HomeMy WebLinkAboutContracts & Agreements_124-2004_CCv0001-1.pdf AGREEMENT TO FURNISH CONSULTING SERVICES
This Agreement is made and entered into this 7th day of September,2004 by and between the
City of Redlands, a municipal corporation (hereinafter City) and ECS Imaging, Inc. hereinafter
(Consultant).
In consideration of the mutual promises contained herein, City and Consultant agree as
follows:
ARTICLE 1 - ENGAGEMENT OF CONSULTANT
1.1 City hereby retains Consultant to perform professional consulting services relating to
software installation, setup, training, deployment and documentation("Services").
1.2 The Services shall be performed by Consultant in a professional manner and Consultant
represents that it has the skill and professional expertise necessary to provide the Services to
City at a level of competency presently maintained by other practicing professional
consultants in the industry providing like and similar types of services.
ARTICLE 2 - SERVICES OF CONSULTANT
2.1 The Services which Consultant shall perform are more particularly described in Consultant's
proposal to City dated 0811012004 , a copy of which is attached hereto as
Exhibit "A" and incorporated herein by this reference.
2.2 Consultant shall comply with applicable Federal,State and local laws in connection with its
performance of the Services including, but not limited to, applicable State Labor Code
requirements and the State's Fair Employment and Housing Act.
2.3 Consultant agrees that all performance requirements attached hereto as Exhibit"D"shall be met
without the purchase of additional software, hardware or services not outlined in Exhibit"A".
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ARTICLE 3 -RESPONSIBILITIES OF CITY
3.1 City shall make available to Consultant, in a timely manner, complete and accurate
information in City's possession that is relevant to the performance of the Services.
3.2 City will provide Consultant with access to City-owned property as required by Consultant to
perform the Services.
ARTICLE 4 -PERIOD OF SERVICE
4.1 Consultant shall complete the Services by 11101104_, in accordance with the
performance schedule attached hereto as Exhibit "B." The parties agree that time is of the
essence in Consultant's performance of the Services.
ARTICLE 5 - PAYMENTS TO CONSULTANT
5.1 The total compensation for Consultant=s performance of the Services shall not exceed
$57,441.27. A breakdown of this fee is shown on Exhibit "C." Additional fees for extra
work, if any, to be computed and paid as provided in Exhibit "E"of this Agreement.
5.2 Consultant shall bill City within ten days following the end of each month by submitting an
invoice indicating the portion of the Services performed,who performed the Services and the
cost of such Services, including backup documentation. Payments by City to Consultant
shall be made within thirty(30) days after receipt and approval of Consultant's invoice, by
warrant payable to Consultant.
5.3 All notices, bills and payments shall be made in writing and may be given by personal
delivery or by mail. Notices,bills and payments sent by mail shall be addressed as follows:
Cily Consultant
Cletus Hyman, Deputy Chief ECS Imaging, Inc.
Redlands Police Department Attn: Leonard Dominguez
P.O. Box 3005 3720 Sunnyside Dr., Suite 200
Redlands, CA 92373 Riverside, CA 92506
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When so addressed, such notices shall be deemed given upon deposit in the United States
Mail. Changes may be made in the names and addresses of the person to whom notices and
payments are to be given by giving notice pursuant to this paragraph.
ARTICLE 6 - INSURANCE AND INDEMNIFICATION
6.1 Consultant's Insurance to be Primary
All insurance required by this Agreement shall be maintained by Consultant during the term
of this Agreement and shall be primary with respect to City and non-contributing to any
insurance or self-insurance maintained by City. Consultant shall not perform any Services
unless and until all required insurance listed below is obtained by Consultant. Consultant
shall provide City with Certificates of Insurance and endorsements evidencing such insurance
prior to commencement of the Services. All insurance policies shall include a provision
prohibiting cancellation of the policy except upon thirty (30) days prior written notice to
City.
6.2 Workers Compensation and Employers Liability
A. Consultant shall secure and maintain Workers= Compensation and Employer=s
Liability insurance throughout the term of this Agreement in amounts which meet
statutory requirements with an insurance carrier acceptable to City.
B. City and Consultant expressly waive all rights to subrogation, each against the other,
their respective elected officials, officers and employees for losses arising from the
Services performed under this Agreement. Consultant expressly waives Consultant=s
immunity for injuries to Consultant=s employees and agrees that the obligation to
indemnify and hold harmless provided for in this Agreement extends to any claim
brought by or on behalf of any employee of Consultant. This waiver is mutually
negotiated by the parties. This waiver shall not apply to any damage resulting from the
sole negligence of City, its agents and employees. To the extent any of the damages
referenced herein were caused by or resulted from the concurrent negligence of City,its
agents or employees, the obligations provided herein to indemnify, defend and hold
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harmless are valid and enforceable only to the extent of the negligence of Consultant,its
officers, agents and employees.
6.3 Comprehensive General Liability Insurance. Consultant shall secure and maintain in force
throughout the term of this Agreement comprehensive general liability insurance with
carriers acceptable to City. Minimum coverage of one million dollars ($1,000,000) per
occurrence and one million dollars ($1,000,000) aggregate for public liability, property
damage and personal injury is required. Consultant shall obtain an endorsement that City
shall be named as an additional insured.
6.4 Business Auto Liability Insurance. Consultant shall have business auto liability coverage
with minimum limits of one million($1,000,000)per occurrence,combined single limit for
bodily injury liability and property damage liability. This coverage shall include all
Consultant owned vehicles used in connection with Consultant's performance of the Services,
hired and non-owned vehicles, and employee non-ownership vehicles. Consultant shall
obtain an endorsement that City shall be named as an additional insured.
6.5 Hold Harmless and Indemnification. Consultant shall indemnify and hold harmless City,its
elected officials, officers and employees from and against any and all actions, claims,
demands, lawsuits, losses and liability for damages to persons or property, including costs
and attorneys' fees, that may be asserted or claimed by any person, firm, entity,corporation,
political subdivision or other organization arising out of,or in connection with,Consultant=s
negligent and/or intentionally wrongful acts or omissions in performing the Services, but
excluding such actions, claims, demands, lawsuits and liability for damages to persons or
property arising from the sole negligence or intentionally wrongful acts of City, its elected
officials, officers and employees or agents.
ARTICLE 7 - GENERAL CONSIDERATIONS
7.1 In the event any action is commenced to enforce or interpret any of the terms or conditions of
this Agreement the prevailing party shall,in addition to any costs and other relief,be entitled
to the recovery of its reasonable attorneys' fees.
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7.2 All documents,records,drawings,designs,cost estimates,electronic data files,databases and
other documents developed by Consultant pursuant to this Agreement shall become the
property of City and shall be delivered to City upon completion of the Services,or upon the
request of City. Any reuse of such documents and any use of incomplete documents will
be at City=s sole risk.
7.3 Consultant is for all purposes an independent contractor. Consultant shall supply all tools
and instrumentalities required to perform the Services. All personnel employed by
Consultant are for its account only, and in no event shall Consultant or any personnel
retained by it be deemed to have been employed by City or engaged by City for the account
of, or in behalf of, City.
7.4 Unless earlier terminated, as provided for below, this Agreement shall terminate upon
completion and acceptance of the Services by City.
7.5 This Agreement may be terminated by either party, without cause, by providing seven (7)
days prior written notice to the other party (delivered by certified mail, return receipt
requested).
7.6 This Agreement shall be governed by and construed in accordance with the laws of the State
of California.
7.7 If this Agreement is terminated by City,an adjustment to Consultant's compensation shall be
made,but no amount shall be allowed for anticipated profit or unperformed Services,and any
payment due Consultant at the time of termination may be adjusted to the extent of any
additional costs to City occasioned by any adjudged default by Consultant.
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7.8 Upon receipt of a termination notice from City,Consultant shall discontinue all Services and
provided City has fulfilled all of its financial obligations under this Agreement except those
in dispute, deliver or otherwise make available to City copies (in both hard copy and
electronic form,where applicable)of any data,design calculations,drawings,specifications,
reports, summaries and such other information and documents that have been prepared or
assembled by Consultant in performing the Services.
7.9 Consultant shall maintain books evidencing payroll costs and all expenses associated with
the Services. Such books shall be available at all reasonable times for examination by City at
the office of Consultant.
7.10 This Agreement,including the exhibits incorporated herein by reference,represents the entire
agreement of the parties as to the matters contained herein, and any prior negotiations,
proposals and agreements relating to the subject matter hereof are superseded by this
Agreement. Any amendment to this Agreement shall be in writing, approved by the City
Council of City and Consultant.
7.11 This Agreement shall be governed by and construed in accordance with the laws of the State
of California.
IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have
signed in confirmation of this Agreement.
CITY OF REDLANDS ECS IMAGING, INC.
By: y-
usan eppler J es Pappas
May Xhief Executive Officer
ATTEST:
Bye..�,
City Cluk, City of a s
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ATTACHMENT "A"
Industry Standard ECSILaserFiche Imaging System
Proposalfor Redlands Police Department
User System 08//.10/04
Software:
Non Re-Occurrint! Discount Discounted
Price
LF SQL Server 25-User System (3 Full, 22 Retrieval) $13,090 $1,964 $11,126
LF Weblink $ 7,995 $1,199 $ 6,796
(Web Internet/Intranet viewer access. Requres use of NIS SQL CPU Version)
LF Plus Plums In $ 3,795 $ 569 $ 3,226
z:1
(CO created with Laseffiche Plus you get a free search engine that can be distributed royalty-tree)
LF Snapshot 3-User $ 300 $ 45 $ 255
(The Laseffiche Snapshot Utility allows you to skip paper altogether by printing directly to LaserFiche from any Windows application.)
LF E-mail 25-User $ 2,000 $ 300 $ 1,700
Laserfiche Scan Connect Software for Scanner $ 338 $ 50 $ 288
Sub-total Software $27,518 $4,127 $23, 391
Re-Occurrinj! Annually LSAP(License Software Assurance Plan)
LF SQL Server 25-User Annual Updates $ 2,618
LF Weblink Annual Updates $ 1,590
LF Plus Plug-In Annual Updates $ 1,590
LF Snapshot 3-User Annual Updates $ 60
LF E-mail 25-User Annual Updates $ 400
Sub-total Re-Occurring LSAP $ 6,258
Total Software Cost $29,649
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Hardware:
Ricoh IS450 Duplex Scanner, 50ppm, ADF, Flatbed $ 4,495
Microsoft Single Processor SQL Database Server Licensing Engine $ 4,595
Total Cost Pre-Tax $38,739.00
Sales Tax 7.75% $ 3,002.27
Total $41,741.27
Services:
Training:
ECS educational trainin- on-site includes: $ 1,000
Materials, instructor, and follow up telephone support. I-day
On-site for scan operators, retrieval persons & system administrator.
This is a per Day Charge
Inteivation Services:
ECS Systems Integration and Implementation includes: $ 3,000
Installation, Integration, Testing, Troubleshooting, Emergency Support,
Initial Consulting, and Management Project (travel costs included).
oj
Includes Installation of Conversion Images
Re-Occurring Annually
ECS Annual Continuing Priority Support Contract: $ 2,500
Priority on-site support 25-User System up to 20 hours, Phone support as required,
V't year support including updates of software installed, on-site consulting and project
management(all travel costs included). Additional services offered at discounted rates
Total Services $ 6,500
Conversion:
Convert Minolta System Optical Images (9 Discs) to Laserfiche $ 9,200
(35'd Party Charge)
Total Turn-Key Cost
Notes:
• Annual Updates recur annually and inelude all uj)elatey & enhancements to the software.
• Prices arc,subject to change after 60 aa.Yv,
0 *Annual Re-occurring Chargee
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Recommended Minimum Hardware:
Server: Pentium IV 1.4Ghz, Single Processor,
512MB RAM, 3 72GB Drives
in a RAID 5 configuration with 144 GB Active Storage
1.44 Floppy, ATI Xpert 98
8 MB AGP card, Intel 10/100 PCI network card,
CD-ROM 50x, Keyboard, 15" Monitor,
Microsoft PS/2 mouse, Windows 2000 or 2003 Server.
Scan Station
Pentium IV 1.4 GHz with 80GB hard drive, 19" High
Resolution Monitor, Keyboard, Mouse, Modem,
Windows 2000 or XP Pro
CD Writer, SCSI cable, Software& 10 CD's
Options:
Network Attached Storage(NAS) CD Server $ 3,750
Z�
Capaciiy to hold lip to 100 CDs.
LF Full User $550
LF Full User Annual Updates $110
LaserFiche Retrieval User $220
LaserFiche Retrieval User Annual updates $ 44
LaserFiche Email Plug-in (MAPI-compliant) User $ 80
LaserFiche Email Plug-in Annual Updates $ 16
LaserFiche Snapshot User $100
LaserFiche Snapshot User Annual Updates $ 20
LaserFiche Too] Kit $2,500
LaserFiche Tool Kit Annual Updates $ 750
LaserFiche Web Access $ 7,995
LaserFiche Web Access Annual Updates $ 1,590
LaserFiche Workflow (includes Advanced Audit-Trail) $15,000
LaserFiche Workflow Annual Updates $ 3,000
(LaserFiche Audit Trail maximises document management by enabling precise tracking of document usage.)
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EXHIBIT "B"
PERFORMANCE SCHEDULE
DATES RESPONSIBILITY TASKS
9-9-04 ECS/PD Identify Security/Users & Groups/Template Fields
9-9-04 ECS Order Software and Hardware
9-9-04 PD Order Server(s) and Server Operating
System(s)(Windows 2003)
9-23-04 ECS/PD Install and configure MS Single Processor SQL
Data Base Server Engine Software. (Integration
Services)
9-23-04 ECS/PD Install and configure LF SQL Server software
9-23-04 ECS/PD Install LF Weblink
9-23-04 ECS/PD Install LF Plus Plug-in
9-23-04 ECS/PD Install LF Snapshot 3-User Utility
9-27-04 ECS/PD Install LF E-mail 25 user software
9-27-04 ECS/PD Install LF Scan Connect Software
9-27-04 ECS/PD Install Ricoh Scanner
9-27-04 ECS/PD Configure and test all system components and
hardware.
Scanners (One Page Scan)
Security levels (Check Admin&User
Fields)
Template fields(Populate Fields and
Perform one Search by Fields)
All necessary drivers
9-30-04 ECS Trainer Train personnel on scanning process
9-30-04 ECS Trainer Train personnel on retrieval process
9-30-04 ECS Trainer Train personnel and administrative and maintenance
processes.
10-11-04-10/28/04 ECS/Conv. Partner Minolta System optical images to LaserFiche
images for storage and retrieval on LaserFiche
document imaging system.
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EXHIBIT "C"
PAYMENT FOR SERVICES
Licensing for Laseffiche software:
$11,695.50 upon signature of contract.
$11,695.50 upon 15 days after Delivery to Customer Site and Installed.
Annual software maintenance:
$6,258 upon 15 days after Delivery to Customer Site and Installed.
Trainin :
$1,000 to be invoiced on scheduling and due and payable on the last day of training.
Integration Services:
$3,000 to be invoiced as follows:
50% invoiced upon scheduling and 50% invoiced upon completion
Support contract:
$2,500 on invoice upon signature of contract.
Conversion:
$9,200 invoiced upon integration of converted data into LaserFische system.
Hardware
$4,495 upon 15 days after Delivery to Customer Site and Installed.
Additional Software:
$4,595 upon 15 days after Delivery to Customer Site and Installed(MS SQL Server Database
Software)
Sales Tax:
Sales tax to be paid on applicable purchases at time of payment
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EXHIBIT D
PERFORMANCE REQUIREMENTS
Consultant agrees that all performance requirements will be met without the purchase of
additional software or services.
Internet Browser based retrieval
User defined security levels may be applied at individual or group user levels.
Ability to perform a scanned image quality check before document is saved.
User may select automatic saving of a document.
Ability to search by Template Field (case number, crime code, document type, date, distribution
code).
Ability to print individual page(s)or complete document.
Ability to insert, add or delete pages within a scanned document.
Template Fields must at minimum contain
Case number—minimum of 9 digit
Crime type—minimum of 6 digit
Date—mm/dd/yyyy format
Distribution codes—two (2) digit
Report Type -minimum
180s
Citations
Collisions
Finger Prints
Mug Shots (Black/White) (If Color is needed, it requires Color Scanner)
Photos (Black/White) (If Color is needed, it requires Color Scanner)
Reports
Supplemental
Current scanners must be compatible with LaserFiche system
Conversion of Minolta Document Images to allow for the search, retrieval and printing of current
scanned documents through the LaserFiche system.
Ability to e-mail documents through a Microsoft Exchange based mail system.
Ability to retrieve documents through a GIS interface. (City to perform programming tasks)
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EXHIBIT E
CONSULTANT'S RATE OF PAY SCHEDULE
Programming $200.00 Hr. based on
requirements and the amount
of time to develop
Program/Script
Network Consulting $200.00 Hr.
Computer Services $150.00 Hr.
Scanning Services $.12 a Image 8.5 x 11 up to
Legal Size
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