HomeMy WebLinkAbout1991-285
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RESOLUTION NO. 91-285
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RESOLUTION OF THE CITY OF SAN BERNARDINO AUTHORIZING THE
EXECUTION OF AN AGREEMENT WITH OMNICOM, INC. TO PERFORM CONSUL-
TING SERVICES RELATING TO THE PROVISION OF SPECIFIC ENGINEERING
COMMUNICATIONS SERVICES IN SUPPORT OF THE MOBILE DATA TERMINAL
SYSTEM INSTALLATION PROJECT.
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 omnicom, Inc. to perform consulting services
relating to the provision of specific engineering communications
services in
support of the
Mobile Data Terminal System
11 installation project; a copy of which is attached hereto marked
12 Exhibit "A" and incorporated herein by reference as fully as
13 though set forth at length.
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SECTION 2. The authorization to execute the above
15 referenced agreement is rescinded if the parties to the agree-
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ment 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
Bernardino at an regular
meeting thereof, held on the
July
, 1991, by the following vote,
1st
day of
to wit:
IIIII
IIIII
11111
11111
RESOLVTION'AU~HORIZING AGREEMENT WITH OMNICOM, 'INC~ :~OR C0NSULTIN
SERVICES RELATING TO MOBILE DATA TERMINAL SYSTEM'INSTALLATION
PROJECT.
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COUNCIL MEMBERS
AYES
NAYS
ABSTAIN
ESTRADA x
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REILLY x
HERNANDEZ X
MAUDSLEY X
MINOR X
POPE-LUDLAM X
MILLER ~
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CI CLERK 1
The foregoing resolution is hereby approved this
day of
July
1991.
3rd
4f~/~ ,,/
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'/W.R. H 0 ,MAYOR
city or San Bernardino
Approved as to form and legal content:
JAMES F. PENMAN
city torney
by:
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Res. 91-285
Exhibit "A"!
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A G R E E MEN T
THIS AGREEMENT is made and entered into this 16th day
of August, 1991, by and between the CITY OF SAN BERNARDINO,
a municipal corporation, 300 North "D" Street, San Bernardino,
California 92418, (herein referred to as "City"), and OMNICOM,
INC., 325 John Knox Road, suite E-204, Tallahassee, FL 32303
(herein referred to as "Consultant).
City and consultant agree as follows:
1. General Description of Work to be Done.
City hereby engages Consultant, and Consultant hereby
accepts such engagement, to perform the services herein
described for the compensation herein provided. Consultant
hereby assures and covenants to City that they have the
qualifications, experience and facilities to properly perform
said services, and hereby agrees to undertake and complete the
performance thereof for the compensation herein provided.
2. Term.
The term of this agreement shall commence on execution of
this agreement by both parties. The anticipated term of the
agreement is 1 year and end June 30, 1992. However, this agree-
ment may be extended on a month-to-month basis for a maximum of
six (6) additional months upon the express written consent of
Consultant to such extension and the approval thereof by the
Mayor. However, if the term of the agreement is increased,
there will be no change in the maximum total compensation.
3. pavment and provision for pavment
A. Maximum Compensation
(1) Maximum total compensation to be paid under this
agreement shall be $12,713 for the mobile data system design and
specification and $6,036 for the Mobile Data Systems procurement
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as outlined in Consultant's cost proposal, attached hereto,
marked Exhibit "B".
Payment to Consultant for services provided under this
agreement shall be on a monthly basis with project costs iden-
tified by Consultant in four expense categories: direct en-
gineering expense; travel; perdiem expense; general &
Administrative expense; and profit/fee expense.
B. Manner of Compensation
(1) The Consultant shall submit an invoice for pay-
ment to the City Administrator's office in such manner that Con-
sultant shall be paid monthly.
(2) Consultant shall assume and pay all out-of-pocket
expenses and costs of performing services under this agreement
except as otherwise specifically provided herein, and city shall
not be liable for any such costs and expenses.
4. General Description of Work to be Done.
City hereby retains Consultant to perform:
a. Detailed design of the MDT system incorporating all
system component interfaces.
b. Define site configurations and fixed transmission
paths.
c. Prepare statement of work for Motorola describing MDT
system requirements, installation, implementation and system
operation.
d. Prepare agreement between City and Motorola defining
conditions and schedule of system procurement.
e. Coordinate agreement and statement of work between
City and Motorola.
5. Amendments.
This agreement may be amended or modified only by written
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agreement executed by both parties.
6. Assiqnment.
Consultant's rights under this agreement shall not be
assigned by Consultant to any other person, firm or corporation
without the prior written consent of the city.
7. Relationship of Parties.
Consultant is acting as an independent contractor, and
not as an employee of the city. In the performance of personal
services pursuant to the provisions of this agreement, Consul-
tant shall not be supervised, directed, or under the control or
authority of any city officer or employee, except and to the
extent as may be expressly or implicitly required by the terms
and provisions of this agreement. Any direction or control so
required under this agreement shall be limited to broad objec-
tives or goals of the project or program to be accomplished and
not to the details and procedures to accomplish such objectives
or goals. Consultant shall not be obligated to conform to the
supervision or direction of City officers or employees which are
not authorized herein. Changes or modifications of said objec-
tives and goals may be made by written recommendation of either
party subject to the concurrence of the other party in writing.
8. Hold Harmless.
Consultant shall indemnify and hold harmless, the city,
its elective and appointive boards, commissions, officers,
agents and employees from any liability for damage, personal
injury or death arising out of any willful or negligent act,
error or omission of the Consultant incidental to the
performance of the Consultant's professional services under this
agreement. Neither Consultant nor any of its subconsultants
will be liable under this section for damage, personal injury or
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sole negligence of
appointive boards,
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d~ath directly caused or resulting from the
the City or any of its elective and
commissions, officers, agents and employees.
The Consultant shall not commence any work pursuant to this
agreement until all insurance required under this section has
been obtained and such insurance has been approved by the city.
The Consultant shall maintain during the term of this Agreement
the following insurance:
A. Automobile Liability Insurance covering all owned,
non-owned and hired vehicles used in connection with the work in
an amount not less than $300,000 combined single limit per
occurrence for bodily injury and property damage.
B. Professional Liability Insurance in the amount of
$250,000 with deductible per claim, if any, not to exceed ten
percent (10%) of the limit of liability providing for all sums
which the Consultant shall become legally obligated to pay as
damages for claims arising out of the services performed by the
Consultant or any person employed by the Consultant in connec-
tion with this Agreement.
C. Public Liability Insurance, on a comprehensive basis,
in an amount not less than $1,000,000 combined single limit per
occurrence for bodily injury and property damage. The policy
must be endorsed to show the City of San Bernardino as
additional insured.
The Consultant shall furnish certificates of insurance to
the city prior to the commencement of operations, which certifi-
cates shall be effective without thirty (30) days prior written
notice to the city.
9. Attorney's Fees.
In the event an action is filed by either party to
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enforce rights under this
,
agreement, the prevailing party shall
be entitled to recover reasonable attorney's fee in addition to
any other relief granted by the court.
10. Terminated bv citv.
Notwithstanding any other provision of this Agreement,
the city, by notifying Consultant in writing, may terminate all
or a portion of the services agreed to be performed under this
Agreement with or without cause. Consultant shall be given five
(5) days written notice for failure of Consultant to perform
obligations under the contract in a satisfactory manner, and
thirty (30) days written notice if termination is for other
reasons. Notice shall be mailed posted to the address set forth
herein for the receipt of notices.
In the event of any
termination, Consultant shall have the right and obligation to
immediately assemble work in progess and forward same to the
city. All charges outstanding at the time of termination shall
be payable by the city to Consultant within thirty-five days
following submission of final statement by the Consultant.
11. Acceptance of Final pavment Constitutes Release.
The acceptance by Consultant of the final payment made
according to the terms of this Agreement shall operate and be a
release to the city, and every employee and agent thereof, from
all claims and liabilities to Consultant for anything done or
furnished for or relating to the work or services, or for any
act or failure to act of the City relating to or arising out of
work and this agreement.
12. Acknowledqement.
(a) Consultant acknowledges and agrees that city is the
sole and exclusive owner of all rights and remedies in and to
certain confidential ideas and secrets concerning the operations
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of city, any products or information resulting, in whole or in
part, from the work performed under this agreement, and all
products or information derived or to be derived from said work,
regardless of whether city's or Consultant's work is subject to
patent, copyright, or either protection.
(b) In the event that any work performed under this
agreement is or becomes the subject of a patent application,
patent, copyright, or other rights under the laws of the united
states or any other country, Consultant agrees and understands
that city shall have all rights and remedies available to city
under the law as a result of such patent applications, patents,
copyrights, or either rights.
13. Confidentialitv and Non-Disclosure.
(a) Consultant acknowledges that during the Consulta-
tion, Consultant has had and/or shall have access to and has
become and/or shall or may become aware of secret information.
Consultant agrees to hold in confidence all such secret infor-
mation disclosed to Consultant or developed by Consultant in
connection with the work performed under this agreement, either
in writing, verbally, or as a result of the Consultant except:
(1) Information which, at the time of disclosure,
is in the public domain or which, after disclosure, becomes part
of the public domain by publication or otherwise through no
action or fault of Consultant; or
(2) Information which Consultant can show is in its
possession at the time of disclosure and was not acquired,
directly or indirectly, from city;
(3) Information which was received by Consultant
from a third party having the legal right to transmit that in-
formation. Nothing in this paragraph is intended to nor shall
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m~ke confidential records or information which is otherwise made
open to public inspection by law.
(b) Consultant shall not, without the written permission
of the City Administrator, use the secret information, which
Consultant is obligated hereunder to maintain in confidence, for
any reason other than to enable Consultant to properly and com-
pletely perform under this agreement.
(c) Consultant shall not reproduce or make copies of
the secret information or Consultant's output, except as re-
quired in the performance of this agreement. Upon termination
of the agreement for any reason whatsoever, Consultant shall
promptly deliver to city all correspondence, drawings, blueprint
manuals, letters, notes, notebooks, reports, flow-charts,
programs, proposals, or documents concerning city.
(d) Except as may be required for performance of this
agreement, Consultant shall not, during or at any time subse-
quent to this agreement, unless city has given prior written
consent, disclose or use the secret information or engage in or
refrain from any action, where such action or inaction may
result (1) in the unauthorized disclosure of any or all such
secrets to any person or entity; or (2) in the infringement of
any or all such rights.
(e) Consultant shall immediately notify city of any
information which comes to Consultant's attention which does or
might indicate that there has been any loss of confidentiality
of such secrets or breach of such rights.
(f) Consultant shall limit the disclosure of the secret
information to those persons in Consultant's organization or the
city, who have a need to know all or part of the secret informa-
tion. Consultant shall make such disclosure to each such person
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limited to that portion of the secret information that that
person needs to know. Consultant shall inform each such person
of the provisions of this agreement regarding secret information
and shall make reasonable efforts to insure that each such
person shall abide by those provisions.
14. Notices
Any notice required to be given hereunder shall be deemed
to have been given by depositing said notice in the United state
mail, postage prepaid, and addressed as follows:
City:
Shauna Edwins, city Administrator
City of San Bernardino
300 North "D" Street
San Bernardino, CA 92418
Consultant:
OMNICOM, INC.
325 John Knox Road
suite E-204
Tallahassee, FL 32303
Nothing in this paragraph shall be construed to prohibit the
giving of such notice by personnel service.
15. Entire Aqreement.
This contract constitutes the entire Agreement between
city and Consultant and may be modified only by further written
agreement between the parties.
IN WITNESS WHEREOF, this Agreement has been executed by
the date and year first above
the parties effective as of
written.
/ / /
/ / /
/ / /
/ / /
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AGREEMENT'WITH OMNICOM, INC. TO PERFORM CONSULTING SERVICES
RELATING TO THE MOBILE DATA TERMINAL SYSTEM INSTALL~TION 'PROJECT.
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ATTEST:
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Rac ~~!~~~n~r" ,,- ""-,r-
Approved as to form
and legal content:
JAMES F. PENMAN
CITY ATTORNEY
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CITY OF SAN BERNARDINO a
Municipal Corporatio of
the State of Calif nja
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Res. 91-285
PROPOSAL
COMMUNICATIONS CONSULTING SERVICES
FOR THE
CITY OF SAN BERNARDINO
MOBILE DATA TERMINAL SYSTEM
APRIL 29, 1991
OMNICOM, Inc.
Telecommunications Engineering
930 Thornasville Road, Suite 200
Tallahassee, Florida 32303
(904) 224-4451
. E~hlbit "BII
TABLE OF CONTENTS
PAGE
1.0 INTRODUCTION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 1
2.0 PROPOSAL METHODOLOGY .... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 2
3.0 MDT SYSTEM DESIGN AND SPECIFICATIONS. . . . . . . . . . . . . . . . . . . .. 3
4.0 MDT SYSTEM PROCUREMENT ................................. 4
5.0 MDT SYSTEM IMPLEMENTATION .............................. 5
6.0 COST DETAIL, MDT SYSTEM DESIGN AND SPECIFICATIONS ........ 6
7.0 COST DETAIL, MDT SYSTEM PROCUREMENT. . . . . . . . . . . . . . . . . . . .. 7
8.0 COST DETAIL, MDT SYSTEM IMPLEMENTATION. . . . . . . . . . . . . . . . .. 8
9.0 CONCLUSION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 9
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1.0
INTRODUCfION
This proposal is an amendment to OMNlCOM's August 1990 proposal and work
plan for the City's 800 MHz radio communications system. It describes the work
effort and associated costs for the MDT System Design, Procurement and
Implementation.
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2.0 PROPOSAL METHODOLOGY
OMNICOM proposes to incorporate the required operational details contained in
the City's Comprehensive Radio Communications Plan to develop a detailed MDT
system design. The development will be conducted to optimize the total system
throughput from data terminal to data base. All system component interfaces will be
defined; Data Terminal, RF System, Digital Equipment, Message Control, CAD,
Host Computer and Data Bases. The MDT communications site(s) will be defined
after completion of City coverage tests utilizing the County MDT system. Once the
total MDT system design is fmalized, the system procurement process from
Motorola/MDI will begin. Procurement will be made by purchasing from the County
contract with Motorola/MDI through an Agreement and Statement of Work
document. OMNICOM will coordinate installation, perform installation inspection
and witness pre-acceptance tests.
OMNICOM proposes to accomplish total implementation of the City's new MDT
system in three phases; Phase ill - MDT System Design and Specification, Phase IV -
MDT System Procurement and Phase V - MDT System Implementation.
2
3.0 MDT SYSTEM DESIGN AND SPECIFICATIONS
The tasks associated with this phase of the project are as follows:
m.l Perform a detailed design of the MDT system incorporating all system
component interfaces, stressing throughput, redundancy and growth
capacity. Also included in the design will be the defined site(s)
configurations and fixed transmission paths.
m.2 Complete the 800 MHz frequency coordination and appropriate FCC
license application/modification procedures.
m.3 Prepare a statement of work (SOW) for Motorola. This document will
describe the MDT system requirements in detail and specify the
installation, implementation and operation of the overall system.
m.4 Prepare an agreement between the City of San Bernardino and
Motorola that will include the provisions, conditions and schedule of
the system procurement.
3
4.0 MDT SYSTEM PROCUREMENT
The tasks associated with this phase of the project are as follows:
IV. I Coordinate the agreement and statement of work between the legal
staffs of the City and Motorola.
IV.2 Meet with both parties to resolve issues and problems. Also,
incorporate any necessary revisions into the final documents.
IV.3 Obtain all document signatures to initiate the procurement process.
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5.0 MDT SYSTEM IMPLEMENTATION
The tasks associated with this phase of the project are as follows:
V.I Coordinate implementation schedule and installation of system with Motorola.
V.2 Coordinate microwave channel lease with the County and interface with
Motorola at communication sites.
V.3 Coordinate the interfaces between the MDT system, the CAD system and the
various data bases with which the MDT system will require direct access.
VA Prepare an acceptance test procedure in conjunction with the City Police
Department and Fire Department personnel.
V.5 Perform installation inspection.
V.6 Witness pre-acceptance tests.
V.? Coordinate any discrepancies with Motorola and City, also verify final
resolution of problems.
V.S Recommendation of MDT system acceptance and final payment.
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6.0 COST DETAIL, MDT SYSTEM DESIGN AND SPECIFICATIONS
DIRECT ENGINEERING EXPENSE
Project Manager, Engineering, 140 hours @ $42
Engineering Overhead @ 55%
TRAVEL AND PER DIEM EXPENSES
1 Round Trip Airline Fare @ $958
2 Man Days Per Diem @ $105
2 Days Rental Vehicle @ $65
GENERAL AND ADMINISTRATIVE EXPENSES
General and Administrative Expense @ 11 %
PROFIT IFEE EXPENSE
Profit/Fee @ 10%
TOTAL PHASE III
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$ 5,880.00
3,234.00
958,00
210.00
130.00
$ 9,114.00
$ 1,298.00
$ 1,145.32
$ 1,155.73
$ 12,713.05
7.0 COST DETAIL, MDT SYSTEM PROCUREMENT
DIRECT ENGINEERING EXPENSE
Project Manager, Engineering, 56 hours @ $42
Engineering Overhead @ 55%
TRAVEL AND PER DIEM EXPENSES
1 Round Trip Airline Fare @ $958
2 Man Days Per Diem @ $105
2 Days Rental Vehicle @ $65
GENERAL AND ADMINISTRATIVE EXPENSES
General and Administrative Expense @ 11 %
PROFIT/FEE EXPENSE
Profit/Fee @ 10%
TOTAL PHASE IV
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$ 2,352.00
1,293.60
958.00
210.00
130.00
$ 3,645.60
$ 1,298.00
$ 543.80
$ 548.74
$ 6,036.14
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CITY O~
San Bernardino
RACHEL
K R A S N E Y
C TY CLERK
August 12, 1991
Gene A. Buzzi
President
OMNICOM, Inc.
930 Thomasville Road
Suite 200
Tallahassee, FL 32303
Dear Mr. Buzzi:
Following up on your letter to me of July 30, 1991, it is my
understanding that Assistant City Administrator Fred Wilson spoke
with you by telephone today and you indicated there would be no
need to amend the Agreement between the City of San Bernardino
and OMNICOM, Inc., for the second phase of the Mobile Data
Terminal Project.
It is my understanding that in lieu of amending the agreement
which would have required bringing the item back before the City
Council, you will be sending a letter clarifying the scope of
work to be done. Accordingly, we will proceed to have the
document fully executed and a copy of the executed document will
be forwarded to you for your records.
We will note in our files the change of OMNICOM's
and fax numbers. If you have any questions,
hesitate to call me at (714) 384-5102.
address, phone
please do not
Sincerely,
~~~
Rachel Krasney
City Clerk
cc: Fred Wilson, Assistant City Administrator
POST OFFICE BOX 1318, SAN BERNARDINO,
CALIFORNIA 92402
300 NORTH 0 STREET SAN BERNARDINO
CALIFORNIA 92418 0001 7141384.5002
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PRIDE ~
9RESS
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.oOMNICOM, Inc.
COMMUNICATIONS ENGINEERING
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July 30, 1991
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Ms. Rachel Krasney
San Bernardino City Clerk
P.O. Box 1318
San Bernardino, CA 92402
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Dear Ms. Krasney:
Enclosed are the original and two copies of the Agreement between the City of San
Bernardino and OMNICOM, Inc., to proceed with the second phase of the Mobile Data
Terminal Project.
Please make the following changes to the Agreement:
1) OMNICOM's address, phone and fax have been changed to:
OMNICOM, Inc.
930 Thomasville Road
Suite 200
Tallahassee, FL 32303
(904) 224-4451
(904) 224-3059 - FAX
2) Please add the following phrase to item 4, "General Description of Work to be
Done":
f. This work does not include the development of the requirement for "lap
top" computers. If such activity is desired by City, this agreement will
be modified per Section 5.
Regarding item 2) above, I have discussed it with Fred Wilson, and we agree that the
lap top issue could result in a significant effort that we had not proposed.
Alternatively, the lap top issue may only cause a minor increase in our effort, and in
that case, a modification to the agreement would not be necessary.
930 THOMASVILLE ROAD. SUITE 200 . TALLAHASSEE, FLORIDA 32303 . PHONE: (904) 224-4451
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July 30, 1991
Ms. Rachel Krasney
Page 2 of 2
Please contact me if you have any questions.
GAB:dlq
Enclosures (3)