Item C24C ounty of M onroe
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BOARD OF COUNTY COMMISSIONERS
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Mayor David Rice, District 4
The FlOnda Key
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Mayor Pro Tem Sylvia J. Murphy, District 5
Danny L. Kolhage, District 1
George Neugent, District 2
Heather Carruthers, District 3
County Commission Meeting
June 20, 2018
Agenda Item Number: C.24
Agenda Item Summary #4308
BULK ITEM: Yes DEPARTMENT: Airports
TIME APPROXIMATE: STAFF CONTACT: T.J Henderson (305) 289 -6302
no
AGENDA ITEM WORDING: Approval to rescind BOCC approval of agenda C13 on March 21,
2018, approving a Professional Services agreement with Passur Aerospace as the agreement was not
included at that time, and ratification of Professional Services Agreement with Passur Aerospace in
the amount of $2,500 per month for the Passur Communicator as executed by the County
Administrator. To be paid from Airport Operating Fund 404.
ITEM BACKGROUND: Passur Communicator is a web based communications systems that will
provide real time airport, airline, airspace and weather information to key internal and external
airport stakeholders
PREVIOUS RELEVANT BOCC ACTION: Approval of Agreement on March 21, 2018.
CONTRACT /AGREEMENT CHANGES:
n/a
STAFF RECOMMENDATION: Approval
DOCUMENTATION:
Passur Aerospace
FINANCIAL IMPACT:
Effective Date: June 1, 2018
Expiration Date: May 31, 2020
Total Dollar Value of Contract: $60,000.00
Total Cost to County: none
Current Year Portion: $12,500.00
Source of Funds: Airport Operating Fund 404
CPI:
Indirect Costs:
Estimated Ongoing Costs Not Included in above dollar amounts:
Revenue Producing: no
Grant:
County Match:
Insurance Required:
Additional Details:
If yes, amount:
n/a
06/20/18 404 -63200 - KEY WEST AIRPORT SECURIT
$60,000.00
REVIEWED BY:
T.J Henderson
Completed
06/04/2018 4:05 PM
Donald DeGraw
Completed
06/04/2018 4:06 PM
Pedro Mercado
Completed
06/04/2018 4:11 PM
Budget and Finance
Completed
06/05/2018 8:15 AM
Maria Slavik
Completed
06/05/2018 8:43 AM
Kathy Peters
Completed
06/05/2018 9:48 AM
Board of County Commissioners
Pending
06/20/2018 9:00 AM
ORDER FORM
1. Effective Date June 1, 2018
2. Subscriber Information:
COMPANY NAME
Exectatuve Offices
Research & Production
1100 Simonton St. Key West Florida 33040
.. One Landmark Squ are
35.1 Orville Drive
305- 809 -5239
Suite 1900
Bohemia, NY 11716
PASSUR.
KNOW NOW Staaaafoa d, C706901
631. 589 -6800: tel
2 years
203.622AO86; tel
631 - 589.6858: fax
A E R O S P A C E
203.629,2970: fax
Invoicing
PASSUR AEROSPACE LICENSE AND SERVICES AGREEMENT
ORDER FORM
1. Effective Date June 1, 2018
2. Subscriber Information:
COMPANY NAME
COMPANY ADDRESS
County of Monroe "The Florida Keys"
Board of County Commissioners
1100 Simonton St. Key West Florida 33040
BUSINESS CONTACT
NAME
EMAIL
PHONE NUMBER
Beth Leto
Leto - Beth@ = ov
305- 809 -5239
BILLING CONTACT
NAME
EMAIL
PHONE NUMBER
Beth Leto
Leto - ethC monroecountfl ov
305- 809 -5239
3. Software and Services Subject to the PASSUR Aerospace Terms and Conditions annexed hereto, Subscriber hereby licenses the
following Software and /or Services on the terms identified herein:
SOFTWARE /SERVICE DESCRIPTION*
ANNUAL
FEES
TERM
BILLING
CYCLE **
SERVICE HOURS
INCLUDED * **
PASSUR Communicator - collaborative, web based
mobile friendly, real -time information exchange
$30,000
2 years
Monthly
platform.
Invoicing
Also includes access to:
- Airport Information Network
- IATA Tactical Operations Portal (Airport Internal
Operations Department License only)
PASSUR Portal — real time arrival and departure
information (Airport Internal Operations Department
License only)
*See attached PASSUR Product Description
* *Invoicing shall be monthly, subscriber shall pay PASSUR Aerospace within thirty (30) days of invoice date.
** *Additional Service hours to be charged at PASSUR's then - current hourly rate for such Services.
Rev 7 -17
PASSUR. KNOW NOW.
AEROSPACE
Fxecutive Offices
One Lwidmgark Square
Suite 1900
Stasrnford, CT 236901
203.622e4O86: tel
203 .629.29 7 7 0: fax
Research & PrO dUctio n
35 -1 Orville trove
631- 5 89- 6£1ft W
631- 589- 6858:fax
This license and services agreement (this "Agreement ") consists of this PASSUR Aerospace Order Form and PASSUR Aerospace
Terms and Conditions and together constitutes the entire agreement between the parties concerning the subject matter hereof and
supersedes all prior statements, representations, discussions, negotiations and agreements, both oral and written. The above pricing is
exclusive of taxes. Unless otherwise indicated, one -time fees are due upon signing this Agreement and recurring fees are due
monthly, in advance. No modification, amendment or variation of this Agreement shall be of effect or binding upon the parties hereto
unless agreed to in writing by their authorized officers. For clarity, any preprinted terms and conditions on Subscriber's purchase
order or other similar document shall be of no force or effect. The undersigned individuals represent and warrant that they are
expressly and duly authorized by their respective entities or agencies to execute this Agreement and to legally bind their respective
entities or agencies as set forth in this Agreement.
IN WITNESS WHEREOF, the parties have executed and delivered this Agreement as of the dates noted next to their signatures, to
be effective on the Effective Date.
Customer
By:
e: G/
Nam IAU E a
Date: 4/17/18
Title: 1 a'pon % D
Date:
— Acting lCounty AGMint s A or
PEDRO J.
AMSTAW
Dete _ _ _
MWIAMM
Rev 7 -17
PASSUR. KNOW NOW
AEROSPAC
Executive Offices
One Landmark Square
Smite 1900
Stamford, CT 06901
203.622A086. tel
203,629.2970, fax
Research & Production
35 1 Orville Drive
Bohemia, NY 117 P6
631 - 589 -6800: tel
631 589-6858: fax
PASSUR Aerospace Terms and Conditions
These PASSUR Aerospace Terms and Conditions, together with the accompanying Order
(30) days prior written notice if either party breaches this Agreement and fails to curt
Form constitute the PASSUR Aerospace services agreement (this "Agreement ") made as
such breach within such thirty (30) day notice period; or (ii) immediately if either party
of the Effective Date by and between PASSUR Aerospace, Inc. ( "PASSUR ") and the
permanently ceases to operate its business or use the Software; Upon termination of thi:
Subscriber identified in the accompanying Order Form. PASSUR and Subscriber agree as
Agreement, Subscriber shall immediately cease using the Software and return all of thr
follows:
copies of the Software and Confidential Information to PASSUR, certify to PASSUR tha
1. License Subject to the terms and conditions of this Agreement PASSUR hereby grants
Subscriber has retained no copies thereof, and acknowledge that it may no longer use tht
Subscriber a non - exclusive, nontransferable, term license to use the Software at the Site(s)
Software. In the event of any termination, all Fees and other amounts not paid under thr
identified in the Order Form. Subscriber cannot share the Software with any other users
Agreement by Subscriber shall immediately become due and payable. Upon termination
not identified in the Order Form.
of this Agreement, PASSUR's obligations under this Agreement shall cease. Obligation:
2. Telecommunications Subscriber acknowledges that PASSUR uses a variety of
and rights that, by their nature, are intended to survive termination or expiration of thi;
technologies including telecommunications, the internet, radar, frame relay, and networks
Agreement shall so survive including (for the avoidance of doubt but without limitation:
to acquire, process, and deliver the Software and/or Services. Subscriber acknowledges
Sections 2, 3, 4, 6, 7, 8 and 10.
PASSUR is not responsible for technical failures that are the responsibility of other
8. Disclaimers PASSUR MAKES NO WARRANTIES, WHETHER EXPRESS, IMPLIED
companies or technologies. Subscriber acknowledges that PASSUR is not responsible for
STATUTORY, REGARDING OR RELATING TO THE SOFTWARE AND A
failure of third party data source(s) and/or feed(s) that are required to deliver the Software
SERVICES PROVIDED TO SUBSCRIBER UNDER THIS AGREEMENT OR A
and/or Services.
THIRD PARTY PRODUCT OR SERVICE, INCLUDING BUT NOT LIMITED TO A
3. Intellectual Property All right, title and interest in and to the Software and any
WARRANTY THAT THE SOFTWARE WILL MEET SUBSCRIBEI
Confidential Information made available by PASSUR to Subscriber pursuant to this
REQUIREMENTS OR THAT THE OPERATION THEREOF OR ACCESS THERE
Agreement, including without limitation, all tangible or intangible material of any nature
WILL BE ERROR FREE. TO THE GREATEST EXTENT ALLOWED BY LA
whatsoever produced by PASSUR or jointly with Subscriber or by any of PASSUR's or
PASSUR SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES
Subscriber's employees or agents, through or as a result of or related to the Software and
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, N(
any of PASSUR's services, shall remain exclusively with PASSUR and its licensors, as
INFRINGEMENT OF THIRD PARTY RIGHTS OR ARISING FROM A COURSE
applicable. The Software is licensed, not sold.
DEALING, USAGE OR TRADE PRACTICE. NEITHER THE SOFTWARE NOR T
SERVICES MAY BE RELIED ON FOR ANY AERONAUTICAL OPERATIC
4. Confidentiality Confidential Information" means nonpublic information that a party to
PURPOSE. SUBSCRIBER REPRESENTS AND WARRANTS THAT IT WILL NOT U
this Agreement ( " Disclosing Party ") designates as being confidential to the party that
OR CAUSE OTHERS TO USE, THE SOFTWARE OR ANY OF PASSUR'S PRODUC
receives such information ( " Receiving Party ") or which, under the circumstances
OR SERVICES FOR THE LIVE NAVIGATION OF AIRCRAFT OR FOR A
surrounding disclosure ought to be treated as confidential by Receiving Party.
PURPOSE RELATED TO THE LIVE NAVIGATION OF AIRCRAFT WHATSOEVER,
Confidential Information includes, without limitation, any and all information in tangible
9. Liability PASSUR SHALL NOT BE LIABLE TO SUBSCRIBER FOR A
and intangible form relating to and/or including the Software, Services, documentation,
INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAG
trade secrets embodied therein and any other written or electronic information whether or
"confidential
INCLUDING WITHOUT LIMITATION ANY LOSS OF REVENUE, PROFITS,
not marked as which, o disclosed to any third pang, could reasonably and
cause competitivy e harm t PASSUR. Both Parties will, and will cause their
DATA, ARISING IN CONNECTION WITH THE SOFTWARE OR ANY SERVIC
employees
employees yeas c and agents to: (a) keep in confidence all Confidential Information; (b) not use
PROVIDED UNDER THIS AGREEMENT, EVEN IF PASSUR HAS BEEN ADVISED
any Confidential Information for any purpose other than the performance of each Party's
THE POSSIBILITY OF SUCH DAMAGES. SUBSCRIBER IS SOLELY RESPONSIB
obligations under this Agreement; (c) not disclose any Confidential Information to any
FOR THE USE, OPERATION, SUPPORT AND MAINTENANCE OF ALL THI
third party without the Disclosing Party's prior written consent; and (d) return all
PARTY PRODUCTS AND SERVICES, AND PASSUR SHALL HAVE NO LIABILI
Confidential Information, including all copies and analyses, to the Disclosing Party
OR RESPONSIBILITY THEREFOR. PASSUR IS NOT RESPONSIBLE FOR A
promptly after the expiration termination of this Agreement. Confidential Information
DAMAGE OR LOSSES RESULTING FROM USE OF THIRD PARTY PRODUCTS A
will not include information that: was known to the public at the time its disclosure
SERVICES. THE USE OF THIRD PARTY PRODUCTS AND SERVICES IS
or becomes known to the public after the disclosure through no action by Receiving Party;
SUBSCRIBER'S SOLE RISK. PASSUR'S MAXIMUM CUMULATIVE LIABILITY F
(ii) was in Receiving Party's possession prior to the time of the disclosure; or (iii) was
ANY AND ALL DAMAGES, COSTS, LOSSES, LIABILITIES AND EXPENSES
developed by Receiving Party independently of the disclosure by Disclosing Party. .
ANY KIND AND NATURE ARISING OUT OF OR RELATED TO THIS AGREEME
SHALL BE LIMITED TO THE TOTAL FEES PAID BY SUBSCRIBER TO PASS
5. Fees. Subscriber agrees to pay PASSUR the Fees identified in the Order Form in
PURSUANT TO THIS AGREEMENT DURING THE THREE MONTH PERK
accordance with the Local Government Prompt Payment Act, F.S. 218.73. All Fees are
PRECEDING THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY OR
due and payable according to the terms set forth in the Order Form. PASSUR's expenses
THIS AGREEMENT HAS NOT BEEN IN EFFECT FOR THREE MONTHS, THEN
for travel, lodging and meals are the responsibility of the Subscriber and shall be paid in
AMOUNT EQUAL TO THE AVERAGE MONTHLY AMOUNT ACTUALLY PAID
accordance with Monroe County's Travel, Per Diem, Meals and Mileage Policy codified
PASSUR BY SUBSCRIBER (CALCULATED BY DIVIDING THE TOTAL AMOU
in Chapter 2, Article III, Division 3 of the Monroe County Code. All Fees are exclusive of
PAID BY THE NUMBER OF MONTHS DURING WHICH THIS AGREEMENT H
taxes, if any, on the Software and services; all sales and other taxes required to be
BEEN IN EFFECT) TIMES THREE.
remitted by PASSUR shall be payable by Subscriber upon invoice by PASSUR. Fees are
not fixed. PASSUR will increase Fees by as cited in the Software Services order form.
10. Assignment Subscriber may not assign this Agreement nor any of its rights under
Any payment of Fees due and owing hereunder not made when due will bear interest from
Agreement to any third party without PASSUR's express written permission. provided i
the date due until paid at the rate of the lesser of 1.5% per month (18% per year),
Subscriber may assign this Agreement: (a) to any affiliate, or (b) in the case of any merge
compounded monthly, or the highest rate allowed by law. Subscriber will also be liable
sale of its stock or assets, to the successor in a merger or to any entity that acquires al.
for all reasonable costs incurred by PASSUR to collect any past due payments, including
substantially all of its stock or assets (an "Assignee "), provided that upon an assignor
attorneys' fees. Subscriber's aggregate Fees shall never be reduced to less than the
under subsection (a) and (b) such Assignee shall automatically assume all of Subscribi
original amount stated in the Order Form during the initial term or any renewal term of
obligations, responsibilities and liabilities set forth in this Agreement. This Agreement sl
this Agreement.
be binding upon and shall inure to the benefit of the Parties and their respective success
and permitted assigns.
6. Term. This Agreement shall effective the Effective Date identified in the Order
Form and shall remain in effect ct for the last st term to expire set forth i the Order Form.
11 Miscellaneous All notices permitted or required to be given by this Agreement shall be it
Applications delivered/deployed prior to on the 15th day of the initi al commencement
writing addressed to the party by certified mail or overnight courier service to the address
period are the a equivalent t to a full month's service and billed accordingly. Subscriber
q u
designed by each party for such purpose. This Agreement shall be governed by the laws of
acknowledges that PASSUR will invoice fees monthly on subscription billing cycle as
Connecticut without regard to conflict of laws principles. The parties agree that all actions
described in the Order Form.
arising under this Agreement that may be brought in court must be commenced in a state
court of general jurisdiction in the state of Connecticut, County of Fairfield and the parties
7. Termination PASSUR may terminate this Agreement in any of the following cases: (i)
irrevocably submit to the jurisdiction of such courts and waive any objection to either the
immediately upon written notice if Subscriber directly or indirectly discloses or provides
jurisdiction of or venue in such court, except that PASSUR may pursue injunctive or other
the Software to any third party not authorized under the terms of this Agreement; (ii) upon
equitable relief to which it is entitled in any forum. This Agreement constitutes the entire
ten (10) days prior written notice if Subscriber fails to pay any amount when due and fails
understanding with respect to the subject matter set forth herein and there are no oral or
to cure such breach within such ten (10) day notice period or (iii) immediately upon an
written understandings or agreements between the parties. This Agreement is valid when
assignment for the benefit of Subscriber's creditors; a petition of bankruptcy filed by or
signed in counterparts, and copies of this Agreement, whether facsimile or otherwise, shat
against Subscriber; a receiver, trustee in bankruptcy, or similar officer is appointed to take
be valid as the original
control of all or part of Subscriber's business; or Subscriber is adjudicated bankrupt.
Either Party may terminate this Agreement in any of the following cases: (i) upon thirty
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Rev 7 -17
PASSUR• KNOW NOW.
A E R O S P A C E
Product Description
Executive Offices
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There are 3 elements of the PASSUR Communicator platform:
• PASSUR Communicator— allows airports to provide detailed, automated field condition information, airport
advisories, and airport plans and intent, including NOTAM and non - NOTAM updates and remote alerts for
critical changes. Currently used by 26 airports in North America.
• Airport Information Network (AIN) — aggregates airport status messages and industry information including
diversions and FAA delay information for the entire NAS. AIN creates a single, centralized, and standardized
resource to manage information sharing during normal activities, as well as during severe disruptions in the
National Airspace.
• IATA Tactical Operations Portal (ITOP) — provides the link for information exchange between PASSUR
airports, airlines and the FAA during irregular operations. ITOP receives real -time airport alerts and sends the
information to their airline members. ITOP also hosts a real -time message center for major events.
PASSUR Communicator provides an airport a single, secure, easy to use web interface, to post NOTAM and Non -
NOTAM information. The Airport can customize airport information, both airfield and terminal, and instantly
posted and communicate through automatic email or text messages to airport users. The airport can send instant
updates about NOTAMs, tenant
advisories, construction advisories,
plans for irregular ops, and other
timely operational information.
The PASSUR Communicator
platform allows airports to
consolidate their airfield operations
responsibilities and provide better
communication/service to all
stakeholders including airlines
station managers and dispatchers,
service providers and tenants, other
airport, TSA, CBP, etc.
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Types of information that airports
need to share:
• Irregular Operations: hurricane, aircraft incident/accident including pre -event and real -time information
• Diversion activity and tarmac delays
• Service failure: such as fueling, deicing, jet bridge, loss of power, passenger shuttles or Tram)
• Terminal conditions and /or extended stay passenger conditions
• Security breach
• Roadway or expressway to airport shut down
• Significant navaid outages effecting approaches such as localizer out of service
• Status: CBP and TSA, concessions, FBOs, hotels, ground transportation
PASSUR Communicator allows for data to be automatically populated and keyed in through free form plain text.
Data that is automatically populated includes:
• NOTAMs
• Diversion
• Weather
• FAA Delay Information
• Runway configuration
• Runway Visual Range
Rev 7 -17
Packet Pg. 578
_
Executive Offices
Research & Production C.24.a
One Landmark Square
35 -1 Orville Drive
PAWUR KNOW NOW
Suite 1900
Stamford, CT
Bohemia, NY 11716
631 -589 -6800: tel
: tel
203.622.408 6:te1
631 - 589 -6858: fax
AEROSPACE
203.629.2970: fax
Information is also customized to the airports needs, for example:
• Runway status
• Apron/pads /gate assignments
• Construction
• Terminal information
• Landside /parking information
• Security
• Status of services
• TSA/CBP availability
• Airport documents and links
Interactive Information flow includes:
• Real -time chat messaging
• National Event Management Collaboration — hosted by the IATA
Traffic Services Desk
Key Software Features:
• Menu driven information components are consolidated and
accessible from one page
• Mobile /tablet friendly
• Responsive design: auto format to screen
resolution
• User configured layout: users can organize
content by preference
• User defined alerting: audio, visual and email
• User friendly: link and document management
• Full archive: all information is archived for easy
retrieval and analysis
Email Alerting:
Any or all updates to the page can be emailed or texted
to users. To void data overload, the data sent to users is
customized to their needs. Usernames and passwords for
messaging is managed by the user or airport.
Real -time Chat:
Communicate in real -time with your airlines, on site and
off -site, at their Operations Control Centers, FAA Tower,
FBOs, tenants, etc. Below is real airport chat messaging.
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Airport Information Network (AIN) aggregates airport status messages and industry information including
diversions and FAA delay information for the entire NAS. AIN creates a single, centralized, and standardized
resource to manage information sharing during normal activities, as well as during severe disruptions in the National
Airspace.
IATA Tactical Operations Portal (ITOP) provides the link for information exchange between PASSUR airports,
airlines and the FAA during irregular operations. ITOP receives real -time airport alerts and sends the information to
their airline members. ITOP also hosts a real -time message center for major events.
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Research & Productlor C.24.a
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35 -1 Orville Drive
PASSUR® KNOW NOW
Suite 1900
S tamford,
Bohemia, NY 11716
631 -589 -6800: tel
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203.622.4088 6: : tel tel
631- 589 -6858: fax
AEROSPACE
203.629.2970: fax
Our misz,on i
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Airport Information Network (AIN) aggregates airport status messages and industry information including
diversions and FAA delay information for the entire NAS. AIN creates a single, centralized, and standardized
resource to manage information sharing during normal activities, as well as during severe disruptions in the National
Airspace.
IATA Tactical Operations Portal (ITOP) provides the link for information exchange between PASSUR airports,
airlines and the FAA during irregular operations. ITOP receives real -time airport alerts and sends the information to
their airline members. ITOP also hosts a real -time message center for major events.
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PASSUR Portal provides access to real -time aircraft arrival and departure information on a secure Web dashboard.
Flight Status allows airport operations to view live runway configuration, arriving and departing flights instantly
correlated with operator information, current weather conditions, arrival and departure rates by hour, airline
scheduled times with user - defined delay alerts, and the ability to find flights anywhere in the national airspace
system from this single portal screen. Views can be further customized through multiple user - selectable filters, such
as "View Specific Airlines/Tail Numbers
only" and color coding to highlight important
airlines or base aircraft.
Operational data elements include: arrivals by
filed -flight ID or beacon code, Estimated
Time of Arrival (ETA), Actual Time of
Arrival (ATA), range to landing, runway
landed, aircraft type, tail number, origin,
destination; departures by filed- flight ID,
ATD, destination, aircraft type, tail number;
instant decoding of ICAO code, aircraft type,
airport code through mouse - overs; total
arrivals and departures by runway, by hour;
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actua runway con tguratlon, an
TAF current/forecast weather; user - defined filters /color- coding; tail number lookup; local find - flight; national find -
flight; daily 24 -hour activity summary; based - aircraft report.
Rev 7 -17
Packet Pg. 580
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actua runway con tguratlon, an
TAF current/forecast weather; user - defined filters /color- coding; tail number lookup; local find - flight; national find -
flight; daily 24 -hour activity summary; based - aircraft report.
Rev 7 -17
Packet Pg. 580