HomeMy WebLinkAbout1995-209
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RESOLUTION NO. 95-209
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT BETWEEN
THE CITY OF SAN BERNARDINO AND COMPUTER NOOK TO ACQUIRE AN
INFORMATION MANAGEMENT SYSTEM FOR THE OFFICE OF THE CITY ATTORNEY
BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO AS FOLLOWS:
SECTION 1.
The Mayor of the City of San Bernardino is
hereby authorized and directed to execute on behalf of said City
an Agreement with Computer Nook for an Information Management
System for the Office of the City Attorney, a copy of which is
attached hereto marked Exhibit "A" and incorporated herein by
reference as fully as though set forth at length.
SECTION 2.
The authorization to execute the above-
referenced agreement is rescinded if the parties to the agreement
fail to execute it within sixty (60) days of the passage of this
resolution.
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4 I HEREBY CERTIFY that the foregoing resolution was duly
5 adopted by the Mayor and Common Council of the City of San
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Bernardino at a regular
day of
June
meeting thereof, held on the 19th
, 1995, by the following vote, to wit:
Council Members:
NEGRETE
CURLIN
HERNANDEZ
OBERHELMAN
DEVLIN
POPE-LUDLAM
MILLER
AYES
of
June
The foregoing resolution
, 1995.
Approved as to
form and legal content:
JAMES F. PENMAN,
City Attorney
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By: ,
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NAYS
ABSTAIN
ABSENT
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is hereby approved this ~/i
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~/(ttu?~IdIi1t~
vid Oberhelman, Mayor Pro Tern
City of San Bernardino
day
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95-209
AGREEMENT
THIS AGREEMENT is made this 19th day of June, 1995, by and
between the City of San Bernardino, California ("CITY") and
COMPUTER NOOK, ("VENDOR").
RECITALS
WHEREAS, CITY desires to acquire an Information Management
System ("System") for the office of the City Attorney and further
desires to acquire such a System from a single vendor who will be
responsible for furnishing and installing hardware and software,
ensuring all components (hardware and software) are properly
integrated, and arranging for training of the employees of the
Ci ty Attorney's Office with respect to use of the System, as
indicated in the Specifications published by CITY on or about
April 11, 1995; and
WHEREAS, VENDOR has submitted a proposal to CITY dated June
7, 1995, for the sale and installation of same; and
WHEREAS, VENDOR represents it is qualified and possesses the
necessary expertise with respect to the goods and services subject
to this Agreement;
NOW, THEREFORE, the parties agree as follows:
1. Contract Documents: The terms and conditions applicable
to this transaction shall be those contained in the following
documents which are all hereby incorporated by reference into this
agreement, in this order of precedence:
A. This Agreement;
B. CITY'S Specifications;
C. Vendor's Proposal, deleting therefrom one ( 1 )
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"notebook" workstation and capping the cost of all training at
$6,400.
In the event of any conflict between the terms and
conditions of any constituent parts of this Agreement, the terms
and conditions of the document having higher precedence shall
control.
2. Payment: Individual and aggregate costs for all
hardware, software and services to be purchased from VENDOR shall
be a maximum of $66,355.67, payable as follows:
(a) Payment for all components of the System shall be
due as follows: 70% upon successful installation of the System,
including transfer of data from present system, and 30% upon
acceptance by CITY.
(b) Payment for training services shall be due upon
completion of the service. CITY may reimburse VENDOR for the cost
of training provided by an independent firm, or may pay such firm
directly at VENDOR'S request; provided the total cost of training
shall not exceed $6,400.
(c) "Acceptance" of the System by CITY shall occur
thirty (30) days from the date VENDOR notifies CITY in writing
that the System has been completely installed and is operational,
unless CITY shall, within said thirty (30) days period, notify
VENDOR that it does not accept the System for a specified reason.
Performance of the System during the acceptance period shall be
subject to CITY's satisfaction.
3. Patent Indemnity: VENDOR agrees to hold harmless and
indemnify CITY, its employees and agents from and defend, at its
own expense (including reasonable attorneys', accountant's and
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consultants' fees), any suit or proceeding brought against CITY
and/or VENDOR based upon a claim that the ownership or use of the
System or any part thereof constitutes any infringement of any
patent or copyright. Where applicable, CITY shall notify VENDOR
in writing of any such suit or proceeding or significant threat
thereof and agrees to give VENDOR information and reasonable speed
and due diligence shall provide CITY with the right to continue
using the System or procure for CITY an equivalent System.
4. Indemni ty: VENDOR agrees and promises to indemnify,
defend and hold harmless CITY, its officers, employees and agents,
from and against all actions, claims, demands, lawsuits, and
liability for damages to persons or property that may be asserted
or claimed by any person, firm, entity, corporation, political
subdivision, or other organizations arising out of or in
connection with the performance of this Agreement, but excluding
such actions, claims, demands, lawsuits and liability for damages
to persons or property arising from the sole negligence or willful
misconduct of CITY, its officers, employees or agents.
5. Insurance:
a. VENDOR shall furnish and maintain during the life
of this Agreement such liability insurance as shall protect VENDOR
and any other person performing work under this Agreement from
claims for damages for personal injury or property damage which
may arise from operations under this Agreement, in an amount not
less than One Million Dollars ($1,000,000.00) per occurrence
(combined single limit).
b. VENDOR shall furnish and maintain Workers
Compensation insurance as required by California law.
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c. VENDOR shall provide CITY with a Certificate of
Insurance evidencing the foregoing coverages prior to performance
of this Agreement.
6. Documentation: VENDOR shall provide a minimum of one
complete set of manuals for all hardware and software components
of the System. VENDOR shall also provide one set of as builts, to
include a diagram of the network and all components thereof.
7. Warranty: Except where a longer warranty is provided
in VENDOR'S proposal, VENDOR agrees to warrant all components of
the turnkey System, including, but not limited to, hardware,
software, data transfer, and integration for a period of twelve
(12) months commencing on such date as agreed to by both parties,
that a successful installation has been finalized as defined in
Item 2(b) of this Agreement.
8. Training: A detailed training plan shall be provided
to the CITY by the VENDOR within two (2) business days of having
completed a successful installation as defined in Item 2(b) of
this Agreement.
The training plan shall consist of a syllabus for each type
of training, a definition of who should attend, location, length
of class, maximum number of students per class, and suggested
dates and times.
VENDOR shall cooperate with CITY in determination of dates
and times so as to lessen the impact on the Department's ability
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to function.
IN WITNESS WHEREOF, the parties have executed this Agreement
on the date first written above.
ATTEST:
Rac~ ~
City Clerk
APPROVED AS TO FORM AND
LEGAL CONTENT:
James F. Penman
City Attorney
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CITY OF SAN BERNARDXNO
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David Oberhelman, Mayor Pro Tern
COMPUTER NOOK
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