HomeMy WebLinkAboutContracts & Agreements_77-2013_CCv0001.pdf AGREEMENT FOR"PASS-THROUGH" PAYMENT FOR
PROJECT MANAGEMENT SERVICES
This agreement for"pass-through"payments for project management services("Agreement") for
the San Bernardino County Chiefs and Sheriffs Association's("Association")COPLINK data
sharing project(the"COPLINK Project") is made and entered into as of the 7th day of May,
2013 ("Effective Date") by and between the City of Redlands("City")and Cletus F. Hyman
("Consultant"). City and Consultant are sometimes individually referred to herein as a"Party"
and,together,as the"Parties."
1. Services. Consultant represents that it will perform the services for the COPLM Projects
which are more specifically described in Exhibit"A,"which is attached hereto and incorporated
herein by this reference(the"Services").
2. Term; Termination.The term of this Agreement shall commence upon its Effective Date and
shall expire upon completion of performance of the Services by Consultant or upon written
notice from the COPLINK Project to City that payments to Consultant shall cease.
Notwithstanding the foregoing,either Party may terminate this Agreement by giving written
notice not less than ten(10)days prior to the proposed date of termination, which date shall be
included in said notice.
3. Compensation,Expenses;Payment. City shall pay Consultant for the Services performed by
Consultant in the amount of Seventy-five dollars($75.00)per hour. The total compensation
payable hereunder shall not exceed the sum of Seventy Five Thousand Dollars($75,000)unless
the performance of the Services and/or reimbursement of costs and expenses in excess of said
amounts have been approved in writing, in advance of performing such Services,by City and the
Sheriffs' Association and/or the Riverside UASI, as appropriate. Compensation shall be payable
upon monthly billing therefore by Consultant to City,which billing shall include an itemized
statement,briefly describing the tasks billed. Payment shall be made to Consultant no later than
thirty (30)days after billing. Consultant acknowledges and agrees that City shall have no
obligation to pay any funds to Consultant,nor shall City be liable therefore,except to the extent
City has received funds from the COPLINK Projects.
4. Independent Contractor. It is the express intention of the Parties that Consultant is an
independent contractor for the COPLINK Projects and not an employee or agent of City.
Nothing in this Agreement shall be interpreted or construed as creating or establishing a
relationship of employer and employee, or any agency relationship, between Consultant and
City. The Parties acknowledge that Contractor is not an employee for State tax,Federal tax or
any other purpose
5. Indemnitv. Consultant shall defend, indemnify and hold City, its elected officials,officers,
employees and agents harmless from and against any and all actions, damages, losses,causes of
action and liability ("Claim") imposed or claimed relating to the injury or death of any person or
damage to any property, including attorneys' fees and other legal expenses,arising directly or
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indirectly from any act or omission of Consultant in performing the services Consultant will
render for the COPLINK Projects.
6. Insurance. Consultant shall acquire and maintain Workers' Compensation,employer's
liability, commercial general liability,owned and non-owned and hired automobile liability, and
professional liability insurance coverage relating to Consultant's Services covering City's risks,
in forms subject to the approval of the City Attorney and/or City's Risk Manager-The minimum
amounts of coverage corresponding to the aforesaid categories of insurance per insurable event
shall be as follows:
Insurance Category Minimum Limits
Workers' Compensation statutory minimum as may be required
Employer's Liability $1,000,000 per accident for bodily injury
disease
Commercial General Liability
$1,000,000 per occurrence and$2,000,000
aggregate for bodily injury, personal injury and
property damage
Automobile Liability $1,000,000 per accident for bodily property
damage(coverage required to applicable to
Consultant's vehicle performing services
hereunder)
Professional Liability $1,000,000 per claim and aggregate
Consultant shall furnish City with certificates,endorsements and copies of information or
declaration pages of the insurance required hereunder prior to Consultant's performance of any
Services.
7.Notice.All notices required by this Agreement shall be given to City and Consultant in
writing,by UPS or FedEx, postage prepaid,addressed as follows:
CITY: Chief Mark Garcia
P.O. Box 1.025 Redlands, CA 92373
CONSULTANT: Cletus F. Hyman
847 Robinhood Ln. Redlands, CA 92373
8.Non-Assignment. This Agreement is not assignable either in whole or in part
9. Amendments. This Agreement may be amended or modified only by written agreement signed
by the Parties.
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10. Validity. The invalidity of any part of any provision of this Agreement shall not void or
affect the validity of any other provision of this Agreement.
11. Governing Law.This Agreement shall be governed by the la-.As of the State of California and
any suit or action initiated by either Party shall be brought in the County of San Bernardino,
California.
12.Attorneys' Fees. 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.
13. Entire Agreement. This Agreement, including its Exhibits, comprises the entire agreement of
the Parties with respect to the subject matter hereof. The previous agreement between the
Parties, dated May 15,2012, for Services for the COPLINK Project is hereby terminated and
superseded by this Agreement.
IN WITNESS WHEREOF,
CITY OF REDLANDS
L 1/
UN-
Dated: _67 7 A-
Pete Aguilar,'Mayor
ATTEST
Dated: 15/7113
Sam Ir;v'in,CAy Clerk
CONSULTANT
Dated:
Cletus F. Hyman
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EXHIBIT"A"
Consultant represents it will provide project management services as described below
(collectively the"Services") for the San Bernardino County Chiefs and Sheriffs Association's
(the"Association")COPLINK Data Sharing Project(the"Project"). For the purposes of this
Agreement, "Services" shall include,but not be limited to,the following:
1. Negotiate contract(s)with IBM for COPLINK software and professional services.
2. Develop agreements and policies as necessary for the implementation and expansion
of COPLINK.
3. Coordinate a Data Center Strategy to include disaster recovery,redundancy,
reliability and processor loading.
4. Coordinate with the RMS vendors, member agencies and IBM to facilitate data
extractions, transfers and refresh.
5. Coordinate with member agencies and IBM to maintain an update strategy.
6. Develop data sharing agreements for sharing data with other COPLINK"Nodes."
7. Develop a data sharing methodology and agreements for sharing data with non-
COPLINK law enforcement data sources.
8. Design and, after approval by Associations, implement short and long term goals with
Association member organizations participating in the Project to sustain the
COPLINK Data Sharing Initiative.
9. Update Assessment model as directed by the Association.
10.Assist in obtaining funds through grants and/or other resources to sustain the Data
Sharing Initiative.
11. Coordinate all phases of the COPLINK Supervised Release Module installation.
12. Conduct all necessary tests and system audits to ensure proper operation of the
COPLINK system throughout the installation and coordinate issue resolution with
IBM.
13. Update the COPLINK training to reflect changes and additions to the system.
14. Create proposed yearly budgets for the continued operation and enhancement of the
COPLINK Node.
15. Participate in the State-wide COPLINK data sharing initiative.
16. Serve as the Primary Node Administrator for the San Bernardino County COPLINK
System.
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