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Home My WebLink About2010-230 1 RESOLUTION NO. 2010-230 2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE AWARD OF A PURCHASE ORDER FOR 3 MAINTENANCE SERVICES TO TIBURON INC. OF PLEASANTON, CALIFORNIA. 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. That Tiburon Inc. is a sole source for software maintenance of the City's Public Safety Computer-Aided-Dispatch System (CAD), Police Records Management System (PRMS), Jail Management System (CMS), Mugshot System (TIPS), Field Base Reporting System (FBRlARS), Automatic Vehicle Locator System (A VL), and Mobile Data System. SECTION 2. That the Mayor and Common Council authorize the Director of Finance or hislher designee to issue a purchase order for $170,124.00 to Tiburon Inc. For these maintenance services. The Purchase Order shall reference the number of this resolution and shall incorporate the terms and conditions of the existing maintenance contract, a copy of which is attached hereto as Exhibit A and by this reference made a part hereof. The Purchase Order shall read, in addition to the itemization, "Tiburon Inc. FY 2010/2011 Annual Maintenance Contract for the City of San Bernardino's Public Safety CAD, RMS, CMS, TIPS, FBR, ARS, A VL, and Mobile Data System. Not to exceed $170,124.00." SECTION 3. The above authorization is rescinded if it is not executed within ninety (90) days of the passage of this resolution. 1// /II 1// F:\ WILSON\Resolutions\IT - Tiburon Inc 7.2.10. wpd 1 2 2010-230 3 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and meeting thereof, held 4 Common Council of the City of San Bernardino at a joint regular 5 on the 6th day of July 6 7 COUNCIL MEMBERS: AYES 8 MARQUEZ X 9 DEJARDINS X 10 BRINKER X 11 SHORETT X 12 KELLEY X - 13 JOHNSON X - 14 MCCAMMACK X 15 16 ,2010, by the following vote, to wit: NAYS ABSTAIN ABSENT C{4~'c~ The foregoing Resolution is hereby approved this j)/7I day of July ,2010. 17 18 19 20 21 Approyed as to form: 22 JAMES F. PENMAN, 23 ~~it~ Attorney 24 25 +.f~ 26 27 28 F:\WILSON\Resolutions\IT.Tiburon Ine 7.2.10.wpd ATRICK J. S, Mayor ity of San Bernardino 2 Exhibit " A" VENDOR SERVICE AGREEMENT This Vendor Service Agreement is entered into this 1st day of July 2009, by and between Tiburon Incorporated, of Pleasanton, California ("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 contract for annual maintenance of the Police Depamnent's Tiburon Systems as outlined in Tiburon Inc.'s maintenance quote (dated May 20, 2008) included with this agreement as Exhibit "A"; and WHEREAS, the City of San Bernardino did solicit and accept quotes from Tiburon Inc. because of their sole source status as the exclusive provider of software for Tiburon's system software suites. 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 services as set forth on Exhibit "A" attached hereto and incorporated herein. 2. COMPENSATION AND EXPENSES. a. For the services delineated aboye, the CITY, upon presentation of invoices, shall pay the VENDOR up to the amount of $170, 124.00 for the services set forth in Exhibit "A". b. No other expenditures made by VENDOR shall be reimbursed by CITY. 3. TERM; TERMINATION. The term of this Agreement shall be for a period of two years. This Agreement may be terminated at any time by thirty (30) days' written notice by CSB-Tiburon Inc. 2009/2010 Annual Maintenance - 1 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. Tiburon agrees to protect, defend, indemnity, and saye the Client, its agents, officials, employees, or any firm, company, organization, or indiyidual to whom the Client may be contracted, harmless from and against any and all claims, demands, actions, and causes of action of which Tiburon is given prompt notification and oyer which Tiburon is given control to reso1ye (the "Indemnified Matters"), which may arise on account of illness, disease, loss of property, services, wages, death or personal injuries resulting from Tiburon's negligence in the performance of the services hereunder; provided, however, that in no eyent shall Tiburon be liable for any loss or damages related to the operation, delay or failure of software or equipment provided by Tiburon or for the accuracy or completeness of data, and under no circumstances shall Tiburon be liable for special, incidental or consequential damages. In no eyent shall either party by liable for any damages resulting from loss of profit or business, or for any special, indirect, punitive, incidental or consequential damages, whether arising in an action of contract, tort or other legal theory and regardless of whether such party knew or should have known of the possibility of such damages. The laws in some states do not allow the exclusion or limitation of incidental or consequential damages and the above limitation or exclusion shall be construed so as to give it the maximum practical effect without violating such laws. If a court of competent jurisdiction determines that relevant laws in force may imply warranties and liabilities which cannot be excluded or limited or which can only partly be excluded or limited, then the limits on Tiburon's liability set out in this Agreement shall apply to the fullest extent permitted by law. Tiburon's liability for any claim, whether in tort, contract or otherwise, shall be limited to the total amount to be paid Tiburon under this Agreement. 5. INSURANCE. CSB-Tiburon Inc. 2009/2010 Annual Maintenance - 2 While not restricting or limiting the foregoing, during the term of this Agreement, VENDOR shall maintain in effect policies of comprehensive 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 engage in, nor permit its officers, employees or agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, mental or physical disability, medical condition, marital status, sexual gender or sexual orientation, or any other status protected by law, except as permitted pursuant to Section 12940 of the California Government Code. 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 license, if any are required, in connection with the services to be performed hereunder. 8. BUSINESS REGISTRATION CERTIFICATE AND OTHER REQUIREMENTS. VENDOR warrants that it possesses or shall obtain, and maintain a business registration certificate pursuant to Chapter 5 of the Municipal Code, and any other licenses, CSB-Tiburon Inc. 2009/2010 Annual Maintenance - 3 permits, qualifications, insurance and approval of whatever nature that are legally required of VENDOR to practice its business or profession. 9. NOTICES. Any notices to be given pursuant to this Agreement shall be deposited with the United States Postal Service, postage prepaid and addressed as follows: , TO THE CITY: Mr. Michael Eckley City of San Bernardino 300 North D Street 4th Floor- IT Dept San Bernardino, CA. 92418 Telephone: (909) 384-5947 TO THE VENDOR: Mr. Mike Perez Tiburon, Inc. 6200 Stoneridge Mall Road, Ste 400 Pleasanton, CA. 94588 Telephone: (925) 621-2700 10. ATTORNEY'S FEES In the event that litigation is brought by any party in connection with this Agreement, the preyai1ing party shall be entitled to recoyer from the opposing party all costs and expenses, including reasonable attorneys' fees, incurred by the preyailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions or provisions hereof. The costs, salary and expenses of the City Attorney and members of his office in enforcing this Agreement on behalf of the CITY shall be considered as "attorneys' fees" for the purposes of this paragraph. CSB- Tiburon Inc. 2009/2010 Annual Maintenance - 4 .. 11. ASSIGNMENT. VENDOR shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of the VENDOR's interest in this Agreement without CITY's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be yoid and shall constitute a breach of this Agreement and cause for the termination of this Agreement. Regardless of CITY's consent, no subletting or assignment shall release VENDOR of VENDOR's obligation to perform all other obligations to be performed by VENDOR hereunder for the term of this Agreement. 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 mandatory and not permissive in nature. 13. GOVERNING LAW. This Agreement shall be governed by the laws of the State ofCalifomia. 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. SEVERABILITY. If any proyision of this Agreement is determined by Ii court of competent jurisdiction to be invalid or unenforceable for any reason, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision CSB-Tiburon Inc. 2009/2010 Annual Maintenance - 5 in any other circumstance, and the remaining provisions of thIS Agreement shall remain in full force and effect. 17. ENTIRE AGREEMENT; MODIFICATION. This Agreement constitutes the entire agreement and the understanding between the parties, and supersedes 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. IN WITNESS THEREOF, the parties hereto have executed this Agreement on the day and date set forth below. VENDOR: Dated: ,2009 COp~y By: ~ ~flJ ,!::-fb.~ ~ Its: CITY OF SAN BERNARDINO: Dated: ,2009 By: "'1~ <$>01 (Mr. Char1e~Nee1Y' City Manager) Dated: ,2009 Approved as to Form: James F. Penman, \ Attorney ~ ~ ~ CSB-Tiburon Inc. 2009/2010 Annual Maintenance - 6 By: eXHIBIT "A" Tiburon. Inc. UY. :'1~""I.(J9~' ".;,~I R,),j,~ TIBURftN' }...:.. JOi) f'.'.....". :'" (:.. 'J.1')85 u')~ j 'l)) 6)1 }7\i-.) ~ 'lJ:, 62: J ;'Ll9 ....l,.....,..-.;-.(r,?, May 20, 2008 Mr. Michael Eckley Public Safety Systems Manager City of San Bernardino 300 North "0" Street "B" Building San Bernardino, CA 92418 Subject: Three Year Maintenance auote for the 2008 throul!h 2011 Maintenance Period Reference: Al!J'eement for Extended Services between the City of San Bernardino and Tiburon. Inc.. dated July I. 1995 Dear Mr. Eckley: Tiburon, Inc. is pleased to present the City of San Bernardino with this Multi-Year Maintenance quote for the period of2008 through 20 I I. The projected base maintenance fees for the three (3) year contract beginning July I, 2008 and ending June 30, 2011 are: Annual Maintenance Fees 2008-2011: $510,360 The table below is a breakdown of the software model and maintenance fee associated with the following applications. Software Model CPU Make Start End Total Fees Months CAD 36 7/1/08 6130111 $ 164,032.00 CMS 36 7/1/08 6/30/11 $ 30,054.00 PRMS 36 7/1/08 6/30/11 $ 99.818.00 FAS 36 7/1/08 6/30/11 $ 57,533.00 911 Mapping 36 7/1/08 6/30/11 $ 56,056.00 Oracle 36 7/1/08 6/30/11 $ 52,837.00 AVL 36 7/1108 6/30/11 $ 15,955.00 FBR 36 7/1/08 6/30/11 $ 30,650.00 Sun Pro Intelface 36 7/1/08 6/30/11 $ 3,425.00 Total $ 510,360.00 A ( .. D..,. C 'V,,'" EXHIBIT "A" Mr. Michael Eckley Public Safety Systems Manager Three Year Maintenance quote for the 2008 through 2011 Maintenance Period May 20, 2008 Page 2 on The maintenance fee of$510,360 is broken down to a flat rate ofS170, 120 per year that will be renewable with a PO provided by the City of San Bernardino. Please keep in mind that any enhancement purchase may increase the annual maintenance fee due. In the event of an increase in annual maintenance fees as a result of an enhancement purchase, we will specifY the amount of the increase in our enhancement proposal. Accordingly, when budgeting for the upcoming year's maintenance, we recommend that you budget higher than the estimated amounts provided. If you have any questions or require further information, please contact me at 925-699-0946. at your convenience. Sincerely, ~ 1J.J.n- Jennine Weber Account Manager