HomeMy WebLinkAbout2007-120
1 RESOLUTION NO. 2007-120
2 RESOLUTION OF THE MA YORAND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A
3 MAINTENANCE AGREEMENT WITH VERSATILE INFORMATION PRODUCTS FOR
MAINTENANCE OF THE CITY'S NICE LOGGING RECORDER SYSTEM, AND
4 RATIFYING ANY SERVICES PREVIOUSLY PROVIDED FROM MARCH 1, 2007.
5 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AS FOLLOWS:
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SECTION 1. The Mayor and Common Council of the City of San Bernardino do hereby
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authorize the City Manager to execute a maintenance agreement with Versatile Information Products
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(VIP) for maintenance of the City's NICE logging recorder system, a copy of which is hereby
attached as Exhibit "A", and incorporated herein by this reference.
SECTION 3. The Mayor and Common Council of the City of San Bernardino do hereby
ratify any and all actions taken by VIP from March 1,2007 through the date of adoption of this
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Resolution.
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SECTION 3. Authorization is rescinded if the VIP Maintenance Agreement is not fully
executed within 120 days of the passage of this Resolution.
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F:\CALKINS\Agenda Items\Versatile Info ProductsWIP.Res.wpd 1
1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE A
2 MAINTENANCE AGREEMENT WITH VERSATILE INFORMATION PRODUCTS FOR
MAINTENANCE OF THE CITY'S NICE LOGGING RECORDER SYSTEM, AND
3 RATIFYING ANY SERVICES PREVIOUSLY PROVIDED FROM MARCH 1,2007.
4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and
joint
5 Common Council of the City of San Bernardino at a regular meeting thereof, held on the 16t
6 day of April
,2007, by the following vote, to wit:
7 COUNCIL MEMBERS:
AYES
NAYS
ABSTAIN ABSENT
8 ESTRADA
9 BAXTER
10 BRINKER
11 DERRY
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12 KELLEY
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13 JOHNSON
14 MC CAMMACK
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-X-
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~~ ej.l~Il.,L
Rachel Clark, City Clerk
The foregoing Resolution is hereby app~e~h~2rt~=~~~~
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PA RICK J. M S, Mayor
21 . of San Bernardino
22 Approved as to form:
23 JAMES F. PENMAN,
City Attorney
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2007-120
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VENDOR SERVICE AGREEMENT
This Vendor Service Agreement is entered into this.li.tlL day of Avril 2001, by and
between VERSA TILEINFORMA TIONPRODUCTS ("VENDOR") and the City of San Bernardino
("CITY" or "San Bernardino").
WITNESSETH:
WHEREAS, the Mayor and Common Council has determined that it is advantageous and
in the best interest of the CITY to enter into an Agreernent with VENDOR for repair and
maintenance of the NICE Logging Recorder System.
NOW, THEREFORE, the parties hereto agree as follows:
1. SCOPE OF SERVICES.
For the remuneration stipulated, San Bernardino hereby engages the services of VENDOR
to provide those products and services as set forth in Exhibit "A", attached hereto and incorporated
herein by this reference.
2. COMPENSATION AND EXPENSES.
a. VENDOR shall provide CITY the services delineated above without charge, except
for "non-business" hours services as defined and for the rate set forth in Exhibit "A", attached hereto
and incorporated herein by this reference.
b. No other expenditures made by VENDOR shall be reimbursed by CITY.
3. TERM; SEVERABILITY.
The term of this Agreement shall be from March 2. 2007 through February 28, 2008.
This Agreement may be terminated at any time by thirty (30) days written notice by either
party. The terms of this Agreement shall remain in force unless mutually amended. The duration
of this Agreement may be extended with the written consent of both parties.
4. INDEMNITY.
CITY agrees to indemnify and hold harmless VENDOR, its officers, agents and volunteers
from any and all claims, actions, or losses, damages and/or liability resulting from CITY's negligent
acts or omissions arising from the CITY's performance of its obligations under the Agreement.
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2007-120
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VENDOR agrees to indemnify and hold harmless the CITY, its officers, agents, and
volunteers from any and all claims, actions, or losses, damages and/or liability resulting from
VENDOR's negligent acts or omissions arising from the VENDOR's performance of its obligations
under the Agreement.
In the event the CITY and/or the VENDOR is found to be comparatively at fault for any
claim, action, loss, or damage which results from their respective obligations under the Agreement,
the CITY and/or VENDOR shall indemnify the other to the extent of its comparative fault.
5. INSURANCE.
While not restricting or limiting the forgoing, during the term of this Agreement, VENDOR
shall maintain in effect policies of comprehensi ve public, general and automobile liability insurance,
in the amount of $1,000,000.00 combined single limit, and statutory worker's compensation
coverage, and shall file copies of said policies with the CITY's Risk Manager prior to undertaking
any work under this Agreement. CITY shall be set forth as an additional named insured in each
policy of insurance provided hereunder. The Certificate of Insurance furnished to the CITY shall
require the insurer to notify CITY of any change or termination in the policy.
6. NON-DISCRIMINATION.
In the performance of this Agreement and in the hiring and recruitment of employees,
VENDOR shall not discriminate on the basis of race, creed, color, religion, sex, physical handicap,
ethnic background or country of origin.
7. INDEPENDENT CONTRACTOR.
VENDOR shall perform work tasks provided by this Agreement, but for all intents and
purposes VENDOR shall be an independent contractor and not an agent or employee of the CITY.
VENDOR shall secure, at its expense, and be responsible for any and all payment of Income Tax,
Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other
payroll deductions for VENDOR and its officers, agents, and employees, and all business licenses,
if any are required, in connection with the services to be performed hereunder.
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2007-120
1 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS.
2 VENDOR warrants that it possesses or shall obtain, and maintain a business registration
3 certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, permits,
4 qualifications, insurance and approval of whatever nature that are legally required of VENDOR to
5 practice its business or profession.
6 9.
NOTICES.
7 Any notice to be given pursuant to this Agreement shall be deposited with the United States
8 Postal Service, postage prepaid and addressed as follows:
9 TO THE CITY:
City Purchasing Manager
300 North "D" Street
San Bernardino, CA 92418
Telephone: (909) 384-5242
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12 TO THE VENDOR:
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Versatile Information Products
3630 Park Sierra Drive
Riverside, California
14 10.
ATTORNEYS' FEES
15 In the event that litigation is brought by any party in connection with this Agreement, the
16 prevailing party shall be entitled to recover from the opposing party all costs and expenses, including
17 reasonable attorneys' fees, incurred by the prevailing party in the exercise of any of its rights or
18 remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The
19 costs, salary and expenses of the City Attorney and members of his office in enforcing this
20 Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this
21 paragraph.
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ASSIGNMENT.
23 VENDOR shall not voluntarily or by operation of law assign, transfer, sublet or encumber
24 all or any part of the VENDOR's interest in this Agreement without CITY's prior written consent.
25 Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a
26 breach of this Agreement and cause for the termination of this Agreement. Regardless of CITY's
27 consent, no subletting or assignment shall release VENDOR of VENDOR's obligation to perform
28 all other obligations to be performed by VENDOR hereunder for the term of this Agreement.
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2007-120
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12. VENUE.
The parties hereto agree that all actions or proceedings arising in connection with this
Agreement shall be tried and litigated either in the State courts located in the County of San
Bernardino, State of California or the U.S. District Court for the Central District of California,
Riverside Division. The aforementioned choice of venue is intended by the parties to be the
mandatory and not permissive in nature.
13. GOVERNING LAW.
This Agreement shall be governed by the laws of the State of California.
14. SUCCESSORS AND ASSIGNS.
This Agreement shall be binding on and inure to the benefit of the parties to this Agreement
and their respective heirs, representatives, successors, and assigns.
15. HEADINGS.
The subject headings of the sections of this Agreement are included for the purposes of
convenience only and shall not affect the construction or the interpretation of any of its provisions.
16. ENTIRE AGREEMENT; MODIFICATION.
This Agreement constitutes the entire agreement and the understanding between the parties,
and supercedes any prior agreements and understandings relating to the subject manner of this
Agreement. This Agreement may be modified or amended only by a written instrument executed
by all parties to this Agreement.
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2007-120
1 IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and
2 date set forth below.
3 Dated: ~'?.-, \ \ d-. ,2007
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VENDOR.
By:
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Q n~?~C"'r' \'- -r-t:"
Its:
,2007
C:;;;;ARDffiO
By:
F ed ilson, City Manager
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2007-120
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EXHIBIT "A"
OBLIGATIONS OF VENDOR
1. Vendor shall provide equipment parts and software necessary to keep said equipment
in an efficient operating condition at NO CHARGE from 03/01/07 to 02/28/08.
2. Vendor shall make service calls during normal working hours (8:00 a.m. to 5:00 p.m.,
Monday-Friday, excluding holidays) at NO CHARGE. Response to all normal service calls will be
four (4) working hours, either on site, by telephone or modem. Evening and weekends service
coverage is provided for all Emergency service calls (emergency is system down and no recording
can take place) at NO CHARGE. Technicians will be contacted and dispatched by pagers land
telephone response to Emergency service calls will be as soon as possible after the call for service
has been placed. Any service call for Non-emergency service (Emergency is defined as no
recording can take place) placed during Non-Business hours (Business hours are defined as
Monday-Friday, 8:00 a.m. - 5:00 p.m, excluding holidays) will be billed at $370.00 per hour or
responded to when normal business hours resume.
3. Vendor shall make inspections (not to exceed two (2) per year) at the request of an
authorized representative of the SAN BERNARDINO POLICE DEPARTMENT.
4. This agreement is to remain in force through the effective dates. Service will begin
on the first day listed above and end on the last day listed. Either party upon receiving thirty (30)
days written notice to the other party may terminate this Agreement.
5. Intersystem wiring shall only be covered if specifically stated in equipment list.
Customer must own such wiring, or have written authorization for Vendor to perform maintenance.
6. Modem coverage guarantees a dial tone only. This contract in no way implies the
guarantee of successful transmission of data.
7. Throughout the term of this Agreement, the City agrees to;
(a) Follow all manufacturer's and Vendor's installation, operational and
maintenance instructions.
(b) Provide the proper environment and electrical connections, uninterrupted
power supply (UPS) as specified by Vendor.
(c) Provide access and adequate facilities for Vendor's maintenance personnel.
(d) Notify Vendor in writing of any change in the location of the equipment
listed on equipment list.
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2007-120
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EXHIBIT "A"
OBLIGATIONS OF VENDOR
8. VENDOR SHAlL NOT BE RESPONSffiLE FOR THE FOLLOWING:
(a) Damage to equipment covered under an existing service contract caused by
the use of non-authorized or standard accessories and/or supplies. This
includes, but is not limited to, the use of lower grade ribbons and toner
cartridges in any type of printing device, unshielded cables used with any
computer equipment, lower grade recording tapes and supplies
(b) Replacement of accessories and supplies deemed disposable or replaceable
by usage cycle to include, but not limited to earphones, ear cords, bar-code
reader and microphone, microphone elements, microphone cords, foot or
hand controls, optical disks, ribbons or floppy disks, toner, batteries, AC
adapters and magnetic or other storage media.
(c) Repairs made necessary by obvious abuse, damage due to negligence, fire,
water, storm, burglary or any act of God.
(d) Any repairs required due to system not on an UPS (Uninterruptible Power
Supply) will be charged to the City.
(e) Service on equipment that has been modified, altered or repaired by others
not authorized by Vendor.
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