HomeMy WebLinkAbout25D - AGMT VIDEO WALLREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
AUGUST 20, 2019
TITLE:
APPROVE AN AGREEMENT WITH VMI,
INC. FOR THE PURCHASE AND
INSTALLATION OF A NEW VIDEO WALL IN
THE CITY COUNCIL CHAMBERS IN THE
AMOUNT NOT TO EXCEED $159,342 FOR
THE PERIOD AUGUST 20, 2019 TO
FEBRUARY 19, 2020 TO BE FUNDED BY
PUBLIC, EDUCATIONAL, AND
GOVERNMENTAL FUNDS
{STRATEGIC PLAN NO. 2,3)
CITY MAITAbER
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
APPROVED
❑ As Recommended
❑ As Amended
❑ Ordinance on 1s' Reading
❑ Ordinance on 2nd Reading
❑ Implementing Resolution
❑ Set Public Hearing For
CONTINUED TO
FILE NUMBER
Authorize the City Manager and Clerk of the Council to execute an agreement with VMI, Inc. for
the purchase and installation of a new video wall in the City Council Chambers in the amount not
to exceed $159,342, which includes a 10% contingency for the period August 20, 2019 to
February 19, 2020 to be funded with Public, Educational and Governmental funds, subject to
non -substantive changes approved by the City Manager and City Attorney.
DISCUSSION
On March 25, 2019 Parks, Recreation and Community Services Agency issued a Request for
Proposal (RFP) for the purchase and installation of a new video wall in the City Council
Chambers because the current projection device is hard to view and outdated. The new
equipment will increase the viewing area, improve the viewing resolution as well as provide
technological advancements, such as multiple viewing screens on the video wall. The City uses
posts the RFP to solicit proposals from vendors on PlanetBids.com. One hundred and thirty-two
vendors were notified, 34 vendors downloaded the documents, and six proposals were received.
An evaluation committee reviewed and rated the proposals according to the criteria listed in the
RFP, which includes firm/team experience, reference/relevant project experience, scope
understanding, and fee. After the initial evaluation of the proposals, the top three proposers
participated in an interview session with the evaluation committee. The ranking of the top three
companies is as follows:
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Agreement with VMI, Inc. for Purchase and Installation of a
New Video Wall in the City Council Chambers
August 20, 2019
Page 2
Vendor
Rankin
VMI, Inc.
1
Matrix Audio Visual Designs
2
EIDIM Group
3
Based upon the proposals and interview results, the evaluation committee decided to recommend
to award a contract to VMI, Inc. The vendor is the responsive proposer who was determined to be
the most qualified for this project and will perform the work in a manner that is in the best interest of
the City. The project will not disrupt any City Council meetings and completion is anticipated by
November 2019.
STRATEGIC PLAN ALIGNMENT
Approval of this item allows the City to meet Goal #2 — Youth, Education, Recreation, Objective
#3 (Expand use of technology as a tool for communication and education in the community).
FISCAL IMPACT
Funds are budgeted and made available in the following account for the specified year:
Fiscal
Accounting
Fund Description
Accounting Unit, Account
Amount
Year
Unit -Account #
Description
FY 19-20
02113200-
General Fund
CATV Capital Support (PEG),
$159,342
66200
Building Improvements
4;'- 5 "o?, =-
Lis dlo
iff-
Executive Director
Parks, Recreation and Community
Services Agency
Exhibit: 1. Agreement
APPROVED AS TO FUNDS AND ACCOUNT:
Kathryn Downs, CPA
Executive Director -sr"`'
Finance and Management Services Agency
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AGREEMENT WITH VMI, INC., FOR INSTALLATION OF VIDEO WALL IN
CITY COUNCIL CHAMBERS
THIS AGREEMENT is made and entered into on this 20th day of August, 2019 by and
between VMI, Inc., a California Corporation, ("V n, and the City of Santa Ana, a charter city
and municipal corporation organized and existing under the Constitution and laws of the State of
California C City").
RECITALS
A. The City desires to retain a consultant having special skill and knowledge in the field of
purchasing and installing audio-visual equipment for the upgrade of the City's video wall
in the City Council Chambers ("the project").
B. City issued Request for Proposal C RFP'� # 19-008 for the purchase and installation of a
now video wall for City Council Chambers. incorporated herein by reference. City also
issued Addendums No. One and Two for this RFP. Incorporated herein by reference.
C. VMI was one of the companies that submitted a proposal in response to City's RFP.
VMI's proposal is incorporated herein by reference. City conducted an evaluation of all
of the companies that submitted proposals in response to City's RFP and VMI's proposal
was selected.
D, VMI represents that VMI is able and willing to provide such servicesto the City. —
E. In undertaking the performance of this Agreement, VMI represents that it is
knowledgeable in its field and that any services performed by VMI under this Agreement
will be performed in compliance with such standards as may reasonably be expected
from a professional firm in the field of audio visual equipment and installation.
NOW THEREFORE, in consideration of the mutual and respective promises, and
subject to the terms and conditions hereinafter set forth, the parties agree as follows:
1. SCOPE OF SERVICES
a ui ant: VMI will purchase the following equipment' from the manufacturer or an
authorized retailer for use in the project:
1) One LG-SVH7EW-9P video wall package 55 inch 3 x 3 system with .44 mm
bezel monitor black. Nine monitors total. 1920 x 1080+. This will include
all supplied cables and required optional WM-L640V wall mounts.
Needs to read the Processor 4 inputs and 12 outputs
' The parties intend that the original manufacturer warranties will be passed on to the City unless a greater warranty
is agreed to by the parties and that the City va'll be in the same position (Le. privity) as if the City had purchased the
equipment directly from the manufacturer itself.
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2) One TV One CORIOmaster 4k multi -window 4RU video processor package
with Coriographer with video wall design software, The processing system
provides for 4 inputs and 12 outputs.
3) One TV One CORIOmaster C3-540 Chassis. +CM-4RPS Redundant PSU
4) Two TV One CORIOmaster CIMB72INIETIIFF HDBT 2 input &
Ethernet,
5) Two TV One CORIOmaster CM1MBTSC20UT1 HDBase T2 scaled outputs
and 1 Ethernet.
6) Four TV One 22111093 HD —One DX TX HDBase T HDMI video and audio
extension Transmitter, Includes Tx &PSU.
7) Two TV One 2211094-02 HD -One DX RX — HDBaseT HDMI video and
audio Extension Receiver, Includes RX & PSU.
8) One TV One lT-FC-766 HDMI to 30-SDI Converter.
9) (Qty Two) TV One IT-CL-322-US 16x Control Panel Wall Plate. The
podium location will be in a cabinet (box)(the previse design to be determined
by City and VNI) to hide the buttons when not being used.
10) Five TV One CM-DVI-ISC20UTFF Output Module with Stalling 2x DVI-I.
11) One TV One CM-4RPS-FT Redundant PSU for 4RU Series Units.
12) One TV One FE-1 On site COR10max Commissioning 2 days,
13) One link DGS-1100-24 Smart 24 port Gigabit Switch,
14) One M Atlantic BRK-2125LRD Rack with rear door, plus 9 outlets with
Surge protector.
15) One Custom 3 wide x 3 high wall attached Matrix Mount using RPV Fixed
Mount to hold (9) Flat panel Displays (LG 55SVH7E 55ineh) Structure to
place the bottom of the image 55" AFF and place the display array through an
existing rear projection opening. Final Height, position, depth, and space of
opening TBD at time of order by vendor/installer. Grid Matrix to provide
easy access to install and remove monitor panels during installation and future
monitor replacement. Upon completion of installation, Monitor Bezel space
must meet manufacturer (LG) spec of ,88 mm B to B (Bezel to Bezel) *41size,
verified by Nemko. With feeler gauge measurement, The Matrix Grid should
have documentation that it has earthquake resistance to meet or exceed State
of California Requirement for Zone 4. Ventilation Clearance required as per
manufacturer specifications. Black powder coat finish Reviewed &
Approved by City's Structural Engineer. (Will require permit.)
16) Vendor must provide framing to hide the support grid, It must be conducive
with the dcrcor of the council chambers and subject to review and approval by
the City's Principle Engineer
17) All other required cabling, (plenum when going through ceiling), connector,
adapters, hardware, equipment rack, labeling of equipment and cabling, and
any other items required for a "Turnkey Installation".
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b. Installation and Integration
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1) When working at City Hall all persons will be on an approved crew list and will
receive "visitor badges" to go in and out of City Hall --Council Chambers
/Control room areas only, Review with City Project Manager (CPM).
2) The installation needs to be done between City Council meetings, The City
project manager (CPM) will review dates with vendor and will sign off on the
dates, However, pre -install can happen whenever the chamber is free. This means
vendor can do some equipment deliveries, start on some of the wiring/cabling,
and do other site surveys (if needed). CPM and VMI will review how to integrate
the new video wall system into the existing control room system. VMI will work
with City Project Manager/AV Engineer to develop installation plan and CPM
will sign off on that installation plan.
3) Prior to Installation. CPM will review video wall height and exact location for
mount. It is that electrical power will have been tested and will be provided for
all equipment. This install is a low -voltage install only. The removal of the old
projector will be done by the City. New video wall will replace old video
projector in the same location. The black room behind the projector screen is
available for all processing equipment. The City Principle Engineer will inspect,
4) VMI will remove old projector glass and a sound muffling or sound resistant
wood frame door barrier installed in its place. VMI will install all new
interconnect cables (including power) running through the opened area between
the accordion wood doors. When installation is complete, in place of the old
projector glass, will be plywood panels covered with acoustical foam and cloth.
The accordion doors can and probably will be removed. VMI can with City
approval, cut into or drill holes into existing paneling, as long as, the holes do not
show upon project completion. The completed project must be framed with a
fagade or veneer to hide the grid, wires, etc„ and make it conducive to the d6cor
of the rest of the council chambers.
5) Installation will require climbing and pulling cable through the ceiling. CPM will
show VMI the access points and conduit locations. VMI will provide a simple
block drawing showing "ins and outs" for the new equipment. VMI will he
required to provide a number code and description for cabling if longer than 12".
6) The podium PowerPoint computer will feed into the video wall system with
HDMI cabling and 1080 +resolution. The control panel for basic operation of the
video wall will be located at the podium area. Another control panel for the video
wall will be located in the video master control room (master control panel.) with
all operations. In addition, the system will have remote access on the Internet.
7) The processor must have at least four inputs available. Different formats will be
available: HDMI, SDI, and DVI. If all of the formats are not available on the
processor, VMI will provide conveners. (Blackmagio Design). Each input can be
full screen on all monitor panels; or select as any combination of one, two, or
more on each monitors; or even less than one monitor or more than one (ie, 1 %a
monitors) for the outputs. There should be 12 outputs available, 9 for the video
wall and 3 extra runs available for future locations.
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8) Everything will be tested and demonstrated to CPM for performance. -1�inrkey"
is the requirement.
9) If required bylaw, VMI will be responsible for applying for a City building
permit for the installation.
c. Training and Integration
1) CPM will be the primary person trained on all operations. A four-hour training
session will be held before the first council meeting, currently scheduled for
October 1, 2019 or thereafter, on a date agreed upon by the CPM.
2) If it is determined that the system does not meet all of the requirements of the
RPP and its two Addendums, VMI will have 6 days to correct the System or add
additional equipment.
3) VMI's Project Manager or his/her staff will attend the first City Council Meeting,
scheduled currently for October 1, 2019 but subject to change, after installation is
complete. This person will only be required to attend an hour before the council
meeting begins and one hour after it has started as part of the proof of
performance (System Acceptance Test).
d. Warranties
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1) The warranty and support period shall begin after the System Acceptance
Test. All necessary repairs shall be diagnosed by VMI within 48 hours of
notification by City personnel. All warranty replacement items must be
delivered via overnight shipping. Although CPM will be trained in the
maintenance of the video system, labor for installation and warranty
replacements shall be provided by VMI.
2) The overall labor for (comprehensive) installation will be warranted from the
completion of installation for a period of 120 days. If during the 120 days, the
CPM determines there is a problem with the installation. VMI will come out
for free to correct the problem(s),
3) Free telephone technical support/ and /or instruction of operation will be
provided for a period of 3 years (36 months).
4) The LG monitor panels shall come with a 5-year, 48-hour gulch swap (white
9-love) warranty replacement. This means that VMI, upon notice of a
defective monitor from City staff, will, within 48-hours of notification by the
City, remove and dispose of defective monitor, replace, install, calibrate, test
and align a new monitor (same model) for a period of S -years.
5) TV One CORIOmaster products come with factory warranty for replacement
or repair for a period of 5 years from the date of purchase.
6) The custom support matrix grid system shall also come with a warranty of 5
years. Not to shift, sag, bend, lean, buckle with mm tolerances. Not to crack
the monitors. To keep the Bezel gap to monitor factory spee..88 mm bezel to
bezel gap between monitors (we will check it), if during the 5-year warranty
period a defect is determined or performance does not meet the specification
required, VMI or factory manufacturer will repair and/or replace free of
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charge.
e. Estimated Project Milestones (Subject to Chanae based on Availability of Council
Chambers
Date
Tas Com leted
First Week of September
Remove glass, pre -install, cabling
Second Week of September
Install frame and panels
'third Week of September
Integration RPV to TV One
Third Week of September
TV One Commissionin
Fourth Week of September
Tes#qg and Proof of Performance
Fourth Week of September
Orientation and Trainjn
Next Council Meeting After Completion
VMI to attend City Council meeting
2. COMPENSATION
a. City agrees to pay, and VMI agrees to accept as total payment for its services for
City, the rates and charges identified in Compensation - Exhibit A. The total
amount of compensation paid pursuant to this Agreement shall not exceed one
hundred and forty-four thousand dollars and eight hundred and fifty-five dollars and
fifty-eight cents ($144,855.58), plus 10% ($14,486-.56) for a contingency to be used at
the City's sole discretion for unanticipated expenses. The total agreement amount
shall not exceed $159,342,14. during the term of this Agreement.
b. Progress payments shall be made on this project as follows;
Date
Percentage of Total
Amount
Agreement
At start of work
25%
$36 213.90
After TC One Commissioning
25%
$36 13.90
Completion of project
50010
$72,427.78 + any portion
of the contingency utilized
by the City,
c. Payment by City shall be made within forty-five (45) days following receipt of proper
invoice evidencing work performed, subject to City accounting procedures. Payment
need not be made for work, which fails to moot the standards of performance set forth
in the Recitals, which may reasonablybe expected by City.
kid Y s i T!I
This Agreement shall commence on the date first written above for a term of six months ,
unless terminated earlier in accordance with Section 15, below. The term of the Agreement can
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be extended by a writing signed by the City Manager and the City Attorney,
4. INDEPENDENT CONTRACTOR
VMI shall, during the entire term of this Agreement, be construed to be an independent
contractor and not an employee of the City. This Agreement is not intended nor shall it be
construed to create an employer -employee relationship, a joint venture relationship, or to allow
the City to exercise discretion or control over the professional manner in which VMI performs
the services which are the subject matter.of this Agreement; however, the services to be provided
by VMI shall be provided in a manner consistent with all applicable standards and regulations
governing such services. VMI shall pay all salaries and wages, employer's social security taxes,
unemployment insurance and similar taxes relating to employees and shall be responsible for all
applicable withholding taxes.
S. INSURANCE
Prior to undertaking performance of work under this Agreement, VMI shall maintain and
shall require its subcontractors, if any, to obtain and maintain insurance as described below:
a. Commercial General Liability Insurance. VMI shall maintain commercial general
liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to
protection against claims arising from bodily and personal injury, including death
resulting therefrom and damage to property, resulting from any act or occurrence
arising out of VMI19 operations in the performance of this Agreement, including,
without limitation, acts involving vehicles. The amounts of insurance shall be not
less than the following: single limit coverage applying to bodily and personal
injury, including death resulting therefrom, and property damage, in the total
amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such
insurance shall (a) name the City, its officers, employees, agents, and
representatives as additional insured(s); (b) be primary and not contributory with
respect to insurance or self-insurance programs maintained by the City; and (c)
contain standard separation of insureds provisions.
b. Business automobile liability insurance, or equivalent form, with a combined
single limit of not less than $1,000,000 per occurrence. Such insurance shall
include coverage for owned, hired and non -owned automobiles,
c. Worker's Compensation Insurance. In accordance with the provisions of Section
3700 of the Labor Code, VMI, if VMI has any employees, is required to be
insured against liability for worker's compensation or to undertake self-insurance.
Prior to commencing the performance of the work under this Agreement, VMI
agrees to obtain and maintain any employer's liability insurance with limits not
less than $1,000,000 per accident.
d. If VMI is or employs a licensed professional such as an architect or engineer:
Professional liability (errors and omissions) insurance, with a combined single
limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate.
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e. The following requirements apply to the insurance to be provided by VMI
pursuant to this section,
i. VMI shall maintain all insurance required above in fall force and effect for
the entire period covered by this Agreement.
ii. Certificates of insurance shall be furnished to the City upon execution of
this Agreement and shall be approved by the City.
iii. Certificates and policies shall state that the policies shall not be canceled
or reduced in coverage or changed in any other material aspect without
thirty (30) days prior written notice to the City.
iv. Where the amounts or coverage provided by the certificates of insurance
provides coverage greater than those listed by this Agreement, the
amounts provided by the certificates of insurance shall be incorporated by
reference into the Agreement.
v, VMI shall supply City with it fully executed additional insured
endorsement.
£ If VMI fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance
has been procured and is in force and paid for, the City shall have the right, at the
City's election, to forthwith terminate this Agreement. Such termination shall not
affect VMI's right to be paid for its time and materials expended prior to
notification of termination. VMI waives the right to receive compensation and
agrees to indemnify the City for any work performed prior to approval of
insurance by the City.
6. MEMIVMCATION
VMI agrees to defend, and shall indemnify and hold harmless the City, its officers,
agents, employees, contractors, special counsel, and representatives from liability; (1) for
personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of
claims for personal injury, including death, and claims for property damage, which may arise
from the negligent operations of the VMI, its subcontractors, agents, employees, or other persons
acting on its behalf which relates to the services described in section 1 of this Agreement; and (2)
from any claim that personal injury, damages, just compensation, restitution, judicial or equitable
relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and
hold harmless agreement applies to all claims for damages, just compensation, restitution,
judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events
referred to in this Section or by reason of the terms of, or effects, arising from this Agreement.
Tho VMI further agrees to indemnify, hold harmless, and pay all costs for the defense of the
City, including fees and costs for special counsel to be selected by the City, regarding any action
by a third party challenging the validity of this Agreement, or asserting that personal injury,
damages, just compensation, restitution, judicial or equitable relief duo to personal or property
rights arises by reason of the terms of, or effects arising from this Agreement. City may make all
reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding
the foregoing, to the extent VMI's services are subject to Civil Code Section 2782.8, the above
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indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that
arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the
VMI.
7. Mi GERPRINTS AND BACKGROUND CHECK
Provider, and any employees, subcontractors or substitutes, shall arrange for and submit
their fingerprints for it criminal background check through the Department of Justice through the
City's Human Resources Department process. VMI shall be responsible for all charges
associated with fingerprinting. VMI shall not perform any services pursuant to this Agreement
until clearance is received and VMI is notified by the City's Parks, Recreation and Community
Services Department.
8. PREVAILING WAGE
VMI is aware of the requirements of California Labor Code Section 1720, et seq., and
1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq.,
("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the
performance of other requirements on "public works" and `hmintenance" projects. if the
services being performed are part of an applicable `public works" or "maintenance" project, as
defined by the Prevailing Wage Laws, and the total compensation is $1,000 or more, VIvII agrees
to fully comply with such Prevailing Wage Laws. VMI shall defend, indemnify and hold the
City, its elected officials, officers, employees and agents free and harmless from any claim or
liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
9. COMMUNITY WORKFORCE AGREEMENT
On August 15, 2017, the Santa Ana City Council approved a Community Workforce
Agreement with the Los Angeles/Orange Counties 13uilding and Construction Trade Council and
the Signatory Craft Councils and Unions. The provisions of the agreement would apply to all
construction and major rehabilitation work pursuant to `Prime Multi -Trade" construction
contracts that exceed $250,000 and all subcontracts from these prime multi -trade contracts. The
agreement also applies to all "Prime Specialty" contracts (single trade contracts) that exceed
$100,000 and all subcontracts from these prime specialty contracts. Specialty contracts are
contracts for project work with a specialty contractor which is either limited to a particular single
trade or craft or limited to a singular scope of work,
Contractors working on projects over the above thresholds must, in filling craft job
requirements, utilize and be bound by the registration facilities and referral systems established
and authorized by the Unions who are signatory to the agreement, This is commonly referred to a
Union hiring hall.
Contractors retain the right to reject any applicant referred to them through the job referral
system, determine competency of all employees, to determine the number of employees required,
and the duties of such employees. If any Union's registration and referral system does not fulfill
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the requirements for specific classifications requested by any Contractor within 48 hours, the
Contractor may employ applicants meeting such classifications from any other available source.
10. RECORDS
VMI shall keep records and invoices in connection with the work to be performed under
this Agreement. VW shall maintain complete and accurate records with respect to the costs
incurred under this Agreement and any services, expenditures, and disbursements charged to the
City for a minimum period of three (3) years, or for any longer period required by law, from the
date of final payment to VMI under this Agreement All such records and invoices shall be
clearly identifiable. VMI shall allow a representative of the City to examine, audit, and make
transcripts or copies of such records and any other documents created pursuant to this Agreement
during regular business hours. VMI shall allow inspection of all work, data, documents,
proceedings, and activities related to this Agreement for a period of three (3) years from the date
of final payment to VMI under this Agreement.
11. CONFIDENTIALITY
If VMI receives from the City information which due to the nature of such information is
reasonably understood to be confidential and/or proprietary, VMI agrees that it shall not use or
disclose such information except in the performance of this Agreement, and further agrees to
exercise the same degree of care it uses to protect its own information of like importance, but in
no event less than reasonable care. "Confidential Information" shall include all nonpublic
information. Confidential information includes not only written information, but also information
transferred orally, visually, electronically, or by other means. Confidential information disclosed
to either party by any subsidiary and/or agent of the other party is covered by this Agreement
The foregoing obligations of non-use and nondisclosure shall not apply to any information that
(a) has been disclosed in publicly available sources; (b) Is, through no fault of the VMI disclosed
in a publicly available source; (c) is in rightful possession of the VMI without an obligation of
confidentiality, (d) is required to be disclosed by operation of law; or (e) is independently
developed by the VMI without reference to information disclosed by the City.
12. CONFLICT OF INTEREST CLAUSE
VIvII covenants that it presently has no interests and shall not have interests, direct or
indirect, which would conflict in any manner with performance of services specified under this
Agreement.
13. NON-DISCRIMINATION
VMI shall not discriminate because of race, color, creed, religion, sex, marital status,
sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by
applicable law, in the recruitment, selection, training, utilization, promotion, termination or other
employment related activities, VMI affirms that it is an equal opportunity employer and shall
comply with all applicable federal, state and local laws and regulations.
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14. EXCLUSIVPI'Y AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
VMI, and supersedes any and all other agreements, oral or written, between the parties. In the
event of a conflict between the terms of this Agreement and any attachments hereto, the terms of
this Agreement shall prevail. This Agreement may not be modified except by written instrument
signed by the City and by an authorized representative of VW. The parties agree that any terms
or conditions of any purchase order or other instrument that are inconsistent with, or in addition
to, the terms and conditions hereof, shall not bind or obligate VMI or the City. Each party to this
Agreement acknowledges that no representations, inducements, promises or agreements, orally
or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not
embodied herein.
15. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of VMI, VMI
may not assign, transfer, delegate, or subcontract any interest herein without the prior written
consent of the City and any such assignment, transfer, delegation or subcontract without the
City's prior written consent shall be considered null and void. Nothing in this Agreement shall
be construed to limit the City's ability to have any of the services which are the subject to this
Agreement performed by City personnel or by other VMIs retained by City.
16. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, VMI shall be entitled to receive and the City shall pay VMI
compensation for all services performed by VMI prior to receipt of such notice of termination,
subject to the following conditions;
a. As a condition of such payment, the Executive Director may require VMI to
deliver to the City all work product(s) completed as of such date or equipment
purchased by VMI for use in this project, and in such case such work product
shall be the property of the City unless prohibited by law, and VW consents to
the City's use thereof for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of
performance specified in the Recitals of this Agreement.
17. WAIVER
No waiver of breach, failure of any condition, or any right or remedy contained in or
granted by the provisions of this Agreement shall be effective unless it is in writing and signed
by the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or
right, or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether
or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies.
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18. JURISDICTION - VENUE
This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement
shall be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding that may
be brought or arise out of, in connection with or by reason of this Agreement.
19. PROFESSIONAL LICENSES
VMI shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services
hereunder and required by the laws and regulations of the United States, the State of California,
the City of Santa Ana and all other governmental agencies. VMI shall notify the City
immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals,
waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
20. NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic
communication in the manner provided in this Section, to the following persons:
To -City:.
Clerk of the City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, CA 92702-1988
Fax; 71,4- 647-6956
With courtesy copies to:
Executive Director, Parks, Recreation and
Community Services Agency
City of Santa Ana
20 Civic Center Plaza (M-23)
P.O. Box 1988
Santa Ana, California 92702
Fax:714-647-4211
To VMI:
John O'Donovan, Account Manager
VMI Inc.
11258 Monarch St. Unit A
Garden Grove, CA 92481
Fax:714-894-6100
City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, California 92702
Fax:714-647-6515
pma;,.; a n,.,a.n .a, aP-25D-13
A Party may change its address by giving notice in writing to the other party.. Thereafter,
any communication shall be addressed and transmitted to .the flew address. if sent by mail,
communication shall be effective or deemed to have been given three (5) days after it has been
deposited in the United Statesmail, duly registered or certified, with postage Prepaid, and
addressed m set forth above. If sent by fax, communication shall be effective or deemed to have
bow given twenty-four (24) hours after the time set forth on the transmission report issued by the
transmitting facsimile machine, addressed as set forth above. For purposes of calculating these
time frames, weekends, federal, state, County or City holidays shall be "eluded.
21. MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature herein below has the
power, authority and right to bind their respective parties to each of the terms of
this Agreement, and shall indemnify City fully, including reasonable costs and
attomey's fees, for any injuries or damages to City in the event that such authority
or power is not, is fact, held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully
set forth in the body of this Agreement.
IN WITNESS WHEREOF, the parties hereto have executed. this Agreement the date and
year fast above written.
ATTEST:
Daisy Gomez
Clerk of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
r
Laura A. Rossini
Senior Assistant City Attorney
RECOMMENDED FOR APPROVAL;
Lisa Rudloff
Executive Director Parke, Rebreation and
Community Services Agency
#2420v4
CITY OF SANTA ANA
Kristine Ridge
City Manager
►J=Tii�,
25D-14
FEES/CHARGES
25D-15
EXHIBIT A
16791CITYSAN.xis Page 1 of 2
�IY1I
BROAnCA87AA�
PRnFES3IDNALylouo
VVWW-V=deo,c0m
11238 Monarch West Unit Garden Greva, CA 02841 •714.894.6100 fax 714,804,6110
Date: 5/8119
QUOte # 16797
To:
City of Santa Ana (Account Code: CITYSAN)
20 Chic Center Plaza
Santa Ana CA 02701
Attn: Frank Arroyo
Phone: 714-671r1213
From: John O'Donovan
Re:
0 LG
56SVH7EW-9P
WHO (imii-CD Penal
4400.00
39800.00
9 LO
5 YR TTL Term Co98m90 W148HR quick Swap
750.00
6750.00
& White -stove (55" Video Wall)
1 TVOne
C3.540
CORIOmaetor Chassis
13025.09
13525.00
1NOne
CM-4RP8
RedundanIPSV1or4RUSerlasUnits
465,00
465.00
2TVOne
CM4IDBT-21N-1ETHCORIOmoduloHDBT24nput&Ethernet
1415,00
2830.00
2 7VOne
CMHDSTSC20UT1EHDB8se7
2eceled outputs and 1 Ethemet
2505.00
5010.00
5 TVOne
CM-OVId3C-20UT
Output Module with Scaling: 2x DWI
2090.00
10450.00
4'IVOne
HO.OneOXTX
HD-Ona DX Transmitter
200.00
800.00
2 TVOne
HD -One DX RX
HD -One OX Receiver
200.00
400.00
2 TVOne
IT-CL-322-US
16bu6an wall mount control panel
326.00
650.00
1TVorta
IT-FC-760
HOMIV1.3to3GMOMC-8OIConverter
280.00
280.00
2 TVOne
FE-1
On olte CORIOmax Commissloning -1 Day
3750,00
7500.00
1 Link
DGS-1108-24
SmaM Managed 24-Pon Olgabit switch
145A0
145.00
1 RPV
RPMMPSWWA3x3
custom 3w x ah wall Attached Visual Structure
10620.00
10625.00
to hold (9) LO 66- Panels using Sv ng Mount
1 RPV
RPMM-P-OT.CL
Slack Commercial Grade Finish Cladding,
4100.00
410tim
Perimeter. Cladding to have visible seems and
fasteners and must he removed before the
swing mounts can be aceessad,
1 M Atlantic
ERK-2125LRD
ERK Series Rack, 21 RU, 2500, Vo Rear Door
500.00
500.00
Rackmount Power, 0 Outot, 15A, Basic 6urg0
1 M18o
Cables, connectore, hardware
3000.00
3000.00
1 VMI
Drawings
Engineering drawing and engineering apace
6000.00
6000.00
to meet currant building codes and earlhgmke
zone 4 requirements.
1 VMI
Installation, Integration, project management
26000.00
25000.00
Including meet with City of Santa Ana staff
to conduct Introduction, diseues scope
Of emVlces, coordinate delivery and staging of
25D-16
EXHIBIT A
16791CITYSAN.1ds
equipment, Implementation process, unpack
and stage mounting systems, assemble
support frame and mounting structure, mount
and align fist panel display cabinets social with
cabling for power and run cabling for signal
feeds, Integrals and commission processing
gear and attend the first Council bleating as
proof of performance.
Tax ra0sols Celifomia Teloproductlon Sales
Tar Credit per bid does.
Taxable
Non Taxable
Shipping
Sub Total
Tax
TOTAL
NOTES:
Certified CA Small 13usIness Supplierd1130920
Contractor License A989912
California State ElectroNe Waste Raeyellne Foe will be charged on all monitors.
DIR:1000024698
John O'Donovan
VMI, Inc:
Jodonovan@vrnMdeo.com
page 2 of 2
137030.00
137630.00
5.25% 7225.59
144850.68
25D-17
25D-18