HomeMy WebLinkAboutContracts & Agreements_249-2013_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of infrastructure technology network support services
associated with the City of Redlands" Police Department CAgreernent)is made and entered in
this 17th day of December,2013 ("Effective Date'),by and between the City of Redlands, a
municipal corporation("City)"and Ian Stewart Consulting("Consultant"). City and Consultant
are sometimes individually referred to herein as a"Party"and,together, as the"Parties."In
consideration of the mutual promises contained herein,City and Consultant agree as follows:
ARTICLE 1 --ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to provide infrastructure technology network support
services for City's Police Department(the"Services").
1.2 The Services shall be performed by Consultant in a professional manner,and Consultant
represents that it has the skill and the 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.
1.3 The term of this Agreement shall be for a period of two(2)years commencing as of the
Effective Date of this Agreement and shall end on December 16, 2015,unless terminated
earlier as provided for herein(the"Initial Term"). City shall fin-ther have the option to
extend the Initial Term of this Agreement for two additional one-year terms(the
"Renewal Terms") on the same conditions and provisions hereof,by providing written
notice to Consultant not less than ten(10)days prior to any Renewal Term.The initial
term and the renewal terms are collectively hereinafter referred to as the`"Term"of this
agreement.
ARTICLE2—SERVICES OF CONSULTANT
2.1 The Services that Consultant shall perform are more particularly described in Exhibit
"A,"entitled"Scope of Services,"which is attached hereto and incorporated herein by
reference.
2.2 Consultant shall comply with applicable federal, state and local laws and regulations in
the performance of this Agreement including,but not limited to State prevailing wage
laws.
ARTICLE 3—RESPONSIBILITIES OF CITY
3.1 City shall make available to Consultant information in its possession that may assist
Consultant in performing the Services.
3.2 City designates Danielle Garcia, Interim Chief Information Officer,as City's
representative with respect to performance of the Services,and such person shall have the
authority to transmit instructions, receive information, interpret and define City's policies
and decisions with respect to performance of the Services.
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ARTICLE 4—PERFORMANCE OF SERVICES
4.1 At any time during the Term of this Agreement,City may request that Consultant
perform Extra Services. As used herein,"Extra Services"means any work which is
determined necessary by City for the proper completion of the project or work for which
the Services are being performed,but which the Parties did not reasonably anticipate
would be necessary at the time of execution of this Agreement. Provided the Extra Work
does not exceed twenty percent(20%)of the compensation to be paid by City to
Consultant for the Services, such Extra Work may be agreed to by the Parties,by written
amendment to this Agreement,executed by the City Manager. Consultant shall not
perform,nor be compensated for,Extra Work without such written authorization from
City.
4.2 If Consultant's Services include deliverable electronic visual presentation materials,such
materials shall be delivered in a form,and made available to the City,consistent with
City Council adopted policy for the same. It shall be the obligation of Consultant to
obtain a copy of such policy from City Staff.
ARTICLE 5—PAYMENTS TO CONSULTANT
5.1 The total compensation for Consultant's performance of the Services shall be in the
amount not to exceed Two Hundred Ninety Seven Thousand Six Hundred Dollars
($297,600)for a period of twenty four(24)months, the"Initial Term".The total
compensation for Consultant's performance of Services during the"Renewal Terms"
shall be in the amount not to exceed One Hundred Forty Eight Thousand Eight Hundred
Dollars($148,800)for a period of twelve(12)months for each one-year renewal term.
5.2 Consultant shall submit monthly invoices to City describing the Services performed
during the preceding month. Consultant's invoices shall include a brief description of the
Services performed,the dates the Services were performed,and the number of hours
spent and by whom, and a description of reimbursable expenses related to the project.
City shall pay Consultant no later than thirty(30)days after receipt and approval by City
of Consultant's invoice.
5.3 All notices shall be given in writing by personal delivery or by mail.Notices sent by mail
should be addressed as follows:
Citi! Consultant
Danielle Garcia,Interim CIO Ian Stewart
IT Department Ian Stewart Consulting
City of Redlands PO Box 7769
35 Cajon Street, Suite 222 Redlands,CA 92375
P.O.Box 3005 (mailing)
Redlands,CA 92373
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 section 5.3.
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ARTICLE 6—INSURANCE AND INDEMNIFICATION
6.1 Insurance required by this Agreement shall be maintained by Consultant for the duration
of its performance of the Services. Consultant shall not perform any Services unless and
until the 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. Insurance policies shall include a provision
prohibiting cancellation or modification of the policy except upon thirty(30)days prior
written notice to City.
6.2 Consultant shall secure Workers' Compensation and Employer's Liability insurance in
accordance with the laws of the State of California, with an insurance carrier acceptable
to City as described in Exhibit"B,"entitled"Workers' Compensation Insurance
Certification,"which is attached hereto and incorporated herein by this reference.
6.3 Consultant shall secure comprehensive general liability insurance with carriers acceptable
to City.Minimum coverage of One Million Dollars($1,000,000)per occurrence and Two
Million Dollars($2,000,000)aggregate for public liability,property damage and personal
injury is required. City shall be named as an additional insured and such insurance shall
be primary and non-contributing to any insurance or self-insurance maintained by City.
6.4 Consultant shall secure professional liability insurance in the amount of One Million
Dollars($1,000,000)per claim made.
6.5 Consultant shall secure business auto liability coverage,with minimum limits of One
Million Dollars($1,000,000)per occurrence, combined single limit bodily injury liability
and property damage liability. This coverage shall include all Consultant owned vehicles
used in connection with Consultant's provision of the Services,hired and non-owned
vehicles,and employee non-ownership vehicles. City shall be named as an additional
insured and such insurance shall be primary and non-contributing to any insurance or self
insurance maintained by City.
6.6 Consultant shall defend,indemnify and hold harmless City and its elected officials,
employees and agents from and against any and all claims,losses or liability,including
attorneys' fees,arising from injury or death to persons or damage to property occasioned
by and negligent act or omission,or willful misconduct,of Consultant,or its officers,
employees and agents in performing the Services.
ARTICLE 7—CONFLICTS OF INTEREST
7.1 Consultant covenants and represents that it does not have any investment or interest in
any real property that may be the subject of this Agreement or any other source of
income,interest in real property or investment that would be affected in any manner or
degree by the performance of Consultant's Services. Consultant further covenants and
represents that in the performance of its duties hereunder,no person having any such
interest shall perform any Services under this Agreement.
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7.2 Consultant agrees it is not a designated employee within the meaning of the Political
Reform Act because Consultant:
A. Does not make or participate in:
(i) the making or any City governmental decisions regarding approval of a
rate,rule or regulation,or the adoption or enforcement of laws;
(ii) the issuance,denial,suspension or revocation of City permits,licenses,
applications,certifications,approvals,orders or similar authorization or
entitlements;
(iii) authoring City to enter into,modify or renew a contract;
(iv) granting City approval to a contract that requires City approval and to
which City is a party,or to the specifications for such a contract;
(v) granting City approval to a plan, design,report, study or similar item;
(vi) adopting or granting City approval of policies, standards or guidelines for
City or for any subdivision thereof.
B. Does not serve in a staff capacity with City and in that capacity,participate in making
a governmental decision or otherwise perform the same or substantially the same
duties for City that would otherwise be performed by an individual holding a position
specified in City's Conflict of interest Code under Government Code section 87302.
7.3 In the event City determines that Consultant must disclose its financial interests,
Consultant shall complete and file a Fair Political Practices Commission Form 700,
Statement of Economic Interests,with the City Clerk's office pursuant to the written
instructions provided by the City Clerk.
ARTICLE 8—GENERAL CONSIDERATIONS
8.1 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, including fees for the
use of in-house counsel by a Party.
8.2 Consultant shall not assign any of the Services, except with the prior written approval of
City and in strict compliance with the terms,and conditions of this Agreement.
8.3 Project related documents,records,drawings,designs,cost estimates,electronic data
files,databases and any other documents developed by Consultant in connection with its
performance of the Services, and any copyright interest in such documents,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, shall be at City's sole risk.
8.4 Consultant is for all purposes under this Agreement an independent contractor and shall
perform the Services as an independent contractor.Neither City nor of its agents shall
have control over the conduct of Consultant or Consultant's employees,except as herein
set forth. Consultant shall supply all necessary tools and instrumentalities required to
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perform the Services.Assigned personnel employed by Consultant are for its account
only,and in no event shall Consultant or personnel retained by it be deemed to have been
employed by City or engaged by City for the account of,or on behalf of City. Consultant
shall have no authority, express or implied,to act on behalf of City in any capacity
whatsoever as an agent,nor shall Consultant have any authority,express or implied, to
bind City to any obligation.
8.5 Unless earlier terminated as provided for below,this Agreement shall terminate on
December 16,2015;provided,however this Agreement may be terminated by the City,in
its sole discretion,by providing ten(10)days prior written notice to Consultant(delivered
by certified mail,return receipt requested)of City's intent to terminate. If this
Agreement is terminated by City, an adjustment to Consultant's compensation shall be
made,but(1)no amount shall be allowed for anticipated profit or unperformed Services,
and(2)any payment due Consultant at the time of termination may be adjusted to the
extent of any additional costs to City occasioned by any default by Consultant. Upon
receipt of a termination notice, Consultant shall immediately discontinue its provision of
the Services and,within five(5)days of the date of the termination notice,deliver or
otherwise make available to City,copies(in both hard copy and electronic form,where
applicable)of project related data,design calculations,drawings, specifications,reports,
estimates,Summaries and such other information and materials as may have been
accumulated by Consultant in performing the Services. Consultant shall be compensated
on a pro-rata basis for Services completed up to the date of termination.
8.6 Consultant shall maintain books, ledgers,invoices, accounts and other records and
documents evidencing costs and expenses related to the Services for a period of three(3)
years,or for any longer period required by law, from the date of final payment to
Consultant pursuant to this Agreement. Such books shall be available at reasonable times
for examination by City at the office of Consultant.
8.7 This Agreement,including the Exhibits incorporated herein by reference,represents the
entire agreement and understanding between the Parties as to the matters contained
herein,and any prior negotiations, written proposals or verbal agreements relating to such
matters are superseded by this Agreement.Any amendment to this Agreement shall be in
writing,approved by City and signed by City and Consultant.
8.8 This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
8.9 If one or more of the sentences,clauses,paragraphs or sections contained in this
Agreement is declared invalid,void or unenforceable by a court of competent
jurisdiction,the same shall be deemed severable from the remainder of this Agreement
and shall not affect, impair or invalidate the remaining sentences, clauses,paragraphs or
sections contained herein,unless to do so would deprive a Party of a material benefit of
its bargain under this Agreement.
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IN WITNESS WHEREOF,duly authorized representatives of the City and Consultant have
signed in confirmation of this Agreement.
CITY OF REDLANDS Ian Stewart Consulting
t
By: By:
ete AglYlar,Mayor Ian Stewart, Owner
Attu:
S City Clerk
.. a
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Proposal
Stewart Consulting is pleased to submit a proposal for the City of Redlands Information
Technology Department to provide Police Department Information Technology Network
Support Services.
Service AVreement
Ian Stewart Consulting acknowledges the City's sample service agreement as acceptable
however requests that either Party may terminate this Agrement by giving written notice not
less than thirty(30)days prior to the proposed date of termination(tion 8.5).
Scopeof Services
Ian Stewart Consulting will provide network support and network engineering to the City of
Redlands Police Department for the Specific Projects listed and well as as-needed support
including,but not limited to the following:
Specific Projects:
-Implementation of New Verizon Mobile Private Network:3G140 connectivity.
a.Verizon managed equipment installation(8-14 weeks)into PD datacenter
b.Cross connection and routing into PD network
c.Device testing
d.Re-provision existing newly deployed Toughbook's internal cads
e.Re-provision existing Sprint-equipped MDC police vehicles with new Verizon cards
L Re-provision existing non-Toughbook laptops with new Verizon cards
g.CoordinateJtrain device provisioning with PD volunteers
-Toughbook initial phase deployments and concurrently new police squad unit deployments.
a.Installation of Toughbooks as time and scheduling permits into PD squad cars to replace aging
Motornla/Aimrel units
b.New antennas being installed in cars as time permits with contractor
c.New Windows image to be createdtdeployed once Verizon is up
-Virtual Private Network and certificate services upgrade.
a.Innstall certificate services for internal use
b.Purchase external certificate for VPN
c.Updatefupgrade VPN services
d.Migrate authentication to NPS for wi-fi AP's
f.Guest/vendor wi-fr deployment
General Support—As needed
Network engineering functions;
-Implement and maintain local area networks(LAN),wide area networks(WAN),the inummet
connections,and the virtual private network
-Installation,support,and maintenance of new server hardware and software in ure.
Management of email,anti-spann and virus protection.
-User account and password setup and server permissions management.
-Monitoring network usage.Ensuring the most cast-effective and efficient use of servers.
-Suggesting and providing IT solutions to business and management problems.
-Ensuring that all IT equipment complies with industry standards and recommendations towards best
Practices.
-Undertaking routine preventative measures and implementing,maintaining and monitoring network
security,particularly if the network connects to the internet.
-Planning and implementing future 1T developments and undertaking project work.
-Overall coordination and deployment of quality solutions for services and processes,on an as-riled
basis.
-Overall coordination and design of required technologies,architectures,strategies,designs and
implementation plans,on an as needed basis.
Systems Maintenance and Support Functions:
-Maintain,support and enhance various data assets across the IT infrastructure.
-Provide routine,periodic,and preventative maintenance and support services for file servers,hardware,
middleware,and software for a server-based environment.
-Conduct docs,hardware repair,and software installs,and recommend referral for action to
vendors when repair or support is beyond in-house capability.
-Support RPD configuration management activities to include tracking of configuration changes,plans,
reports.and change requests,
-Support,maintenance,font-line troubleshooting,emblem resolution,referral for action to vendors for
the agency's Internet and email networks,mobile data computers(MIX),ALPR units,mobile audio
video system,etc.
-Optimize,maintain and secure VPN,WLAN networks.
-Conduct periodic inspections to prevent system crashes and ensure overall network aril workstation
effectiveness and provide reports as requested.
-Provide periodic status reports as requested by the organization.
-Support the organization's security policies to ensure that these policies are followed Assist with
disaster recovery,continuity of operations,and contingency plan testing.Support access control to
network resources.
-Monitor users logging on to a network resource,refusing access to those who enter inappropriate access
codes.
-Support in protecting communications to ensure the integrity,availability and confidentiality of
communications.
EXMIT "B"
WORKERS" COMPENSATION INSURANCE CERTIFICATION
Infrastructure technology network support services associated
with the City of Redlands'Police Department
Every employer, except the State, shall secure the payment of compensation in one or more of the
following ways:
(a) By being insured against liability to pay compensation by one or more insurers duly
authorized to write compensation insurance in this State.
(b) By securing from the Director of Industrial Relations, a certificate of consent to self-
insure, either as an individual employer, or as one employer in a group of employers,
which may be given upon finnishing proof satisfactory to the Director of Industrial
Relations of ability to self-insure and to pay any compensation that may become due to
his or her employees.
I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be
insured against liability for Workers' Compensation or to undertake self-insurance in accordance with
the provisions of that Code,and I will comply with such provisions before commencing the performance
of the work of this Agreement. (Labor Code§1861).
Ian Stewart Consulting Date: 1 Z/(7/i
By:
Ian Stewart,Owner