations of PSI and the City
under the Contract due and owing to Logisys pursuant to the terms thereof as of the date hereof.
5. Assi~ent of Manufacturers' Warranties: Software Licenses.
(a) Warranties. PSI hereby represents and warrants to the City that all
manufacturer warranties covering the components and modules of the System have expired. The
City and PSI hereby terminate the Hardware Maintenance Agreement effective as of the date hereof.
(b) Licenses. PSI represents and warrants to the City that all third-party
software provided to the City by PSI under the Contract, including without limitation, Microsoft
products, network operating systems, network management software, and communications software,
has been lawfully purchased and licensed by PSI from the third-parties providing same for
remarketing by PSI to the City, which software and the number of authorized users are identified on
Exhibit "A" attached hereto (collectively, "Software Licenses"). PSI hereby assigns, transfers and
conveys to the City all license and ownership rights to the Software Licenses, free and clear of all
liens, encumbrances, and claims, including without limitation the rights of any such third parties or
other creditors. This representation and warranty shall survive the consummation of the transactions
contemplated by this Agreement, and PSI hereby agrees to indemnify, defend and hold the City and
its Affiliates (as defined in Paragraph 7(a) below), harmless from and against any and all liabilities,
claims, demands, damages, action, obligations, costs and expenses arising on account of the
inaccuracy or breach by PSI of the foregoing representation and warranty.
6. Subcontractors. PSI hereby represents and warrants to the City, that PSI has
fully satisfied all of its obligations to all subcontractors engaged in connection with its performance
under the Contract, including without limitation those identified on the Clearwater Police
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Technology Project Vendor List dated January 17, 1997, except Logisys who will be satisfied as of
the consummation of the transactions contemplated hereby. PSI hereby agrees to indemnify, defend
and hold the City and its Affiliates harmless from and against any and all liabilities, claims,
demands, damages, actions, obligations, costs and expenses arising on account ofthe breach by PSI
the representations and warranties set forth in this Paragraph 6 or otherwise on account of any
amount unpaid by PSI to any subcontractors engaged by PSI in connection with its performance
under the Contract and the Related Agreements, except Logisys who will be satisfied as of the
consummation of the transactions contemplated hereby.
7. Release Provisions.
(a) Release by PSI. As partial consideration for the terms and conditions
of this Agreement, PSI and its affiliate, Synergetic Systems, Inc. ("Synergetic"), hereby, for
themselves and their parent corporations, subsidiaries, stockholders, officers, representatives,
insurance companies, subcontractors, employees, agents, successors and assigns (collectively,
"Affiliates"), fully release, remise, acquit and forever discharge the City and Logisys, and their
respective Affiliates from any and all liabilities, claims, demands, damages, actions, obligations,
costs and expenses arising under the Contract, the Related Agreements and the Bonds by reason of
any matter, cause, happening or thing related to or arising therefrom.
(b) Release bv ACSTAR. As partial consideration for the terms and
conditions of this Agreement, ACST AR hereby, for itself and for its Affiliates, fully releases,
remises, acquits and forever discharges the City and its Affiliates from any and all liabilities, claims,
demands, damages, actions, obligations, costs and expenses arising under the Contract, the Related
Agreements and the Bonds by reason of any matter, cause, happening or thing related to or arising
therefrom.
(c) Release by the City. As partial consideration for the terms and
conditions of this Agreement, the City hereby, for itself and for its Affiliates, fully releases, remises,
acquits and forever discharges PSI, Synergetic, and ACST AR, and their respective Affiliates from
any and all liabilities, claims, demands, damages, actions, obligations, costs and expenses arising
under the Contract, the Related Agreements and the Bonds by reason of any matter, cause,
happening or thing related to or arising therefrom, except to the extent of the representations,
warranties and covenants set forth in this Agreement.
(d) Release by Logisys. As partial consideration for the terms and
conditions ofthis Agreement, Logisys hereby, for itself and for its Affiliates, fully releases, remises,
acquits and forever discharges PSI and Synergetic, and their respective Affiliates from any and all
liabilities, claims, demands, damages, actions, obligations, costs and expenses arising under the
Contract, the Related Agreements and the Bonds by reason of any matter, cause, happening or thing
related to or arising therefrom.
(e) General Release Provisions. It is expressly understood that the
releases given in this Paragraph 7 do not apply to claims that may arise from conduct of the parties
after the date of this Agreement, provided, however, it being specifically understood that no claims
based upon statements made by the City, its employees, officials, or agents before the date of this
Agreement regarding any of the parties may serve as the basis of any claim or action by such party
against the City, its employees, officials or agents. It is further understood that, notwithstanding
anything contained in this Agreement to the contrary or any statement made in this Agreement, the
parties may assert any defenses they may have at law or equity to any claims brought by any party
based upon conduct or actions engaged in by them after the date of this Agreement. The parties
hereto each hereby expressly state that they are receiving, concurrent with the execution of this
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Agreement, full and adequate consideration for the general releases provided in this paragraph. Each
party hereby confirms that there is no understanding or agreement of any kind for any further or
future consideration whatsoever, whether implied or expected, in consideration for the foregoing
releases. Further, each party hereto hereby represents and agrees that it has had the benefit and
advice of independent legal counsel of its own choosing and that it fully understands the terms of
the foregoing release, and has been advised by its attorneys that it is making full and final settlement
of all claims of every nature and character arising from or related to the matters arising under the
Contract, the Related Agreements and the Bonds. Each party hereby acknowledges and agrees that
the foregoing releases by each party shall not be considered admissions ofliability by any such party,
but are in full settlement and compromise of disputed claims which each party has and as to which
each party has denied and continues to deny liability. Finally, each party hereby represents and
warrants that the individual signing this Agreement on behalf of such parties has full authority and
power to execute and deliver this Agreement on behalf of such party and bind such party to all terms
and conditions hereof, including without limitation the release provision, provided in this Paragraph
7 and elsewhere in this Agreement.
8. Effectiveness: Release of Proceeds and Documents: Escrow Agent. Each
party to this Agreement shall execute a counterpart ofthis Agreement and deliver such counterpart
to the Escrow Agent, together with any other documents and sums required to be deposited by such
party pursuant to the terms of this Agreement. This Agreement shall be effective upon Escrow
Agent's receipt of counterparts of this Agreement fully executed by all parties hereto, the Contract
Amendment fully executed by all parties thereto, the Settlement Amount, the Assignment Amount,
and the bonds required to be provided by Logisys under the Contract Amendment. Escrow Agent
shall be entitled to rely upon the written certification by each party hereto that each party has
provided all documents and sums required by such party pursuant to the terms of this Agreement for
the effectiveness hereof, provided that the parties acknowledge that this Agreement is the only
document required to be delivered by PSI. Upon receipt of the same, Escrow Agent shall provide:
(a) to PSI the Settlement Amount; (b) to Logisys the Assignment Amount; (c) to the City and
Logisys fully executed copies of the Contract Amendment; and (d) to each of the parties hereto a
fully executed copy ofthis Agreement. Upon Escrow Agent's delivery of each of the foregoing to
the parties specified, Escrow Agent's liability under this Agreement shall be terminated. Each ofthe
parties hereto acknowledges that Escrow Agent is also acting as counsel for the City in connection
with these matters and hereby waives any potential conflict of interest that may arise in connection
with such dual roles, and consents to Escrow Agent representing the City in connection with any
litigation that may arise with respect to the terms and conditions ofthis Agreement. In the event that
Escrow Agent is in doubt as to its obligations under the terms ofthis Agreement, Escrow Agent shall
have the right to notify each party hereto in writing and to continue to hold all documents and sums
delivered to Escrow Agent until Escrow Agent receives consistent written instructions signed by
each party hereto, or Escrow Agent shall have the right to deposit all documents and sums with the
Clerk of the Court, notify each party hereto in writing of such deposit, and shall thereafter be
released of any liability and obligation under this Agreement. Each of the parties hereto jointly and
severally agree to indemnify, defend and hold Escrow Agent harmless from and against any and all
liability, obligations, cost and expenses associated with Escrow Agent's performance of its duties
in connection with this Agreement, except to the extent of any liability arising on account of the
gross negligence or willful misconduct of the Escrow Agent in connection with the matters
contemplated hereby, and provided that ACST AR will have no duty of defense or indemnification.
9. Approved Statement. Attached to this Agreement as Exhibit "B" is a written
statement approved and authorized by PSI and the City for publication, dissemination and
distribution in response to any requests by the press, future clients of PSI, or any other parties
inquiring into the status of the matters between PSI and the City or the nature and the terms of this
Agreement or any other matters contemplated hereby. Neither PSI nor the City shall provide,
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whether in written or oral form, any other response to inquiries made with respect to the relationship
of PSI and the City under the Contract and Related Documents or the terms, conditions and matters
contemplated by this Agreement; provided, however, that the parties hereto recognize that any
existing documents or any documents created in the future in the City's possession constitute public
records under Chapter 119, Florida Statutes, and nothing in this paragraph shall prevent the City
from complying with the requirements thereof.
10. Entire Agreement. This Agreement shall constitute the entire understanding
between PSI and ACSTAR, on the one hand, and Logisys and the City, on the other hand, with
respect to the matters set forth in this Agreement. All prior understandings and agreements, whether
oral or written, express or implied, between PSI and ACST AR, on the one hand, and the City and
Logisys on the other hand, are hereby superseded and of no further force and effect. This paragraph
shall have no effect with respect to the relationship of the City and Logisys, which relationship is
further documented within the Assigned Agreements, as amended by the Contract Amendment. This
Agreement in no way affects the obligations of PSI to ACSTAR or ACSTAR's rights against PSI
under the General Indemnity Agreement between such parties.
11. Disputes. In the event of any dispute with respect to the terms and conditions
of this Agreement, the prevailing party or parties in any such action, arbitration or mediation shall
be entitled, in addition to any other award granted by the court, mediator, or arbitrator, to all of its
costs and expenses associated therewith, including without limitation its reasonably attorneys' and
legal assistants' fees and costs, expended or incurred in connection therewith, whether in preparation
thereof, or in mediation, arbitration, trial, appellate or bankruptcy proceedings. The terms and
conditions of this Agreement shall be construed in accordance with, and governed by the laws ofthe
State of Florida. Venue for any litigation, arbitration or mediation arising with respect to this
Agreement shall lie exclusively within the courts located in Pinellas County, Florida.
12. Survival. All covenants, representations, warranties and indemnifications
provided for herein shall survive the delivery of all sums and documents provided for in this
Agreement, without limitation.
13. Successors and Assigns. The rights and obligations of the parties under this
Agreement shall not be assignable by any party to this Agreement. Subject to the foregoing,
however, the terms and conditions of this Agreement shall be binding upon all successors and
assigns of the parties hereto and their parent corporations, subsidiary corporations or other affiliates.
14. No Third Party Beneficiary. This Agreement is intended to benefit the parties
hereto only. No third party shall be benefitted hereby, whether express or implied.
15. Construction. The parties each acknowledge and agree that this Agreement
was ajoint effort of the parties hereto and their respective counsel; and, therefore, this Agreement
shall not be construed in favor of any party against another on account of the drafting or construction
hereof.
16. No Waiver. No waiver by any party of any obligation of any other party set
forth in this Agreement shall be deemed to have occurred without a writing signed by the waiving
party, expressly identifying the matter waived. No amendment, modification or supplement of any
obligations, terms or conditions of this Agreement shall be binding or effective unless in writing
signed by all parties affected thereby.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
and year first above-written.
CITY:
By:
Att~t~~~ttIe{UBY
. Cyn ~i{tio.1i4 au, City erk Michael J. Roberto, City Manager
Approved as to ronn and legal
sUffiJDie cy:
By: I)
Pame I{(" Akin, City Attorney
WITNESSES:
PSI:
PSI INTERNATIONAL, INC.,
a Massachusetts corporation
Signature of Witness #1
By:
Name: Elizabeth Pan
Its: President
Typed/Printed Name of Witness #1
Signature of Witness #2
Typed/Printed Name of Witness #2
~ 1Iit~
i ature of WI ss #1
/JILt,' itlustrJcf
Typed/Printed Name of Witness
LOGISYS:
LOGISTIC SYSTEMS, INC.,
a Montana corporation
~~gfl!!!I}fliJyg c ./A.t6A / ~ tJr~ j). ~q ol{eJ
Its: President/CEO
Signature of WItness #2
~~r ~'\~ ~S
Typed/Printed Name of Witness #2
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date
and year first above-written.
Attest:
Cynthia E. Goudeau, City Clerk
Approved as to form and legal
sufficiency:
By:
Pamela K. Akin, City Attorney
WITNESSES:
ignature of Witness #1
m-e( i~ Pff6 z.,
;tE=:tLN~ib1eSS #1
ignature of Witness #2 ~
f1IJI2.GIA c. fd,4~j?E/Z.
Typed/Printed Name of Witness #2
Signature of Witness # 1
Typed/Printed Name of Witness #1
Signature of Witness #2
Typed/Printed Name of Witness #2
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CITY:
THE CITY OF CLEARWATER,
a municipal corporation
By:
Rita Garvey, Mayor
By:
Michael J. Roberto, City Manager
PSI:
PSI INTERNATIONAL, INe.,
a Massachusetts corporation
By: lf~~....~~ L
Name: Eli;a;;~ Pan
Its: President
LOGISYS:
LOGISTIC SYSTEMS, INC.,
a Montana corporation
By:
Name: Hien Q. Nguyen
Its: President/CEO
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ACSTAR:
ACSTAR INSURANCE COMPANY
Signature of Witness #1
By:
Name:
Its:
Typed/Printed Name of Witness #1
Signature of Witness #2
Typed/Printed Name of Witness #2
ESCROW AGENT:
Tew, Zinober, Barnes, Zimmet & Unice
By:~i z,~/#I-
Alan S. Zimmet, Esquire (
~~~#2
..)0 ~"^ ..)0 r-~'2....\-_
Typed/P ted Name of WItness #2
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this n day of ~ ,
1998, by Rita Garvey, as Mayor of the City of Clearwater, a municipal corporation, on behalf ofthe
corporation. She is personally known to me or has produced
(type ofldentI11Catlon) as loentification.
C' ~~
Signa~On Taking Acknowledgment
Name of Acknowledger Typed, Printed or Stamped
(NOTARY SEAL)
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Signatur~~
RobprT H-, Frazer
Typed/Printed Name of Witness #1
06hvYU,--lL~~
Signature of Witness #2
ACSTAR:
ACST AR INSURANCE COMPANY
BY:~
Nam . h ~y... LJ . JV ()z- t l> " ctr
Its:~~
ESCROW AGENT:
Tew, Zinober, Barnes, Zimmet & Unice
Signature of Witness #1
By:
Alan S. Zimmet, Esquire
TypedlPrinted Name of Witness #1
Signature of Witness #2
TypedlPrinted Name of Witness #2
STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this _ day of ,
1998, by Rita Garvey, as Mayor of the City of Clearwater, a municipal corporation, on behalf ofthe
corporation. She is personally known to me or has produced
(type of identification) as identification.
Signature of Person Taking Acknowledgment
(NOTARY SEAL)
Name of Acknowledger Typed, Printed or Stamped
Notary Public, State of
Notarial Serial Number
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ST ATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this rr day of ~ . '
1998, by Michael 1. Roberto, as City Manager of the City of Clearwater, a municipal corporatIOn,
on behalf of the corporation. He is ersonall known to me or has produced
(type of i entl IcatIOn as Identification.
~~.~
Signature of Person Taking Acknowledgment
(NOTARY SEAL)
Notary Public, State of
Notarial Serial Number
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this _ day of ,
1998, by Elizabeth Pan, as President of PSI INTERNATIONAL, INC., a Massachusetts corporation,
on behalf of the corporation. She is personally known to me or has produced
(type of identification) as identification.
Signature of Person Taking Acknowledgment
(NOTARY SEAL)
Name of Acknowledger Typed, Printed or Stamped
Notary Public, State of
Notarial Serial Number
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STATE OF FLORIDA
COUNTY OF PINELLAS
The foregoing instrument was acknowledged before me this _ day of ,
1998, by Michael 1. Roberto, as City Manager of the City of Clearwater, a municipal corporation,
on behalf of the corporation. He is personally known to me or has produced
(type of identification) as identification.
Signature of Person Taking Acknowledgment
Name of Acknowledger Typed, Printed or Stamped
Notary Public, State of
(NOTARY SEAL)
Notarial Serial Number
STATE OF lla~//AL/~
COUNTYO~
The foregoing instrument was acknowledged before me this ~~y of ~
1998, by Elizabeth Pan, as President of PSI INTERNATIONAL, INC., a Massachusetts corporation,
on behalf of the corporation. She is personally known to me or has produced
(type of identification) as identification.
~/Jt. ~
Signature of Person Taking Acknowledgment
;/kL.fIr~ ~~ Z;/fP/S
Name of Acknowledger Typed, Printed or Stamped
Notary Public, St~t~ of ,gt '
I '.........dIh of V"lIginia NoIaly MIIc.-
Notarial Serial N r--:ra~~aMII""''' .J
~~ ALEA1HIAM.DAVI8. .
(NOTARY SEAL)
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STATE OF M Dn -j-tLn "-
COUNTY OF M;.sfD_I..
(,).,,/.(. tv. 1V.j"')ie~) a..s .s;eGre.r.7/rl't..~J""~c""
he foregoing instrument was acknowledged before me this iff'- day of j)~c ~_.i e,,- ,
1998, by'. , . ~2f LOGISTIC SYSTEMS, INC., a Montana
corporation, on behalf of the corporation. ~ IS personally known to me or has produced
(type of identification) as identification.
Signatur~-;;~~Wledgment
L () / oJ J Jt:",..r~"
Name of Acknowledger Typed, Printed or Stamped
Notary Public, State of 1'1, ^ 1--" ""
(NQT_ARY SEAL)
tV II'r
Notarial Serial Number
STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this _ day of ,
1998, by as of ACSTAR INSURANCE COMPANY, a
, on behalf ofthe . He/she is personally known to me or
has produced (type of identification) as
identification.
Signature of Person Taking Acknowledgment
(NOTARY SEAL)
Name of Acknowledger Typed, Printed or Stamped
Notary Public, State of
Notarial Serial Number
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STATE OF
COUNTY OF
The foregoing instrument was acknowledged before me this _ day of ,
1998, by Hien Q. Nguyen, as President/CEO of LOGISTIC SYSTEMS, INC., a Montana
corporation, on behalf of the corporation. He is personally known to me or has produced
(type of identification) as identification.
Signature of Person Taking Acknowledgment
(NOTARY SEAL)
Name of Acknowledger Typed, Printed or Stamped
Notary Public, State of
Notarial Serial Number
STATEOF ~. .
COUNTY OF
inst ent w~ aclq:lOwledged before me this Ib ~ day of n~ ,
. as V~ of ACSTAR INSURANCE COMPANY, a
on behalf ofthe ~ . He.4lM is personally known to me.QI:-
. Q (typo of id<"'jfication) as
~~.~
Sign e of Person Taking A knowledgment
NoJ-oJ.e 9. s.~ 0]
Name of Acknowledger T ed, Printed or Stamped
Notary Public, State of COf\f\eCfl cut
NATALIE P. SIHPOL
. I S ..;<>lJ~r,)'f'iln' l'lJaLll;
Notana eM'Pe ~ ~hPIRES SEP. 30', 2003
(NOT~Y ~AL)
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EXHIBIT" A"
Clearwater Software Licensing
Items Clearwater Paid
Backoffice 1
SNA Server 1
SQL Server 1
SMS Server 1
SMS Server Client 130 users
NT Server 11
NT Server Client 130 users
Exchange Server 1
Exchange Client 13 0 users
Windows 95 130 users
Office Pro 95 63 users
Exceed 25 users
V irus Scan 200 users
NetShield 200 users
Ootivitv 200 users
Site Manager 1
Telecom Fax 50 users
Unix (Interactive and AIX) 8
Visio 0
Z-Mail 20 users
Rumba 1
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EXHIBIT "B"
APPROVED STATEMENT
On May 30, 1995, the City and PSI International entered into a contract for Computer System and
System Integration Services, providing for the installation and integration of a police computer
system including operating system software, application software, computer hardware, wired and
wireless networking products and services. As the system integrator, PSI was providing core
application modules developed by another company.
After installing the computer-aided dispatch software and the hardware, software and wide area
network in the Clearwater Police Department, PSI International and the City agreed to assign the
remaining work directly to the software supplier most responsible for the work not yet completed.
Asof
(date of assignment),. PSI International isno longer working with the
City of Clearwater.
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