HomeMy WebLinkAbout1992-222
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RESOLUTION NO. 92-222
3 RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE EXECUTION
OF AN AGREEMENT WITH TIBURON, INC. RELATING TO TECHNICAL SUPPORT
4 SERVICES FOR THE POLICE RECORDS MANAGEMENT SYSTEM SOFTWARE.
5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AS FOLLOWS:
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7 SECTION 1. The Mayor of the city of San Bernardino is hereby
8 authorized and directed to execute on behalf of said city an
9 Agreement with Tiburon, Inc. relating to software support services,
10 a copy of which is attached hereto, marked Exhibit "A" and incor-
11 porated herein by reference as fully as though set forth at length.
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SECTION 2. The authorization to execute the above referenced
amendment is rescinded if the parties to the amendment fail to
execute it within sixty (60) days of the passage of this
resolution.
I HEREBY CERTIFY that the foregoing resolution was duly
adopted by the Mayor and Common Council of the City of San
meeting thereof, held on the 6th
Bernardino at a
reaular
July
, 1992 by the following vote, to wit:
day of
21 COUNCIL MEMBERS
AYES
NAYS
ABSTAIN
ABSENT
22 ESTRADA
23 REILLY
24 HERNANDEZ
25 MAUDSLEY
26 MINOR
27 POPE-LUDLAM
28 III
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RESOLUTION OF THE ICTY OF SAN BERNARDINO AUTHORIZING THE EXECUTlbN OF AN
AGREEMENT WITH TIBURON, INC. RELATING TO TECHNICAL SUPPORT SERVICES FOR THE
POLICE RECORDS MANAGEMENT SYSTEM SOFTWARE.
1 MILLER
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6 The foregoing resolution is hereby approved this q~
7 day of , 1992.
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,~. (Approved per' City of S Bdno Res No 92-222 adopted 7/6/92)
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EXHIBIT "A"
TIBURON, INC.
AGREEMENT FOR EXTENDED SERVICE
This Agreement entered into this day of _ ' 1992, by and between
the City of San Bernardino, hereinafter called "CLIENT' and Tiburon, Inc., having its office
at 39350 Civic Center Drive, Suite 280, Fremont, California 94538, hereinafter called
''TIBURON."
Witnesseth
WHEREAS, CUENT has determined that it requires the categories of application software
maintenance on the software subsystems which have been provided to CLIENT by
TIBURON under a separate agreement and which are initialed below and which are
referred to hereinafter collectively as the "Program,"
cpo
JJII
24/7
Service
Option
"X"
Software
.
Upgrade
Option Application
"X"
CUENT
Initials
Tiburon
Initials
Police Records Management (RMS)
and
WHEREAS, CLIENT therefore requires the provision of professional and technical services
and materials as specified in this Agreement, and
WHEREAS, TIBURON is qualified to provide the services and materials required by
CLIENT as specified in this Agreement.
NOW THEREFORE, in consideration of the mutual covenants contained herein, CLIENT
and TIBURON agree as follows:
1. Period of Performance
The term under which TIBURON shall be obligated to perform under this Agreement shall
commence July 1, 1992, and shall continue until June 30, 1993, or until this Agreement has
otherwise been terminated as provided for herein.
2. Statement of Work
With respect to the Program, TIBURON shall perform the following maintenance services:
a) TIBURON shall retain a copy of the Program source code.
b) If during the term of this Agreement, (1) CUENT discovers defects in the
Program such that the Program will not perform in accordance with the
Detailed System Specifications as previously accepted by CUENT;
(2) CUENT notifies TIBURON of such defects in writing; and (3) such
defects are reproducible, then TIBURON shall provide timely corrections of
such defects.
c) If problems arise concerning the Program, TIBURON shall provide telephone
assistance and support via remote dial-in.
If an on-site visit is required to correct the defect, TIBURON will travel to
the site at no additional charge unless remote support is not available. In this
case, travel and per diem costs will be charged.
d) TIBURON shall provide CUENT with a minimum of quarterly status reports
to include a summary of outstanding problems and requests.
e) TIBURON shall provide a toll-free telephone service for routine operational
and technical assistance.
f) TIBURON shall visit CLIENT periodically to conduct an operations review
of CLIENTs Programs. There shall be no additional Technical Service or
travel expense charges for this visit.
g) Technical and operational service shall be available during TIBURON's
normal support hours of 6:00 a.m. to 5:30 p.m. Pacific Time (excluding
weekends and TIBURON holidays) and at additional times according to the
terms defined in the Schedule of Services and Charges which is attached as
Exhibit A and incorporated herein by reference.
h) TIBURON shall provide software upgrades and enhancements as per the
schedule and charges stated in Exhibit A Any installation and special
tailoring required shall be charged at the Technical Service Rate as identified
in Exhibit A. All such software provided by TIBURON shall be covered by
the terms of this Agreement.
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Corrections for reported problems or defects due substantially to CUENTs errors or system
changes, or relating to CUENT-modified portions of the Program or to portions of the
Program affected by CUENT-provided software, or diagnosis of problems reported
erroneously shall be performed by TIBURON in a timely manner and will be charged at the
Technical Service Rate, plus applicable travel and per diem expenses.
3. Client Responsibilities
CUENT agrees to provide those services and facilities defined below which are necessary
for the provision of services by TIBURON under this Agreement. CUENT and TIBURON
agree that the scope and schedule of services to be provided by TIBURON under this
Agreement depend upon the timely fulfillment of CUENT responsibilities.
a) CUENT shall assign a coordinator to ensure that CUENTs duties set forth
in this Agreement are met, to coordinate appropriate schedules in connection
with TIBURON's services hereunder, and to provide other coordination
activities which are necessary for TIBURON to perform its services hereunder.
CilENT shall maintain performance logs documenting trouble calls and
availability of on-line systems according to procedures provided by TIBURON.
b) CUENT shall assign individuals who ar~ familiar with the Program and able
to provide on-site technical assistance as required by TIBURON to assist
TIBURON in performing its services hereunder. CUENT personnel will
screen operational assistance cal1s and handle operational problems where
appropriate.
c) CUENT shall inform TIBURON in writing whenever CUENT-applied
changes are made to Program, providing a description of such changes plus
updated source code upon request by TIBURON.
d) CUENT shall ensure that appropriate joumallogs are copied onto tape daily,
that the appropriate data base is copied onto tape or disk weekly, and that full
tape backup is taken before and after each batch run which changes the data
base.
e) CUENT shall (1) run file integrity programs and forward the results to
TIBURON, (2) print data base maps and forward them to TIBURON, and
(3) run the data base purge programs as required in order to maintain data
base efficiency and to limit file continuations.
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f) CUENT shall provide dial-in access to CliENTs computer, making it
accessible by TIBURON for remote service. CUENT is responsible for the
provision of all local equipment (dial-up modems, telephone termination,
communications port, etc.) required to support access by TIBURON.
TIBURON is responsible for remote equipment and all line charges. CliENT
shall also compile programs and run appropriate tests following each remote
access as requested by TIBURON. In the event that CUENT does not
comply with this provision, additional charges as specified in Exhibit A shall
apply.
g) CliENT shall provide a complete copy of production source code to
TIBURON, in a format compatible with TIBURON support environment, so
that TIBURON has ready access to the code for maintenance work. Complete
replacement copies shall be made available on a timely basis upon request by
TIBURON.
CliENT shall be responsible for storing a complete copy of production source
code off-site as an emergency backup.
h) CliENT shall meet with TIBURON as may be reasonably required to discuss
operational issues and the status of the Program and provide timely responses
to issues related to maintenance and Program performance raised in writing
by TIBURON. r
i) CliENT shall update and maintain the input data as may be required for
satisfactory Program operation, and be responsible for the accuracy of
CUENT-provided data.
4. Payment
CUENT shall make payments to TIBURON based on invoices submitted. Schedules and
amounts of invoices shall be determined in accordance with Exhibit A
5. Independent Contractor
Each party hereto, in performance of this Agreement, will be acting in its own capacity.
The employees or agents of one party shall not be deemed or construed to be the employees
or agents of the other party for any purpose whatsoever. TIBURON will be responsible for
payment of payroll taxes, unemployment insurance, and similar obligations with respect to
its own employees, and no deductions shall be made from payments due under this
Agreement for that or any other related reason.
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6. license
With respect to each change, correction, or enhancement to Program furnished to CUENT
under this Agreement, TIBURON grants to CUENT a perpetual, non-exclusive, non-
assignable, non-transferable license to use such change, correction, or enhancement solely
as part of the Program.
7. Client Modifications
CUENT may modify the Program subject to prior approval by TIBURON of the change
to be made and the person or entity making such change.
8. Confidential Information
TIBURON shall regard all CUENT files and data as CUENTs confidential information.
TIBURON shall not release said data to outside parties without written consent of CLIENT.
To the extent allowed by law, CUENT shall regard all software and documentation
provided by TIBURON as confidential information. CUENT shall not release or provide
access to said data to outside parties without written consent of TIBURON.
9. Termination
r
This Agreement may be terminated by either party by giving at least ninety (90) days'
advance written notice to the other party.
Upon termination of this Agreement for any reason, the provisions relating to Confidential
Information and license shall survive.
10. Applicable Law
This Agreement shall be construed in accordance with and governed by the laws of the
State in which the CLIENTs organization is primarily located.
11. Umitation of liability and Remedies
a) Umited Warranty
While this Agreement is in effect, TIBURON warrants that all computer programs
developed or provided under this Agreement will conform to such applicable specifi-
cations as may be developed under this Agreement.
The above warranty is in lieu of all other warranties, express or implied, including
any warranty of merchantability or fitness for a particular purpose.
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City of S Bdno Res 92-222 adopted 7/6/92
b) Limitation of Damages and Remedy
TIBURON's liability hereunder for damages shall not exceed the annual maintenance
charge paid to TIBURON for the period in which the cause of action occurred. In
no event shall TIBURON be responsible for any indirect, consequential, incidental,
or tort damages.
12. Entire Contract
This Agreement sets forth the entire understanding between the parties as to the subject
matter hereof and merges all prior discussions between them, and neither party shall be
bound by any prior representations, conditions, understandings, or warranties except for
original system warranties or those expressly provided herein, or in any surviving terms of
prior written agreements between the parties hereto, or in any written agreements signed
by representatives of the parties on or subsequent to the date of this Agreement. No
provision appearing on any form originated by CLIENT shall have any force or effect unless
such provision is expressly accepted in writing and signed by a representative of TIBURON.
IN WITNESS WHEREOF, the parties have hereunto set their hands on the dates set forth
below. "
.,>~
thoriz d Re;;-A'entative
W. R. HOLCOMB
Name
Darcy A. Hislop
Name
MAYOR. CI~Y OF SAN RF.R~ARnTNn
Title
Manager of Client Services
Title
{' r nn
July 28, 1992
Date
Date
'np~O
",- ,~C, ~VED AS TO FORM
"{:} L:cC',,'.L CONTENT.
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City of S Bdno Res 92-222
EXHIBIT A
SCHEDULE OF SERVICES AND CHARGES
Basic Services
$12,000 per year
TIBURON will provide basic services as defined in the Statement of Work contained in the
body of this Agreement.
Support for RMS is from 6:00 a.m. to 5:30 p.m. Pacific Time, excluding weekends and
normal TIBURON holidays, unless the "24/7" Service Option is selected.
In all cases, call-out charges will apply as described below.
Basic Services also include the base membership dues for two voting memberships in the
Tiburon/PSW3 User Group.
"24/7" Service Option
$3,000 per year
RMS Program support hours are extended to 24-hour, 7-day support (including TIBURON
holidays). Applicable call-out charges continue to apply. If this option is not in force,
technical support requests outside of covered hours are charged at technical service rates
as defined below.
Software Upgrade Option
$3,000 per year
New software releases are provided for the CUENT's version of the Support Software
(S/S) and Relational Data System (RDS) programs. Installation support may be selected
at normal technical service rates as listed below.
Prepaid Technical Support Resource Pool
$
An annual dollar amount is allocated to a Technical Support Resource Pool. The charges
for Technical Support will be subtracted from this dollar amount as incurred. In this event,
any unused portion of this account may be carried over to the next contract year.
Additional Tiburon/PSW3 User Group Memberships $
In addition to the two voting memberships in the Tiburon/PSW3 User Group which is
included in Basic Services, up to three additional voting memberships may be purchased
for $175 each.
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The following charges shall be deducted from the Prepaid Technical Support Resource Pool,
or if that option is not available, they shall be invoiced to the CliENT as incurred.
1. Technical Service Rates
Technical support shall be charged at the following rates:
At TIBURON Facilities:
$80 per staff hour
At CliENT Site:
$90 per staff hour
A minimum of four (4) hours per occurrence will be charged for work conducted at
TIBURON facilities and a minimum of eight (8) hours at CliENT site for Technical
Services not covered under Basic Services or "24/7" Service Option as described
previously.
2. Materials, Travel and Per Diem Expenses
When applicable, all special materials, plus travel and per diem expenses shall be
charged to the CliENT at cost.
3. Call-Out Charges
Requests for services outside of the hours of 6:00 a.m. to 5:30 p.m. Pacific Time, on
weekends, and on TIBURON holidays, will result in an additional call-out charge as
follows:
Off-Hour Call-Out Fee:
$250 per occurrence
No more than one call-out fee will be billed per system per day.
4. Software Enhancement Preparation
Application program enhancements will be made available to CliENT if the
Software Upgrade Option is selected. For standard application program enhance-
ments, a fixed fee for normal preparation, tailoring, documentation updates, and
installation instructions shall be charged as follows:
Application Upgrades:
$500 per application
Any additional Technical Services required to support these upgrades will be charged
on a time and materials basis, per the schedules in Paragraphs 1 and 2 above. These
additional services include, but are not limited to, additional training, software
installation, data base modification, custom or extensive tailoring, and any control
and/or operating system modifications.
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5. No Remote Access
All charges in this Agreement are predicated on the CUENT providing the required
hardware, software, and operating environment for dial-in service. If CUENT does
not provide this support for dial-in service, the following additional charges will apply:
Police RMS
$500 per month
In addition, travel and per diem expenses for on-site support required due to lack of
remote access will be charged as dermed in Paragraph 2 above.
Payment Provisions
Payments due under this Agreement shall be made based on invoices submitted in advance
on an annual basis for Basic Services and Options or as incurred for miscellaneous expenses.
Charges provided for in this section may be altered by TIBURON annually on the
anniversary date of the Agreement by giving 90 days' advance written notice of such
changes.
The amount of any tax, license, or permit fees, but not including taxes on income, that may
be imposed or levied upon this Agreement, the transaction, or the materials or services
delivered hereto, shall be added to each invoice and paid by CLIENT in addition to the
amounts shown above.
CUENT shall pay each invoice within 30 days of receipt thereof.
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