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HomeMy WebLinkAboutItem HA3 - Agreement with Iron Mountain, LLC Community Development Agency www.santa-ana.org/community-development Item # 3 City of Santa Ana 20 Civic Center Plaza, Santa Ana, CA 92701 Staff Report December 5, 2023 TOPIC: Agreement with Iron Mountain Information Management, LLC AGENDA TITLE Approve an Agreement with Iron Mountain Information Management, LLC for Document Storage for the Housing Authority, Community Development Agency and Finance & Management Services Agency (Non-General Fund) RECOMMENDED ACTION Authorize the Executive Director of the Housing Authority to execute an agreement with Iron Mountain Information Management, LLC to provide offsite document storage of Housing Authority records in an amount not to exceed $142,700, for a three-year term beginning January 1, 2024 and expiring December 31, 2026 with an option of two one- year extensions, subject to non-substantive changes approved by the Executive Director and the Housing Authority General Counsel (Contingent upon approval of City Council Item # 9) (Agreement No. 2023-XXX). GOVERNMENT CODE §84308 APPLIES: Yes DISCUSSION The Housing Authority of the City of Santa Ana (Housing Authority) is required to preserve Housing Choice Voucher Program applicant and participant records for a period of three years from the date of termination or denial of assistance. To comply with this requirement, the Housing Authority currently used Iron Mountain Information Management, LLC to store and archive files. The Housing Authority is unable to store the records in City Hall because of the volume of records, the lack of storage space, and the infrastructure required to store hundreds of confidential files. SAHA also does not have the administrative capacity to efficiently manage and maintain the records compared to an outside storage facility that will more efficiently manage the records. As required by the City of Santa Ana Records Retention Schedule, the Finance and Management Services Agency (FMSA) is also required to retain various records and documents for the periods stated within the policy. FMSA is unable to store the numerous records and documents at City Hall due to the lack of sufficient storage space and administrative capacity. Therefore, In order to comply with this requirement, FMSA utilizes an offsite storage facility that has the storage capacity, expertise, and resources to store, archive, retrieve, and destroy such records and documents. Agreement with Iron Mountain, LLC December 5, 2023 Page 2 3 8 4 5 In addition, the Community Development Agency (CDA) is in need of a new offsite storage facility to store documents related to the former Redevelopment Agency, Enterprise and Empowerment Zone, Community Development Block Grant (CDBG) Program, and other miscellaneous documents. To meet the offsite document storage needs for the Housing Authority, FMSA, and CDA, on July 19, 2023, staff issued a Request for Proposals (RFP # 23-109A) for document storage and imaging services (Exhibit 1) for the Housing Authority, CDA, and FMSA. Responses to the RFP were accepted until August 10, 2023. The City received bids from Corodata and Iron Mountain Information Management, LLC (Iron Mountain). The bids were reviewed by three staff from the Housing Authority and one staff from CDA. The review panel reviewed the two bids and Iron Mountain was selected based upon several factors including innovative technology for requesting files and shredding files and their experience and background in document storage. Iron Mountain was founded in 1951 and provides services to more than 225,000 customers around the world and hundreds of public sector agencies across the United States. Iron Mountain stores and protects billions of information assets, including business documents. Using modern technology and various checkpoint systems, Iron Mountain provides efficient and effective services to their customers. The three-year term of the agreement would begin on January 1, 2024 (Exhibit 2). FISCAL IMPACT Funds will be budgeted in the following fiscal years as follows, subject to change. The remaining balance will be budgeted from non-Housing Authority funds. Fiscal Year Accounting Unit-Account Fund Description Accounting Unit, Account Description Amount 14018760- 62300 Housing Authority Housing Authority- Contract Svcs. - Professional $20,000 FY 2023-24 60718810- 62300 Housing Asset Program CDA – Housing Asset Admin Contract Svcs. - Professional $5,000 Total:$25,000 FY 2024-25 14018760- 62300 Housing Authority Housing Authority- Contract Svcs. - Professional $25,000 Agreement with Iron Mountain, LLC December 5, 2023 Page 3 3 8 4 5 60718810- 62300 Housing Asset Program CDA – Housing Asset Admin Contract Svcs. - Professional $5,000 Total:$30,000 14018760- 62300 Housing Authority Housing Authority- Contract Svcs. - Professional $20,000 FY 2025-26 60718810- 62300 Housing Asset Program CDA – Housing Asset Admin Contract Svcs. - Professional $3,900 Total:$23,900 EXHIBIT(S) 1. Request for Proposals (RFP # 23-109A) 2. Agreement with Iron Mountain Information Management, LLC Submitted By: Michael L. Garcia, Executive Director of Community Development Approved By: Tom Hatch, Interim City Manager REQUEST FOR PROPOSALS NO. 23-109A FOR DOCUMENT STORAGE AND IMAGING SERVICES CITY OF SANTA ANA KEY RFP DATES: The schedule below is tentative and subject to change at the discretion of City, with appropriate notice to prospective Proposers. Issue Date: Wednesday, July 19th, 2023 Deadline for Questions: Tuesday, August 1st, 2023, 4:00 P.M. Proposal Due Date: Thursday, August 10 th, 2023, 4:00 P.M. EXHIBIT 1 CITY OF SANTA ANA TABLE OF CONTENTS I. BACKGROUND ........................................................................................................................... 3 II. OVERVIEW OF PROJECT .......................................................................................................... 3 III. SCOPE OF SERVICES ............................................................................................................... 3 IV. TERM OF AGREEMENT ............................................................................................................. 3 V. MINIMUM QUALIFICATIONS ...................................................................................................... 3 VI. RESPONSE TO RFP .................................................................................................................. 4 VII. CERTIFICATIONS (ATTACHMENTS) ......................................................................................... 7 VIII. REFERENCES ............................................................................................................................ 7 IX. MINIMUM SCOPE AND LIMIT OF INSURANCE ......................................................................... 8 X. SELECTION PROCEDURES & CRITERIA ............................................................................... 10 XI. WITHDRAWALS........................................................................................................................ 11 XII. GENERAL TERMS AND CONDITIONS .................................................................................... 11 XIII. AWARD OF AGREEMENT ........................................................................................................ 16 XIV. IMPLEMENTATION ................................................................................................................... 16 EXHIBITS Exhibits provided herein for Proposers’ reference only. EXHIBIT I – SCOPE OF SERVICES EXHIBIT II – SAMPLE AGREEMENT EXHIBIT III – FEDERAL REGULATIONS ATTACHMENTS A PROPOSER’S CERTIFICATION, PROPOSAL ITEM PRICING B REFERENCES C PROPOSER’S STATEMENT D NON-COLLUSION AFFIDAVIT E NON-LOBBYING CERTIFICATION F NON-DISCRIMINATION CERTIFICATION G SAM.GOV UE VERIFICATION EXHIBIT 1 CITY OF SANTA ANA I. BACKGROUND Incorporated in 1886, Santa Ana, a Charter City, established a Council-Manager form of government in 1952. The City Council is composed of seven members; the Mayor elected at large and six Council members elected by ward, who appoint the City Manager, City Attorney and Clerk of the Council. The City of Santa Ana (City) is a full-service City with a diverse population of approximately 335,000. The City’s eleven agencies provide all the traditional municipal services, as well as water utility, library system, 20-acre zoo, City Jail, Police Department, and contracts with the Orange County Fire Authority for provision of fire services. The City employs 1,178 authorized full-time positions and has an annual citywide budget is $646 million, including the General Fund budget of $316 million. The City of Santa Ana is located 10 miles inland from the Pacific Ocean, 33 miles southeast of Los Angeles and 90 miles north of San Diego. The City, which is the county seat of Orange County, encompasses an area of approximately 27 square miles and is the 11th largest by population in California. II. OVERVIEW OF PROJECT The City of Santa Ana (City) is seeking proposals from qualified firms and organizations (Proposers) to provide Document Storage and Imaging Services. The term “Vendor”, “Proposer”, and “Contractor” shall refer to any legal entity or entities submitting a proposal in response to this Request for Proposals (RFP). III. SCOPE OF SERVICES SEE EXHIBIT I – SCOPE OF SERVICES Usage is not guaranteed. Execution of an agreement between the City and successful firm(s) and/or individual(s) does not guarantee work throughout the duration of the contract period. Numerous factors will be evaluated by the City in its delivery of project and assignments, including technical expertise required. IV. TERM OF AGREEMENT The anticipated term of the agreement is for an initial period of three (3) years. The City may, at its discretion, extend the agreement with the same or more limited scope of required services for two (2) additional one (1) year periods, upon mutual agreement contingent upon City Council approval, or City Manager or City Attorney authorization, as appropriate. The total term of the awarded agreement shall not exceed five (5) years. V. MINIMUM QUALIFICATIONS Firms who fail to meet the minimum qualifications set forth below should not submit a proposal; any such proposal shall be deemed non-responsive and not be considered. 1. Minimum five (5) most recent years of experience performing similar services as those detailed in the Scope of Services section of this RFP. EXHIBIT 1 CITY OF SANTA ANA VI. RESPONSE TO RFP A. SUBMITTAL INSTRUCTIONS It is the responsibility of the Proposer to ensure that any proposals submitted have been uploaded to PlanetBids prior to the RFP due date and time. Proposals, including all required sections and forms, shall be submitted electronically via the City’s Bid Management System, PlanetBids. No other form of submittal will be accepted. PlanetBids will not accept late proposals and no exceptions shall be made. Proposers will receive an e-bid confirmation number with a time stamp from PlanetBids indicating that their proposal was submitted successfully. The City will only receive and consider those proposals that were transmitted successfully. Submit proposal online at: http://www.planetbids.com/portal/portal.cfm?CompanyID=20137 . Proposer shall be solely responsible for informing itself with respect to the proper utilization of the bid management system, for ensuring the capability of their computer system to upload the required documents, and for the stability of their internet service. Failure of the Proposer to successfully submit an electronic proposal shall be at the Proposer’s sole risk and no relief will be given for late and/or improperly submitted proposals. Proposers experiencing any technical difficulties with the bid submission process may contact PlanetBids at (818) 992- 1771. Questions of an operational nature may be directed to the City’s assigned Buyer. Neither the City, nor PlanetBids, makes any guarantee as to the timely availability of assistance, or assurance that any given problem will be resolved by the bid submission deadline. Proposals shall NOT be sent via telegraphic, electronic, or facsimile means. All notifications, updates and addenda will be posted online on PlanetBids at https://www.planetbids.com/portal/portal.cfm?CompanyID=20137. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Failure to respond to required updates may result in a determination of a nonresponsive proposal. B. COMMUNICATION / CONTACT WITH CITY STAFF Unless otherwise authorized herein, Proposers who are considering submitting a proposal in response to this RFP, or who submit a proposal in response to this RFP, are only to communicate with the assigned Project Coordinator(s), and no other City staff about this RFP from the date this RFP is issued until a contract is awarded. The City will provide all official communication concerning this RFP in writing via the City’s Bid Management System, PlanetBids. The City will not be responsible for or bound by any oral communication or any other information or contact that occurs outside the official communication process specified herein, unless confirmed in writing by the designated Project Manager(s). C. REQUEST FOR INFORMATION OR CLARIFICATION / QUESTIONS Questions regarding this RFP shall be submitted via PlanetBids. Responses to all questions will be posted on PlanetBids no later than the date and time shown at the schedule of key RFP dates on the cover page of this RFP. All prospective Proposers are advised to visit PlanetBids on a regular basis as responses may be posted earlier than the date above (if applicable). No verbal requests or responses will be accepted. Significant interpretations or clarifications will be addressed via addenda to this RFP. EXHIBIT 1 CITY OF SANTA ANA Requests submitted for City’s consideration of proposed terms and conditions, including modifications to the City’s RFP and/or Contract terms and conditions must be submitted by the deadline for questions. Such requests should include an attachment in Word or PDF format on formal company letterhead that shows the requested modifications. Significant interpretations or clarifications and responses to questions received by the deadline will be addressed via addenda to this RFP, which will be released and posted on PlanetBids under the “Addenda/Emails” tab. General process questions may be directed to the following: Megan Ornelas Buyer Email: MOrnelas@santa-ana.org D. EXCEPTIONS Requests submitted for City’s consideration of proposed terms and conditions, including modifications to the City’s RFP and/or Contract terms and conditions must be submitted by the deadline for questions. Such requests should include an attachment in Word or PDF format on formal company letterhead that shows the requested modifications. City may reject or strike any requests for exceptions or additional terms and conditions related to Agreement, RFP, and insurance and indemnification terms and conditions. E. ADDENDA Any changes in RFP from the date of release to date of submittal will result in an addendum or amendment. Notification of such addendum or amendment shall be posted on City’s PlanetBids system, https://www.planetbids.com/portal/portal.cfm?CompanyID=20137. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. F. UNDERSTANDING PROPOSAL It is the responsibility of each Proposer to inquire about any criteria, condition, term, provision, or requirement of the RFP that the Proposer does not understand. Responses to inquiries, if they significantly change or clarify the RFP requirements or any aspect of the procurement process, will be forwarded by addenda to all Proposers. The City will not be bound by any oral responses to inquiries. By submitting proposals, Proposers assert that they have fully read the RFP and any addenda issued by the City, the proposed Contract and any other Contract Documents, and affirm that the terms and conditions stated therein are fully understood and are acceptable to the Proposer. Each Proposer accepts the terms and conditions of the Contract Documents and indicates their ability and willingness to perform the requested services under such terms and conditions. Any exceptions to the terms and conditions set forth in the Contract Document shall be submitted to the City by the deadline to submit requests for information or clarification/questions set forth herein. G. PROPOSAL CONTENTS Proposals are to be prepared in such a way as to provide a straightforward, concise delineation of capabilities to satisfy the requirements of this RFP. Colored displays, promotional materials, photographs etc., are not necessary or desired. Emphasis should be concentrated on conformance to RFP instructions, responsiveness to the RFP requirements, and on completeness and clarity of content. Digital dividers and clear organization of content and material are encouraged. EXHIBIT 1 CITY OF SANTA ANA 1. Statement of Qualifications (SOQ) SOQ must include a Table of Contents and be limited to a maximum of 20 pages (excluding section dividers and exhibits). The page limitation includes all appendices, attachments, and supplemental information. Additionally, SOQ must include the following: a. Cover Letter Proposals shall include a letter signed by a principal or authorized representative who can make legally binding commitments for the entity. Include type of business entity. Cover Letter shall not exceed one page. Cover letter must be addressed to the following City Project Manager: Jacqueline Nguyen, Housing Authority Operations Supervisor City of Santa Ana – Community Development Agency 20 Civic Center Plaza Santa Ana, CA 92701 b. Services Provided A description of proposed services to be provided and how they meet the needs of the City as described in Section III – Scope of Services (Above). c. Agreement Statement Proposal shall include a statement outlining your concurrence or concerns with any and all provisions as contained in Exhibit II – Sample Agreement of this RFP (if any). d. Firm and Team Experience Proposal shall include a profile of the firm’s experience including the following: i. A general description of the firm, including size and number of employees working directly with the City on this agreement. ii. Firm’s nearest address serving the City of Santa Ana and headquarters address. iii. Name and contact information of the supervising Project Manager/Principal Agent, to be assigned to the agreement. The Project Manager/Principal Agent shall be the primary contact person to represent your firm and will be the person to conduct the presentation, if invited to an interview. e. Proposed Work Plan Proposal shall include a statement demonstrating the firm’s understanding of the Scope of Services. Additionally, proposed work plan shall include Proposers’: i. Anticipated approach to performing services as specified herein; ii. Suggestions or special concerns the evaluation committee should take into consideration (if any); iii. Description of deliverables and implementation plan. Proposer shall submit a EXHIBIT 1 CITY OF SANTA ANA general description of the deliverables, implementation plan, and timeline. f. References: Attachment B – References shall be submitted for similar projects performed for state and/or similar government clients. 2. Cost Proposal All Proposers are required to submit a fixed rate fee with their Cost Proposal. Pricing instructions should be clearly defined to ensure fees proposed can be compared and evaluated. Cost Proposal must include a payment schedule if applicable. City reserves the right to negotiate compensation and/or payment schedule prior to award of any resulting agreement. The City shall not provide reimbursement for travel-related expenses, mileage, parking, lodging, meals, incidental fees, insurance, freight/shipping and handling/delivery, and any other business expenses, supplies and materials related to providing services as specified herein. Additional costs will not be considered and will not be reimbursed by the City, therefore, such costs must be absorbed in Proposer’s cost proposal fee structure. Proposals shall be valid for a minimum of one hundred eighty (180) days following Proposal deadline. The cost for developing the Proposal is the sole responsibility of the Proposer. All Proposals submitted become property of the City. VII. CERTIFICATIONS (ATTACHMENTS) In addition to the SOQ, Narrative/Technical Proposal, and Cost Proposal, the following forms, included in this RFP, shall be signed and included as part of the proposal submittal package:  Attachment A: Proposer’s Certification and Proposal Item Pricing  Attachment B: References  Attachment C: Proposer’s Statement  Attachment D: Non-Collusion Affidavit  Attachment E: Non-Lobbying Certification  Attachment F: Non-Discrimination Certification  Attachment G: SAM.Gov UE Verifiication The proposal must be completely responsive to the RFP. Incomplete proposals will be deemed as nonresponsive and will be rejected. The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any commitment will be awarded pursuant to this RFP or otherwise. PLEASE NOTE: City will not be waive notarization requirement when applicable on any of the required attachments. VIII. REFERENCES Contractor shall provide three (3) references from other similar public agencies for which services similar to those specified in this RFP have been performed, including contact names and telephone numbers. Use ATTACHMENT B – References. The respondent grants permission for the City to contact any individuals listed as references. EXHIBIT 1 CITY OF SANTA ANA City may disqualify a Proposer if:  References fail to substantiate Proposer’s description of services and deliverables provided; or  References fail to support that Proposer has a continuing pattern of providing capable, productive, and skilled personnel, or  City is unable to reach the point of contact with reasonable effort. It is the Proposer’s responsibility to inform the point of contact(s) of normal City working hours. IX. MINIMUM SCOPE AND LIMIT OF INSURANCE The selected Proposer shall provide the required evidence of insurance coverage as set forth in the standard agreement within ten (10) business days after receipt of Notice of Intent to Award. Contractor must maintain, for the duration of its contract, insurance coverages as required by the City. Additionally, Contractor shall provide the following insurance coverage: Coverage shall be at least as broad as:  Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.  Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.  Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.  Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The Entity, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 EXHIBIT 1 CITY OF SANTA ANA 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Primary Coverage For any claims related to this contract, the Contractor’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity. Waiver of Subrogation Contractor hereby grants to Entity a waiver of any right to subrogation which any insurer of said Contractor may acquire against the Entity by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer. Self-Insured Retentions Self-insured retentions must be declared to and approved by the Entity. The Entity may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or Entity. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the Entity. Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage: 1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. 2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work. Verification of Coverage Contractor shall furnish the Entity with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to Entity before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. EXHIBIT 1 CITY OF SANTA ANA Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Contractor shall ensure that Entity is an additional insured on insurance required from subcontractors. Special Risks or Circumstances Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. X. SELECTION PROCEDURES & CRITERIA A. The City will establish a proposal review committee. The review committee will evaluate proposals based on the response to the RFP, which includes adherence to outlined directions and format, and the City evaluation criteria set forth below. B. Proposers will be ranked by the review committee based on the following criteria: C. A final score will be calculated for each submitted proposal and used to rank Proposers. Based upon the foregoing criteria, all proposals shall be ranked by score. Only those proposals receiving a score above 70 will be considered for award. The City reserves the right to award the contract to any proposer(s) with a score above 70. The review committee will evaluate proposers based on their response to the RFP and the City evaluation criteria set forth above. D. The City is under no obligation to accept any proposal and reserves the right to negotiate with respondents as to fees and terms. The City may reject proposals at its sole discretion. If proposal fails to satisfy any requirements outlined in this RFP, it may be considered non- responsive and may be rejected. The City shall not be obligated to accept the lowest priced proposals, but will make awards in the best interests of the City after all factors have been evaluated. CATEGORY POINTS Responsiveness to RFP  Proposal’s compliance with the requirements of this RFP.  Scope of Services offered including ability to provide optional services.  The value to any new and/or innovative product or service suggestions or other new ideas and enhancements. 10 Experience of Firm and Personnel  The experience, resources, and qualifications of the firm and individuals assigned to this account, including manager, supervisor and assigned staff. 60 Cost of Proposal  Value of cost in relation to services provided. 25 References  References that are similar in size and project scope to the City. 5 TOTAL POSSIBLE SCORE 100 EXHIBIT 1 CITY OF SANTA ANA The review committee will recommend the qualified Proposers to the City Council or City Manager for award of contract, as appropriate. E. The review committee may invite the proposers to interview. The City reserves the right to seek additional information from any or all Proposers invited to present proposals. A final score will be calculated for each submitted proposal and used to rank Proposers. City reserves the right to begin negotiations and enter into a contract without holding interviews, or further discussions. XI. WITHDRAWALS Proposers are responsible for verifying all prices and information before submitting a proposal. Prior to the proposal due date, the Proposer or Proposer’s representative may withdraw the proposal by providing written notice of the proposal withdrawal to the City Contact/Project Manager. Verbal or telephonic withdrawals are not permissible. XII. GENERAL TERMS AND CONDITIONS A. AMERICANS WITH DISABILITIES ACT The awarded Contractor hereby certifies that it will comply, as applicable, with the Americans with Disabilities Act of 1990 (“ADA”), 42 USC §§ 12101 et seq., and its implementing regulations, including Subtitle A, Title II of the ADA. Contractor will not discriminate against persons with disabilities nor against persons due to their relationship to or association with a person with a disability. Any contract entered into by the awarded Contractor (or any subcontract thereof), relating to this RFP, shall be subject to the provisions of this paragraph. B. CITY BUSINESS LICENSE The selected proposer shall be required to obtain a City of Santa Ana Business license within thirty (30) days of selection and must provide a copy to the City projects manager or designee prior to commencing any work in Santa Ana. C. CITY RIGHT TO REJECT The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any agreement will be awarded pursuant to this RFP or otherwise. The City reserves the right to accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any minor inconsistency, informality or technical defect in the proposal. D. CONFLICT OF INTEREST Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflict with the best interests of the City. This obligation shall apply to the Contractor; the Contractor’s employees, agents, and Subcontractors associated with accomplishing work and services hereunder. The Contractor’s efforts shall include, but not be limited to, establishing precautions to prevent its employees, agents, and Subcontractors from providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to influence or appear to influence City staff or elected officers from acting in the best interests of the City. Each Proposer must disclose any existing or potential conflict of interest relative to the performance of the contractual services resulting from this RFP. Any such relationship that EXHIBIT 1 CITY OF SANTA ANA might be perceived or represented as a conflict should be disclosed. The City reserves the right to disqualify any Proposer on the grounds of actual or apparent conflict of interest. No person, firm, or subsidiary thereof who has been awarded this Contract may be awarded a Contract for the provision of services, the delivery of supplies, or the provision of any other related action which is required, suggested, or otherwise deemed appropriate as an end product of this Contract. Therefore, Contractor is precluded from contracting for any work recommended as a result of this Contract. E. CONTRACTOR’S EXPENSE Pre-Contractual Expenses: The City is not liable for any costs incurred by Proposers prior to entering into a formal contract. Costs of developing a response to this RFP, are entirely the responsibility of the Proposer, and shall not be reimbursed in any manner by the City. Pre- contractual expenses are not to be included in the cost proposal. Pre-contractual expenses include, but are not limited to, preparation of the proposal, submission of the proposal and additional information, attendance at pre-proposal conference, negotiating any matter related to this RFP with City, and/or any other expenses incurred by the Proposer prior to the date of award and execution, if any, of the contract. Other Expenses: The Contractor will be responsible for all costs related to photo copying, telephone communications, fax communications, and parking while on City sites during the performance of work and services under this Contract. F. CONTRACTOR’S PROJECT MANAGER/KEY PERSONNEL Except as formally approved by the City, the key personnel identified in Contractor’s proposal shall be the individuals who will actually complete the work. Changes in staffing must be reported in writing and approved by the City. The City shall have the right to require the removal and replacement of the Contractor’s Project Manager and key personnel under the awarded contract. The City shall notify the Contractor in writing of such action. The City is not required to provide any reason, rationale, or additional factual information if it elects to request any specific key personnel be removed from performing services under the awarded contract. The City shall review and approve the appointment of the replacement for the Contractor’s personnel. Said approval shall not be unreasonably withheld. Standards of Conduct: Contractor’s personnel shall be courteous and maintain good working relationships with all stakeholders, state or outside agencies, other team members and staff within the City. G. COST PROPOSAL The awarded Contractor agrees to provide the purchased services at the costs, rates, and fees as set forth in their Fee Schedule in response to this RFP. No other costs, rates or fees shall be payable to the awarded Subcontractor for implementation of their proposal. H. DATA RETENTION Contractor shall be responsible for retaining data, records, and documentation for the preparation of required items. These materials shall be made available to and as requested by City. All materials, documents, data or information obtained from the City Data files or any City medium furnished to Contractor in the performance of an awarded contract will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Contractor after completion or termination of this Contract without the EXHIBIT 1 CITY OF SANTA ANA express written consent of the City. All materials, documents, data or information, including copies, must be returned to the City at the end of the contract. All data, documents and other products used, developed, or produced during response preparation of the RFP will become property of the City. All responses to the RFP shall become property of the City. Proposer information identified as proprietary shall be maintained confidential, to the extent allowed under the California Public Records Act. I. DRUG-FREE WORKPLACE The awarded Contractor certifies compliance with Government Code Section 8355 in matters relating to providing a drug-free workplace. Failure to comply with these requirements may result in suspension of payments under the Contract or termination of the contract or both, and the Contractor may be ineligible for award of any future City contracts. J. EXAMINATION Proposer represents that it has thoroughly examined and become familiar with the services and responsibilities required this RFP and that it is capable of effectively and efficiently performing quality work to achieve the City’s objectives. Any attachments referenced herein or any interpretations, clarifications or amendments subsequently posted in relation to this RFP are fully incorporated. Any irregularities or lack of clarity in the RFP should be brought to the designated City Contact/Project Manager’s attention as soon as possible so that corrective addenda may be furnished to prospective Proposers. Proposals which appear unrealistic in the terms of technical commitments, lack of technical competence, or are indicative of failure to comprehend the complexity and risk of this contract, may be rejected. K. EXECUTION OF AGREEMENT Upon successful negotiations, the City and the selected Proposer will enter into an Agreement similar to that as shown in EXHIBIT II – Sample Agreement of this RFP. If a Proposer is unwilling or unable to execute an Agreement within thirty (30) days after being notified of selection under this RFP, the City reserves the right to disqualify them without any further obligation L. FEDERAL GRANT CONTRACT PROVISIONS Proposer must agree to the federal contract provisions outlined in the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards at 2 CFR Part 200.326. These provisions will become part of the agreement resulting from this bid. M. FISCAL NONFUNDING CLAUSE In the event sufficient budgeted funds are not available for a new fiscal period, the City shall retain the right to notify the provider of such occurrence in writing at least thirty (30) days before the end of the current fiscal period and terminate the contract on the last day of the current fiscal period without penalty or expense to the City. N. JOINT OFFERS/SUBCONSULTANTS Where two or more Proposers desire to submit a single proposal in response to this RFP, they should do so on a prime sub-consultant basis. The City intends to contract with a single firm, also known as the prime, and not with multiple firms doing business as a joint venture. Should the use of sub-consultants be offered, the Proposer shall provide the same EXHIBIT 1 CITY OF SANTA ANA assurances of competence for the sub-consultant plus the demonstrated ability to manage and supervise the subcontracted work. Sub-consultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all sub-consultants in the same manner as the Proposer. The proposer is responsible for all the actions taken by their sub-contractor. The City reserves the right to reject, replace and approve any and all Subcontractors. All Subcontractor(s) shall be identified in the response to the RFP and the City reserves the right to reject any proposed Subcontractor(s). Subcontractors shall be the responsibility of the prime Contractor and the City shall assume no liability of such Subcontractors. O. INDEPENDENT CONTRACTOR Contractor is considered an independent Contractor and neither Contractor, its employees, nor anyone working under Contractor will be considered an agent or an employee of City. Neither Contractor, its employees, nor anyone working under Contractor, will qualify for workers’ compensation or other fringe benefits of any kind through City. P. JOINT OFFERS/SUBCONSULTANTS Where two or more Proposers desire to submit a single Proposal in response to this RFP, they should do so on a prime sub-consultant basis. The City intends to contract with a single firm and not with multiple firms doing business as a joint venture. Should the use of sub- consultants be offered, the Proposer shall provide the same assurances of competence for the sub-consultant plus the demonstrated ability to manage and supervise the subcontracted work. Sub-consultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all sub-consultants in the same manner as the Proposer. The City reserves the right to reject, replace and approve any and all Subcontractors. All Subcontractor(s) shall be identified in the response to the RFP and the City reserves the right to reject any proposed Subcontractor(s). Subcontractors shall be the responsibility of the prime Contractor and the City shall assume no liability of such Subcontractors. Q. LITIGATION STATUS Each Proposer must include in its proposal a complete disclosure of any alleged significant prior or ongoing contract failures, any civil or criminal litigation or investigation pending which involves the Proposer or in which the Proposer has been judged guilty or liable. Failure to comply with the terms of this provision will disqualify any proposal. The City reserves the right to reject any proposal based upon the Proposer’s prior history with the City or with any other party, which documents, without limitation, unsatisfactory performance, adversarial or contentious demeanor, significant failure(s) to meet contract milestones or other contractual failures. R. NEGOTIATIONS The City reserves the right to negotiate final contract terms with any Proposer selected. The contract between the parties will consist of the RFP together with any modifications thereto, and the awarded Contractor’s proposal, together with any modifications and clarifications thereto that are submitted at the request of the City during the evaluation and negotiation process. In the event of any conflict or contradiction between or among these documents, the documents shall control in the following order of precedence: the final executed contract, the RFP, any modifications and clarifications to the awarded Contractor’s proposal, and the awarded Contractor’s proposal. Specific exceptions to this general rule may be noted in the final executed contract. EXHIBIT 1 CITY OF SANTA ANA Negotiations shall be confidential and not subject to disclosure to competing Contractors unless and until an agreement is reached. If contract negotiations cannot be concluded successfully, the City reserves the right to negotiate a contract with another Contractor or withdraw the RFP. S. NON-PAYMENTS Note that payments will NOT be made for any unsatisfactory work until corrected. In the event of nonpayment of undisputed sums by the City, Contractor shall give the City thirty (30) working days to cure the alleged breach. T. OWNERSHIP OF DOCUMENTS The City has permanent ownership of all directly connected and derivative materials produced under this contract by the Contractor. All documents, reports and other incidental or derivative work or materials furnished hereunder shall become and remains the sole property of the City and may be used by the City as it may require without additional cost to the City. Contractor shall provide the City copies of documents upon its request at any time. None of the documents, reports and other incidental or derivative work or furnished materials shall be used by the Contractor without the express written consent of the City. U. PARKING The City will not provide free parking and/or reimbursement for the cost of parking while providing services and conducting business with the City. V. PROFESSIONAL STANDARDS Contractor staff shall be courteous to the public and City staff utilizing facilities where Contractor is performing work, but shall be responsive only to the requests of the City’s Project Manager or designee. Contractor staff shall direct all inquiries to Project Manager or designee. Contractor acknowledges that City locations consist of public-use facilities and recognizes the obligation to ensure Contractor personnel and agents maintain the highest level of professional standards in attire, decorum, and interaction with the public and City personnel. W. PROJECT MANAGER The selected Proposer will assume responsibility for all services in its proposal. The selected Proposer shall identify a sole point of contact, Project Manager, with the greatest knowledge in regard to the required service operations and contractual matters, including payment of any and all charges resulting from the Agreement. X. PROPOSAL VALIDITY Services, pricing, and warranties indicated in a Proposer’s Proposal must be valid for a period of 180 days at minimum after the submission of the Proposal. Y. PUBLIC AGENCIES Other public agencies, as defined by California Government Code Section 6500, may choose to use the terms of this Contract, subject to Contractor’s acceptance. The City is not liable or responsible for any obligations related to a subsequent contract between Contractor and another public agency. EXHIBIT 1 CITY OF SANTA ANA Z. PUBLIC RECORDS Proposals will become public record after the award of a contract unless the proposal or specific parts of the proposal can be shown to be exempt by law. Each Proposer may clearly label all or part of a proposal as "CONFIDENTIAL" provided that the Proposer thereby agrees to indemnify and defend the City for honoring such a designation. The failure to so label any information that is released by the City shall constitute a complete waiver of any and all claims for damages caused by any release of the information. Proposer information identified as proprietary shall be maintained confidential, to the extent allowed under the California Public Records Act. AA. SUBCONTRACTORS Proposals in response to this RFP must identify any Subcontractors, and outline the contractual relationship between the Awarded Subcontractor and each Subcontractor. An official of each proposed Subcontractor must sign, and include as part of the proposal submitted by the Prime Contractor, a statement to the effect that the Subcontractor has read and will agree to abide by the awarded Contractor’s obligations. Any Subcontractor proposed after award of contract must be approved by the City before commencement of work. The City will look solely to the awarded Contractor for the performance of all contractual obligations which may result from an award based on this RFP, and the awarded Contractor shall not be relieved for the non-performance of any or all Subcontractors. XIII. AWARD OF AGREEMENT Selected Contractor(s) will be notified in writing. Any award is contingent upon the successful negotiation of final contract terms. A. EXECUTION OF AGREEMENT A standard agreement is included as EXHIBIT II Sample Agreement of this RFP. “Proposer” will hereinafter be referred to as “Consultant” or “Contractor” in standard agreement. The term of the agreement will begin after the agreement is fully executed, and all required bonds, insurance documents and contents of the payment information packet have been received and approved. XIV. IMPLEMENTATION A. KICK-OFF MEETINGS The successful proposer will be required to meet with City staff prior to commencement of services or at any time as required by the City, to discuss and agree on operational issues including transition of services and scheduling. EXHIBIT 1 CITY OF SANTA ANA I. BACKGROUND INFORMATION The purpose of this Request for Proposals is to provide document storage and imaging services for the Housing Authority of the City of Santa Ana (SAHA), the City of Santa Ana’s (COSA) Community Development Agency (CDA), and Finance & Management Services Agency (FMSA). (Collectively “CDA” and “FMSA” will be referred to as “COSA”.) II. PROJECT DESCRIPTION The Contractor shall perform the services as set forth below: a. Provide document storage for SAHA, CDA, and FMSA agencies that will meet the current and future needs of each agency. The current needs consist of approximately 1,829 boxes of which 1,816 are banker boxes. SAHA and COSA intends to add more boxes to the vendor’s facility during the contract period. The proposer must accommodate the additional boxes at the rates offered for the contract term. Proposer shall pickup and deliever documents as requested to a secure facility located within 30 miles of Santa Ana, California. b. The Proposer shall include pricing for optional services such as document imaging services, electronic storage, off-stie access, and other related imaging services. III. PROJECT DELIVERABLES/REQUIREMENTS GENERAL The Contractor shall perform the services as set forth below: a. Utilize pick up and/or delivery routes that are most cost efficient and effective for SAHA, & COSA. b. Move all records and containers in such a manner as to prevent damage to and loss of records. c. Stack boxes so as to prevent crushing. There shall be no charge to the SAHA, & COSA if re-boxing is required. d. Provide professional and technical assistance to ensure that all records are properly recorded, managed, stored, delivered and handled. e. Allow the addition or removal of COSA Departments (accounts) as needed through the term of the Contract. f. Store the documents at one secure location located within no more than a thirty (30) mile radius of the City of Santa Ana’s City Hall at 20 Civic Center Plaza, Santa Ana, California. g. Provide all necessary vehicles, and qualified staff and clerical support to perform the services required. h. Vendor is subject to and shall operate in compliance with all relevant requirements contained in the Health Insurance Portability and Accountability Act of 1996 (HIPAA), Public Law 104- 191, enacted August 21, 1996, and the related laws and regulations promulgated subsequent thereto. EXHIBIT I SCOPE OF SERVICES EXHIBIT 1 CITY OF SANTA ANA i. Vendor shall comply with all requirements of the Occupational Safety and Health Administration (OSHA) standards and codes as set forth by the U.S. Department of Labor and the State of California (Cal/OSHA). j. Vendor shall conduct criminal background record checks on all employees and any subcontractors providing services under this Contract. Vendor must receive a criminal records clearance from the State of California Department of Justice before the individual can provide services. The Vendor must retain a statement affirming that the employee/subcontractor has completed and passed the background check in each person’s personnel file. k. Vendor shall perform a semi-annual treatment and/or inspection for rodent and insects by a pest control service at each facility. Proof of such treatment shall be submitted to the SAHA/COSA on a semi- annual basis. RECORD STORAGE a. Vendor shall provide pickup and/or delivery of SAHA’s and COSA records to and from various SAHA/COSA locations within city limits. No extra fee shall be imposed for scheduled pick-up and/or delivery services for different departments/divisions that are serviced at the same time and at the same location as the originally scheduled service. b. Barcoding - The Vendor must provide a barcode tracking system to identify the current location, status, and retrieval/refile information of all files and storage boxes received at its facility. In your proposal, please describe the process for using barcode technology or radio frequency identification (“RFID”) technology to track retrieved, delivered, or picked up records. c. The Vendor’s barcode tracking system shall include appropriate logs and receipts that detail the delivery and pickup of requested files and storage boxes for verification and audit purposes. The barcode tracking system shall provide an update of the inventory status within 24 hours of activity. d. File Indexing – SAHA/COSA may require indexing at the file level rather than the entire range of the contents of a box in storage, including a barcode label on each file prior to labeling and indexing the box. e. File Validation – SAHA/COSA may prepare their own files for storage and request validation, including a scan of each file barcode to verify contents. f. Vendor must provide quarterly reports detailing information on the SAHA/COSA’s account including, but not limited to: summary totals of its utilized storage space; summary totals of all boxes in storage; listings of all boxes added or removed during the previous quarter; listings of all files or boxes retrieved, delivered, picked up, and refiled during the previous quarter; and listings of any files or boxes destroyed during the previous quarter. In your proposal, please provide a sample quarterly report(s) detailing the account information and activities listed above. SAHA/COSA may request additional reports other than quarterly or monthly at their discretion. g. Records shall be stored at least four (4) inches off of the floor for moisture protection. EXHIBIT 1 CITY OF SANTA ANA Vendor shall ensure that no loose records are stored. If loose records are found, communicate with SAHA/COSA on how to proceed. h. Records Retrieval: The Vendor shall accept and respond to record retrieval, delivery, pickup, and refiling requests from designated SAHA/COSA staff. The Vendor shall deliver and pickup requested files or storage boxes from the requested SAHA/COSA Facility during regular business hours of 7:30 am to 5:00 pm, Monday through Thursday and 8:00 am to 5:00 pm on alternating Fridays. Vendor shall combine delivery and pick up of records into one trip when appropriate. Vendor shall provide next day and same day delivery service but delivery shall be no later than 48-hours from the time the record request received. SAHA/COSA shall be able to add additional locations without penalty or additional charges. DOCUMENT IMAGING SERVICES AND STORAGE [OPTIONAL] Digital Document Scanning/Imaging: Provide digital document scanning/imaging and indexing of any records stored at vendor’s facility as requested by the SAHA/COSA for conversion of each into a digital format within two business days (48-hour notice) from telephone or email request. The vendor shall perform the following services: a. Conversion of paper to a digital image; check the images for quality control to ensure that the images are captured with the best possible image in a production environment. Vendor will take all necessary precautions to ensure the integrity of the records during the imaging process. Vendor will ensure that all information that can be interpreted on the original can be interpreted on a full size printout of the imaged file. b. Attribute identification for an image using double pass data entry. The double blind pass shall ensure that every document’s indexing is captured correctly. c. Merge and quality check the two databases (image and index) to ensure that there is no missing data and that every document and every index match. d. Ensure the quality checked “X&Y” data is not loaded to the hosted solution. Prior to release, quality check all data to ensure that the load is complete. e. Merge all newly processed data for the site to the “mirror” site to ensure redundancy. f. Store the completed daily data in a disaster recovery site. g. The storage space on the cloud shall be provided by the vendor and accessible by the SAHA/COSA. h. Paper sizes included are: 8 ½ x 11, 8 ½ x 14, 11 x 14, and 11 x 17. i. Images shall be scanned at 200 DPI and stored as a multipage PDF. j. Large Format Document Scanning – Provide scanning of large format documents. Large format is any document that exceeds the standard 8 ½ x 11 or 8 ½ x 14 size. This type of document is typically an engineering drawing or schematic. Resolution shall be sufficient to ensure that all information is legible on the images. k. All images shall be correctly oriented with the topside up and skew of less than three EXHIBIT 1 CITY OF SANTA ANA degrees. l. SAHA/COSA reserves the right to have the vendor redo any image scan that does not meet the SAHA/COSA’s quality standards at no cost to the SAHA/COSA. m. SAHA/COSA requires that the vendor images both sides of documents only when there is information on both sides. SAHA/COSA will not pay for the scanning of blank images. Backsides containing information but not scanned by the vendor shall be rescanned and inserted into the multipage file in the correct sequence at no cost to the SAHA/COSA other than the per image cost. n. Vendor shall be required to notify the SAHA/COSA when requested records have been imaged and uploaded to a secure transmitted cloud based system. o. The documents shall be saved as TIFF, PDF, or JPG as directed by SAHA/COSA. p. Vendor shall provide an ASCII version of the index with the fully qualified file name for each image. q. Other storage – SAHA/COSA may need to store external hard drives or disks or convert those to electronic files. In your proposal, please provide recommendations on how to best retain this information. CHANGE OVER/TRANSITION PERIOD In the event the selected Vendor is not the SAHA/COSA’s incumbent vendor, a change- over period shall begin within ninety (90) days of the SAHA/COSA awarding an approved Contract from the City Council. The change over to the Vendor shall include, but is not limited to: the loading, transporting, and processing of the SAHA/COSA’s records from the incumbent. If a change over is necessary, the Vendor shall complete the transfer of all the SAHA/COSA’s records from its incumbent offsite document storage facility to the Vendor’s facility within this period. If a change over is necessary, the Vendor shall complete the intake of all the SAHA/COSA’s records into the Vendor’s barcode tracking system within three (3) months of the Contract execution. Vendor shall furnish all labor, materials and equipment for the transport of SAHA/COSA’s records from former vendor(s) location to Vendor’s facilityincluding: a. Vendor shall conduct a joint inventory of records with former vendor and appointed SAHA/COSA staff as records are transferred to Vendor. Vendor shall assume responsibility for the SAHA/COSA’s records upon transfer. b. Vendor shall identify and index any unidentified or improperly identified (e.g., an unknown department) records or media prior to placement in Vendor’s storage facility(s). c. Vendor shall index, inventory and shelve all incoming records in such a manner that will facilitate timely access pursuant to the requirements of this Contract, to be determined between Vendor and SAHA/COSA. d. All SAHA/COSA records shall be available twenty-four (24) hours a day, seven (7) days a week, to authorized users during the transition period. EXHIBIT 1 CITY OF SANTA ANA e. The Vendor shall replace boxes damaged during the transfer from the former’s vendor facility and the new vendor’s facility. Should such damage occur, the vendor shall furnish a report to the SAHA/COSA detailing which boxes were damaged within 2 business days of damage occurring and replace the respective item with like equipment as approved by the SAHA/COSA. f. Upon successful completion of the transfer, the vendor shall supply to the SAHA/COSA an inventory report of the boxes by department name, reference number and description of the contents as stored. g. In your proposal, please include the process for acquiring the client’s boxes from the former vendor facility and a time line for the process. Provide policy and procedures for the transition services. Vendor shall provide two cost proposals, one cost for transition of services if no permanent removal (withdrawal) fee is allowed and one if permanent removal (withdrawal) fee is allowed. MANAGEMENT AND INVOICING a. The Vendor shall provide monthly invoices showing a line item for all the SAHA/COSA storage and activity costs during the month. The invoice shall include a detailed list of all transactions and a summary page listing totals for each department. b. Vendor may not move SAHA/COSA’s records without prior written notification and approval by SAHA/COSA. Vendor shall notify the SAHA/COSA at least ten (10) day in advance of any changes to vendor’s storage locations. c. Vendor agrees to pay a penalty of $100.00 per page / record for any lost page / record. d. Performance and Security Standards:  The Vendor shall at all times ensure the safety, confidentiality, and integrity of all the SAHA/COSA’s records in its possession.  The Vendor shall only permit designated SAHA/COSA staff to access and retrieve the records stored at its facility. The SAHA/COSA will provide the Vendor a list of staff authorized to access the records and notify the Vendor in writing of any changes to the list. EXHIBIT 1 CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this day of , 2023 by and between ___________________________________________________________, (“Consultant”), 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 (“City”). RECITALS A. The City desires to retain a Consultant having special skill and knowledge in the field of: B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. 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 Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit I, attached hereto and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Compensation - Exhibit II. The total amount to be expended during the term of this Agreement shall not exceed $xxxxxx. b. 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 meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above for a written number (3) year term with the option for the City to grant up to two, one (1)-year renewals, exercisable by a writing by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, below. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent Consultant 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 Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant 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. EXHIBIT II SAMPLE AGREEMENT SAMPLEEXHIBIT 1 CITY OF SANTA ANA standards and regulations governing such services. Consultant 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. 5. OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. MINIMUM SCOPE AND LIMIT OF INSURANCE The selected Proposer shall provide the required evidence of insurance coverage as set forth in the standard agreement within ten (10) business days after receipt of Notice of Intent to Award. Contractor must maintain, for the duration of its contract, insurance coverages as required by the City. Additionally, Contractor shall provide the following insurance coverage: Coverage shall be at least as broad as:  Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.  Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.  Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the Entity requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity. Other Insurance Provisions The insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The Entity, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such SAMPLEEXHIBIT 1 CITY OF SANTA ANA work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Primary Coverage For any claims related to this contract, the Contractor’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor’s insurance and shall not contribute with it. Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the Entity. Waiver of Subrogation Contractor hereby grants to Entity a waiver of any right to subrogation which any insurer of said Contractor may acquire against the Entity by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the Entity has received a waiver of subrogation endorsement from the insurer. Self-Insured Retentions Self-insured retentions must be declared to and approved by the Entity. The Entity may require the Contractor to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or Entity. Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the Entity. Claims Made Policies (note – should be applicable only to professional liability, see below) If any of the required policies provide claims-made coverage: 4. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work. 5. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work. 6. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Contractor must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work. Verification of Coverage Contractor shall furnish the Entity with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all SAMPLEEXHIBIT 1 CITY OF SANTA ANA policy endorsements to Entity before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Contractor’s obligation to provide them. The Entity reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Special Risks or Circumstances Entity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. INDEMNIFICATION Consultant 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 Contractor, 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. The Consultant 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 due 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 Contractor’s services are subject to Civil Code Section 2782.8, the above 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 Contractor. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States’ letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. RECORDS Contractor shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant 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 Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant 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. Consultant 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 Consultant under this Agreement. CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant 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 SAMPLEEXHIBIT 1 CITY OF SANTA ANA 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 Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. CONFLICT OF INTEREST CLAUSE Contractor 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. NON-DISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, 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 Contractor. 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 Consultant 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. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor 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 Contractors retained by City. TERMINATION This Contract may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Contractor 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 Contractor to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant 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. 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. SAMPLEEXHIBIT 1 CITY OF SANTA ANA I. 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. II. PROFESSIONAL LICENSES Consultant 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. Consultant 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. III. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this contract 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: 714- 647-6956 With courtesy copies to: Housing Authority Operations Supervisor City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 To Contractor: 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 new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been 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 excluded. First & Last Name Title Consultant Firm Name Address City, State, Zip Fax: SAMPLEEXHIBIT 1 CITY OF SANTA ANA IV. 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 attorney’s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b.The Agreement is the final and complete agreement and any prior or contemporaneous agreements for similar services between the parties is superseded by this Agreement. This shall not apply where the Parties are currently engaged and Consultant is providing services not contemplated by this Agreement. c. 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 first above written. ATTEST: CITY OF SANTA ANA Jennifer L. Hall Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO CONSULTANT: City Attorney By: Assistant City Attorney Tax ID# RECOMMENDED FOR APPROVAL: Michael L. Garcia Executive Director of Community Development SAMPLE ONLY (name) (title) SAMPLEEXHIBIT 1 CITY OF SANTA ANA Federal Regulations – Recipient must comply with the government cost principles, uniform administrative requirements and audit requirements for federal grant program housed within Title 2, Part 200 of the Code of Federal Regulations. b. Debarment and Suspension – As required by Executive Orders 12549 and 12689, and 2 CFR §200.212 and codified in 2 CFR Part 200, Recipient must provide protection against waste, fraud, and abuse by debarring or suspending those persons deemed irresponsible in their dealings with the Federal government. c. Audit Records - With respect to all matters covered by this agreement all records shall be made available for audit and inspection by CITY, the grant agency and/or their duly authorized representatives for a period of three (3) years from the date of submission of the final expenditure report by the City of Santa Ana. For a period of three years after final delivery hereunder or until all claims related to this Agreement are finally settled, whichever is later, Recipient shall preserve and maintain all documents, papers and records relevant to the services provided in accordance with this Agreement, including the Attachments hereto. For the same time period, Recipient shall make said documents, papers and records available to City and the agency from which City received grant funds or their duly authorized representative(s), for examination, copying, or mechanical reproduction on or off the premises of Recipient, upon request during usual working hours. d. Reports - Recipient shall provide to City all records and information requested by City for inclusion in quarterly reports and such other reports or records as City may be required to provide to the agency from which City received grant funds or other persons or agencies. e. Section 504 of the Rehabilitation Act of 1973 (Handicapped) - All recipients of federal funds must comply with Section 504 of the Rehabilitation Act of 1973 (The Act). Therefore, the federal funds recipient pursuant to the requirements of The Act hereby gives assurance that no otherwise qualified handicapped person shall, solely by reason of handicap be excluded from the participation in, be denied the benefits of or be subject to discrimination, including discrimination in employment, in any program or activity that receives or benefits from federal financial assistance. The Recipient agrees it will ensure that requirements of The Act shall be included in the agreements with and be binding on all of its contractors, subcontractors, assignees or successors. f. Americans with Disabilities Act of 1990 - (ADA) Recipient must comply with all requirements of the Americans with Disabilities Act of 1990 (ADA), as applicable. g. Political Activity - None of the funds, materials, property, or services provided directly or indirectly under this agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office, or otherwise in violation of the provisions of the "Hatch Act". h. No Lobbying - Recipient will comply with all applicable lobbying prohibitions and laws, including those found in the Byrd Anti-Lobbying Amendment (31 U.S.C. 1352, et seq.), and agrees that none of the funds provided under this award may be expended by the Recipient to pay any person to influence, or attempt to influence an officer or employee of any agency, a Member of Congress, an officer EXHIBIT III FEDERAL REGULATIONS EXHIBIT 1 CITY OF SANTA ANA or employee of Congress, or an employee of a Member of Congress in connection with any federal action concerning the award or renewal of any federal contract, grant, loan, or cooperative agreement. i. Non-Discrimination and Equal Opportunity - Recipient will comply, and all its contractors (or subrecipients) will comply, with Title VI of the Civil Rights Act of 1964, as amended; Section 504 of the Rehabilitation Act of 1964, as amended; Subtitle A, Title II of the Americans with Disabilities Act (ADA) (1990); Title IX of the Education Amendments of 1972; the Age Discrimination Act of 1975, as amended; Drug Abuse Office and Treatment Act of 1972, as amended; Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of 1970, as amended; Section 523 and 527 of the Public Health Service Act of 1912, as amended; Title VIII of the Civil Rights Act of 1968, as amended; Department of Justice Non-Discrimination Regulations, 28 CFR Part 42, Subparts C, D, E, and G; and Department of Justice regulations on disability discrimination, 28 CFR Part 35 and 39. In the event a Federal or State court, Federal or State administrative agency, or the Recipient makes a finding of discrimination after a due process hearing on the grounds of race, color, religion, national origin, sex, or disability against a recipient of funds, the Recipient will forward a copy of the findings to CITY which will, in turn, submit the findings to the Office of Civil Rights, Office of Justice Programs, U.S. Department of Justice. If applicable, recipient will comply with the equal opportunity clause in 41 C.F.R. 60-1.4(b) in accordance with Executive Order 11246 as amended by Executive Order No. 11375. j. Equal Employment Opportunity - Recipient will comply, and all its contractors (or subrecipients) will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled “Equal Employment Opportunity,” as amended by Executive Order 11375 of October 13, 1967, and as supplemented in Department of Labor regulations (41 CFR chapter 60), as applicable. k. Public Contracts Code - Recipient will comply, and all its contractors (or subrecipients) will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. l. Copeland Anti-Kickback Act - Recipient will comply, and all its contractors and subcontractors (or subrecipients) shall comply, with all requirements of the Copeland “Anti-Kickback” Act (30 U.S.C. 3145) as supplemented in Department of Labor regulations (29 CFR Part 3), as applicable. (1) Contractor – Contractors shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this contract. (2) Subcontracts – Contractor or subcontractor shall insert in any subcontracts the clause above and such other clauses as FEMA may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract clauses. (3) Breach – A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. § 5.12. m. Davis-Bacon Act - Recipient will comply, and all its contractors (or subrecipients) will comply, with all requirements of the Davis-Bacon Act (40 U.S.C. 3141-3144 and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. EXHIBIT 1 CITY OF SANTA ANA Contractors are required to pay wages to laborers and mechanics at a rate no less than the prevailing wages specified in a wage determination made by the Secretary of Labor. Additionally, contractors are required to pay wages not less than once a week. n. Work Hours and Safety - Recipient will comply, and all its contractors (or subrecipients) will comply, with all requirements of Sections 103 and 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 3702 and 3704) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. o. Clean Air Act - Recipient will comply, and all its contractors (or subrecipients) will comply, with all applicable standards, orders or requirements issued under the Clean Air Act (42 U.S.C. 7401-7671q), and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as applicable. p. Energy and Conservation - Recipient will comply, and all its contractors (or subrecipients) will comply, with all requirements of the Energy Policy and Conservation Act (42 U.S.C. 6201), as applicable. q. Waste Disposal - Recipient will comply, and all its contractors (or subrecipients) will comply, with all requirements of Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, as applicable. r. Patent Rights - Recipient agrees that the Department of Homeland Security shall have the authority to seek patent rights for any process, product, invention or discovery developed and paid for with funding through this Agreement based on the requirements of 37 CFR§ 401 and any other implementing regulations, as applicable. s. Copyright - Recipient may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA) and City reserve a royalty-free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the subcontractor purchases ownership with support through this grant. The Federal government’s, SAA’s and City’s rights identified above must be conveyed to the publisher and the language of the publisher’s release form must ensure the preservation of these rights. t. Telecommunications (2 CFR 200.216) - Recipient will comply with FEMA Policy 405-143- 1, Prohibitions on Expending FEMA Award Funds on Covered Telecommunication Equipment or Services (Interim), which prohibits grant recipients and subrecipients from obligating or expending loan or grant funds to procure or obtain, extend or renew a contract to procure or obtain, or to enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is: EXHIBIT 1 CITY OF SANTA ANA (1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities). (2) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities). (3) Telecommunications or video surveillance services provided by such entities or using such equipment. (4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of the National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. u. Domestic preferences for procurements (2 CFR 200.322) - Recipient agrees that as appropriate and to the extent consistent with law, it will, to the greatest extent practicable under a Federal award, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including but not limited to iron, aluminum, steel, cement, and other manufactured products). This requirement must be included in all subawards including all contracts and purchase orders for work or products under this award. For purposes of this provision: “produced in the United States” means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States; and “manufactured products” means items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber. v. Equal Employment in Construction Contracts - Pursuant to Equal Employment Opportunity requirements of 41 C.F.R. 60-1.4(b) in accordance with Executive Order 11246 as amended by Executive Order No. 11375, as to any construction contract thereunder, if applicable, during the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. EXHIBIT 1 CITY OF SANTA ANA (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance. FOR PROPOSERS’ REFERENCE ONLY EXHIBIT 1 CITY OF SANTA ANA Certification - I certify that I have read, understand and agree to the terms and conditions of this Request for Proposals. I have examined the Scope of Services (Exhibit I) and am qualified to provide services being requested as specified herein. I understand and agree that I am responsible for reporting any errors, omissions or discrepancies to the City for clarification prior to the submission of my proposal. PROPOSER’S STATEMENT: I have read, understood and agree to the terms and conditions on all pages of the Request for Proposals. Upon request, I will transfer and deliver goods or services to the City in accordance with said terms and conditions. __________________________________________________________________________________ LEGAL NAME OF COMPANY PHONE AND FAX NUMBERS __________________________________________________________________________________ BUSINESS ADDRESS __________________________________________________________________________________ PRINTED NAME OF AUTHORIZED AGENT TITLE __________________________________________________________________________________ SIGNATURE OF AUTHORIZED AGENT DATE E-MAIL ADDRESS __________________________________________________________________________________ FEDERAL ID NUMBER (IF APPLICABLE) CONTRACTOR LICENSE NUMBER (IFAPPLICABLE) THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT A PROPOSER’S CERTIFICATION, PROPOSAL PRICING EXHIBIT 1 CITY OF SANTA ANA List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. REFERENCE Customer Name:_________________________Contact Individual: ____________________________ Address: ________________________________Phone Number: _______________________________ Email: ____________________________________ Contract Amount: ________________________Year: ______________________________________ Description of supplies, equipment, or services provided: __________________________________________________________________________________ REFERENCE Customer Name:_________________________Contact Individual: ____________________________ Address: ________________________________Phone Number: _______________________________ Email: ____________________________________ Contract Amount: ________________________Year: ______________________________________ Description of supplies, equipment, or services provided: __________________________________________________________________________________ REFERENCE Customer Name:_________________________Contact Individual: ____________________________ Address: ________________________________Phone Number: _______________________________ Email: ____________________________________ Contract Amount: ________________________Year: ______________________________________ Description of supplies, equipment, or services provided: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT B REFERENCES EXHIBIT 1 CITY OF SANTA ANA Proposer understands and agrees that this written RFP (or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Executive Director or his duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to proposer or deposited with the United States Postal Service properly addressed to the proposer with the correct postage affixed thereto. Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish City all required bonds and certificate of liability insurance within ten (10) days (excluding Saturdays, Sundays and City’s legal holidays), or the funds, check, draft, or proposer’s bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City is difficult to ascertain; otherwise said funds, check drafts, or proposer’s bond substituted in lieu thereof shall be returned to the undersigned. Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFP schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. All terms contained in the specifications, the certification of nondiscrimination by contractors, and the required insurance certificates are to be incorporated by reference into this agreement and are made specifically as part of this RFP. Signed: Title: Firm: Date: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT C PROPOSER’S STATEMENT EXHIBIT 1 CITY OF SANTA ANA (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the proposer declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any proposer or anyone else to put in a sham proposal, or that anyone shall refrain from bidding; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the proposer or any proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham proposal. Note: The above non-collusion affidavit is part of the proposal. Signing this proposal on the signature portion thereof shall also constitute signature of this non-collusion affidavit. Proposers are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed____________________________________________________________________________ State of ________, County of __________________________________________________________ Subscribed and sworn to (or affirmed) before me on this________ day of_____________, 20____, by ________________________, proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. ___________________ _____ Notary Public Signature Notary Public Seal THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT D NON-COLLUSION AFFIDAVIT EXHIBIT 1 CITY OF SANTA ANA The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. Signed: Title: Firm: Date: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT E NON-LOBBYING CERTIFICATION EXHIBIT 1 CITY OF SANTA ANA The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers’ representatives of the Consultant’s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 1. In the event of the Consultant’s non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 2. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract ATTACHMENT F NON-DISCRIMINATION CERTIFICATION EXHIBIT 1 CITY OF SANTA ANA or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, no discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Firm: Date: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. EXHIBIT 1 CITY OF SANTA ANA On April 4, 2022, the federal government stopped using the DUNS Number to uniquely identify entities. Now, entities doing business with the federal government use the Unique Entity ID created in SAM.gov. They no longer have to go to a third-party website to obtain their identifier. This transition allows the government to streamline the entity identification and validation process, making it easier and less burdensome for entities to do business with the federal government. This RFP includes federal funding, and as such, the proposer must provide verification of their SAM.gov UEI and registration status. Please attach your entity’s registration from SAM.gov, including UEI and active registration status. THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. ATTACHMENT G SAM.GOV UEI VERIFICATION EXHIBIT 1 CONSULTANTAGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this 1st day of January, 2024 by and between Iron Mountain Information Management, LLC, (“Consultant”), the Housing Authority of the City of Santa Ana, a public body, corporate and politic, 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 (hereinafter collectively referred to as the “City”). City and Consultant shall hereinafter be referred to as collectively, “the Parties.” RECITALS A. B. C. On July 19, 2023, the City issued a Request for Proposal No. 23-109A (“RFP 23-109A”), by which it sought qualified consultants to provide special skills and knowledge in the field of document storage and imaging services. Consultant submitted a responsive proposal that was selected by the City. Consultant represents that Consultant is able and willing to provide such services to the City that were described in the scope of work included in the RFP 23-109A. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. 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 Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Work, that was included in RFP 23-109A, which is attached as Exhibit A, attached hereto and incorporated by reference, and as further described in Consultant’s Proposal incorporated herein by reference. 2.COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for City, the rates and charges identified in Fee Proposal - Exhibit B. The total amount to be expended during the term of this Agreement shall not exceed $142,700. b. 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 meet the standards of performance set forth in the Recitals which may reasonably be expected by City. Page 1 of 11 #329503v1 3.TERM This Agreement shall commence on the date first written above for a three (3) year term with the option for the City to grant up to a two (2) one-year renewals, exercisable by a writing by the City Manager, City Attorney, and General Counsel for the Housing Authority of the City of Santa Ana unless terminated earlier in accordance with Section 15, below. 4.INDEPENDENT CONTRACTOR Consultant 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 Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant 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. 5.OWNERSHIP OF MATERIALS This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all reports which are delivered by Consultant under this Agreement (“Documents & Data”). Consultant represents and warrants that Consultant has the legal right to deliver any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. 6.INSURANCE Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office (ISO) Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than Page 2 of 11 #329503v1 $1,000,000 per accident for bodily injury and property damage. (Not required if Consultant will not be using a vehicle). 3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employers’ Liability insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease. If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City . Other Insurance Provisions The General Liability insurance policies are to contain, or be endorsed to contain, the following provisions: Additional Insured Status The City , its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used). Primary Coverage For any claims related to this contract, the Consultant’s insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the City , its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City , its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it. Notice of Cancellation Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City . Waiver of Subrogation Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. Self-Insured Retentions Self-insured retentions must be declared to the City . The City may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy Page 3 of 11 #329503v1 language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City . Acceptability of Insurers Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City . Verification of Coverage Consultant shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. Special Risks or Circumstances City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 7.INDEMNIFICATION Consultant 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 Consultant, 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. The Consultant 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 due 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 Consultant’s services are subject to Civil Code Section 2782.8, the above 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 Consultant. Page 4 of 11 #329503v1 8.INTELLECTUAL PROPERTY INFRINGEMENT INDEMNIFICATION Consultant shall defend and indemnify the City from and against any third party claim, demand, action or suit brought against City alleging that the services performed under this Agreement by Consultant infringe the patent, trade secret, copyright or other valid intellectual property right of such third party and, as Consultant’s sole obligation and City’s sole and exclusive remedy, Consultant shall pay for the cost of defense and any amount finally awarded in any judgment rendered against City by a court of competent jurisdiction. The foregoing Obligations of Iron Mountain are conditional upon the duty of City to provide Consultant with prompt written notice of any such claim, suit or demand. City hereby consents and authorizes Consultant to have and maintain the sole control of the defense of any resulting litigation or settlement thereof. Consultant shall have no liability or obligation to City with respect to any claim of infringement or misappropriation in the event and to the extent based upon (i) use of or access to the services in or from an application or environment or on a platform or with devices not authorized in the applicable Consultant published documentation or other requirements specified under this Agreement, (ii) modifications, alterations, combinations or enhancements of the services not created by Consultant or (iii) any patent, copyright, or trade secret in which City has an interest. The foregoing indemnification obligations shall not apply in the event and to the extent that the claim or demand arises as a result of City’s negligence, intentional misconduct, or failure to use the services in accordance with applicable documentation or breach of this Agreement. If any services are held, or in the Consultant’s reasonable opinion could be held, to constitute an infringement or misappropriation of any third party’s intellectual property rights, Consultant may at its option (a) procure the right for City to continue using or accessing the services, (b) replace the services with a non-infringing equivalent service or (c) modify the services to make them non-infringing and without substantially compromising their functionality. This paragraph states Consultant’s entire obligation to City and City’s sole and exclusive remedy with respect to any claims of infringement or misappropriation. 9.RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the invoices rendered under this Agreement for 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 Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records during regular business hours and upon five business days’ notice. 10.CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant 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 Page 5 of 11 #329503v1 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 Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11.CONFLICT OF INTEREST CLAUSE Consultant 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. 12.NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13.EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, 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 Consultant. 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 Consultant 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. 14.ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant 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 Page 6 of 11 #329503v1 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 Consultants retained by City. 15.TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. b. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City’s use thereof for such purposes as the City deems appropriate. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16.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. 17.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. 18.PROFESSIONAL LICENSES Consultant 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. Consultant 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. 19.NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement Page 7 of 11 #329503v1 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 Housing Authority of the City of Santa Ana: Attn: Secretary Housing Authority of the City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 To City of Santa Ana: City Clerk City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director, Community Development Agency City of Santa Ana 20 Civic Center Plaza (M-27) P.O. Box 1988 Santa Ana, California 92702 To Consultant: Iron Mountain Information Management, LLC One Federal Street Boston, MA 02110 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 new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have Page 8 of 11 #329503v1 been 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 excluded. 20.Limitation on Liability. Liability for Non-Storage Services. With respect to services not related to the storage of Deposits, Consultant shall not be liable for any loss or default unless such loss or default is due to the negligence of Consultant. If liable, the amount of Consultant’s maximum liability for any loss or default shall be: (i) if such loss or default relates to a discrete project, the total fees paid by City to Consultant for such project; or (ii) if such loss or default arises from services that are of an ongoing and continuing nature, the total amount of fees paid by City to Consultant for the performance of such services during the immediately preceding twelve-month period.. No Consequential Damages. In no event shall either party be liable for any consequential, incidental, special or punitive damages, or for loss of profits or loss of data, regardless of whether an action is brought in tort, contract or under any other theory. 21.Limited Warranty. Consultant warrants that the services provided under this Agreement will be performed in accordance with industry standards as set forth by ANSI/ASQC (American National Standards Institute/American Society for Quality Control), specifically ANSI/ASQ Z1.4-2004, Sections 4 and 9 incorporated herewith by reference, described in the Consultant’s Statement of Work, and will be provided in substantial conformance with Consultant-supplied documentation applicable to the services. This warranty is limited and shall not apply to any of the services where the failure to satisfy this warranty resulted, in whole or in part, from City’s improper use of the services. In the event of Consultant’s breach of the foregoing warranty, City’s exclusive remedy and Consultant’s entire liability shall be for Consultant to promptly re-perform the applicable services, at no charge, and bring the performance of the services into compliance with the terms of this warranty. The warranties set forth above are the sole and exclusive warranties of Consultant under this agreement and are in lieu of any and all other warranties, whether express, statutory or implied, including without limitation the implied warranties of merchantability and fitness for a particular purpose or use. All such other warranties are hereby disclaimed by Consultant and waived by City. The existing warranties extend only to City. Consultant will not be liable for any third party claim or demand against City in connection with this section. 22.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 fees and attorney’s fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. Page 9 of 11 #329503v1 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 first above written. [signatures on following page] Page 10 of 11 #329503v1 ATTEST:CITY OF SANTA ANA Jennifer L. Hall City Clerk Steven A. Mendoza Acting City Manager ATTEST:HOUSING AUTHORITY OF THE CITY OF SANTA ANA Jennifer L. Hall Michael Garcia Recording Secretary Executive Director APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney and CONSULTANT: IRON MOUNTAIN INFORMATION MANAGEMENT, LLC Housing Authority General Counsel By Andrea Garcia-Miller Assistant City Attorney and Assistant Counsel By:Sheila A. Poggi Title:Sr Mgr, Public Sector Contracts SLED0002798 RECOMMENDED FOR APPROVAL: Approved as to Form and Legal Content: Iron Mountain Legal Department Christine G. Jennings Christine G. Jennings, Counsel, Gov’t Contracts & Compliance Name: Santa Ana Date: November 13, 2023 Michael Garcia Executive Director Community Development Agency Page 11 of 11 #329503v1 EXHIBIT A SCOPE OF SERVICES Janelle Digitally signed by Janelle Blocker Blocker Date: 2023.08.1013:16:23 -07'00' Iron Mountain Proposal For City of Santa Ana Solicitation No. 23-109A Submitted To: The City of Santa Ana – Community Duns: 621417633 Development Agency CAGE Code: 1F2Y7 20 Civic Center Plaza, Santa Ana, CA 92701 IMGS Number: SLED0002978 Submission Date: August 10,Submitted By: Iron Mountain Information Management, LLC 2023One Federal Street, Boston, MA 02110 This proposal contains Iron Mountain confidential and proprietary information. Such data are exempt from FOIA disclosure under 5 U.S.C. § 552 (b)(4),(7), prohibited from disclosure under 18 U.S.C. § 1905, and are submitted based on the understanding that information is being provided under an assurance of confidentiality. The data subject to this restriction are contained in all pages hereof. ©2023 Iron Mountain Incorporated. All rights reserved. Iron Mountain and the design of the mountain are registered trademarks of Iron Mountain Incorporated in the U.S. and other countries. All other trademarks are the property of their respective owners. CONFIDENTIALITY Table of Contents 1.0 Statement of Qualifications (SOQ)............................................. 2 a. Cover Letter ................................................................................. 2 b. Services Provided ........................................................................ 3 Project Objective.......................................................................... 3 Proposed Solution........................................................................ 3 Capabilities and Experience......................................................... 4 Outcome....................................................................................... 5 c. Agreement Statement .................................................................. 5 d. Firm and Team Experience.......................................................... 5 i. Iron Mountain Overview ............................................................ 5 ii. Iron Mountain Location............................................................. 5 iii. Project Manager ...................................................................... 6 e. Proposed Work Plan .................................................................... 6 i. Approach................................................................................... 6 ii. Suggestions and Special Concerns ....................................... 16 iii. Implementation Plan and Deliverables.................................. 16 Change Over/Transition Period ................................................. 17 f. References.................................................................................. 18 Additional Requirement: Sample Reporting ................................. 18 2. Cost Proposal............................................................................... 21 2.1 Cost Proposal with No Permanent Withdrawal Fees Allowed . 21 2.2 Cost Proposal with Permanent Withdrawal Fees Allowed....... 26 2.3 Transition/Change Over from Incumbent Price........................ 32 2.4 Pricing Assumptions................................................................. 32 Certifications Uploaded as Separate Attachment Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services 1.0 Statement of Qualifications (SOQ) a. Cover Letter Jacqueline Nguyen, Housing Authority Operations Supervisor City of Santa Ana – Community Development Agency 20 Civic Center Plaza Santa Ana, CA 92701 Reference: Request for Proposals No. 23-109A for Document Storage and Imaging Dear Ms. Nguyen: Iron Mountain is pleased to submit our proposal to support the City of Santa Ana’s Document Storage and Imaging Services project. As an existing provider to the City of Santa Ana (the City), we understand your need for an experienced and qualified vendor to provide records management services. We have an established local presence with six (6) records centers located within 30 miles of the City Hall. To address the RFP requirements, we offer the City geographical compatibility, proven processes, more than 70 years’ experience, and comprehensive services. Iron Mountain looks forward to continuing a relationship with the City. Our business entity is a Limited Liability Corporation, and as outlined in the RFP, our proposal will be considered valid for a minimum of 180 days from Thursday, August 10, 2023. Should we be the successful Offeror, Iron Mountain agrees to negotiate the terms and conditions with the City in good faith. Please note that I am the individual authorized to negotiate on behalf of Iron Mountain. Please contact me at 202-643-5491 or Janelle.blocker@ironmountain.com should you have any further questions. With regards, Janelle Blocke Contracts Manager, Public Sector Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.2 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services b. Services Provided Project Objective The City of Santa Ana (the City) is seeking a trusted provider to store their current and future records for the Housing Authority of the City of Santa Ana (SAHA), the City of Santa Ana’s (COSA) Community Development Agency (CDA), and Finance & Management Services Agency (FMSA) (collectively COSA). With approximately 1,829 boxes ready for storage, SAHA and COSA require a provider with secure facilities that are within 30 miles of City Hall while also having capacity for your future storage needs. In addition to records management services, the City prefers a provider who can also offer digital conversion services, digital storage, off-site access, and other related services. Iron Mountain has been a trusted Records Management partner to the City since 2016. As such, Iron Mountain is well-positioned to continue to meet your records management requirements and help SAHA and COSA free-up office real estate for boxes currently being stored at your premises. Iron Mountain offers ideal geographic compatibility, secure chain of custody, a proven retrieval process, and a tenured operational team. We are a full-service information and records management provider with capabilities to deliver comprehensive imaging services to digitize your records if needed. Proposed Solution Our solution for the City has been designed around your specific goals and information governance. With a commitment to remain as your trusted information management partner, Iron Mountain will deliver a records management solution built on integrity, a passion to protect, and service excellence. We will use the most cost efficient and effective routes to securely pick up and/or deliver your records and store them in one of our six (6) facilities that are within a 30 mile radius of the City of Santa Ana’s City Hall. With over 70 years of industry experience and a history of working with the City for seven (7) years, we offer a proven chain of custody and barcoding system to ensure your records are protected while in our possession. Our comprehensive records and information management services include standardized solutions for transportation, retrievals, refiles, interfiling, rush/critical delivery, indexing, scanning, destruction, carton purchases, and specialized labor. Key elements of our solution to the City include: Compatible Geographic Footprint We offer secure records management storage within 30 miles of the City Santa Ana’s City Hall at our facilities in Pico Rivera, Santa Ana, La Palma, Cerritos, and Fullerton, California. Pickup and Delivery Services We validate that all new items are received with descriptive information. Whether that information is keyed by us or by the City via Iron Mountain Connect (IMConnect), we use multiple checks and balances to ensure quality inventory control. We also offer efficient pick-up and delivery schedules. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.3 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Auditable Chain of Custody With multiple barcode scan points, we offer proven workflow and technology-enabled tagging for enhanced visibility and control over your inventory stored with Iron Mountain. Easy-to-use Self-Service Tools for On-Demand Reporting Iron Mountain Connect (IMConnect), our proprietary records management application, provides a robust cloud-based tool to retrieve information on your boxes and files. The City will be able to run a host of informative reports about retention and disposal practices, helping to evaluate performance and maintain compliance. Designated Point of Contact for Customer Service Iron Mountain assigns a Customer Success Manager (CSM) to support our public sector clients. In an effort to deliver exceptional customer service, Tina Lapent will serve as your CSM and be your single point of contact for any questions or issues on your account. In addition, our experienced Project Manager is Jose Felix, a 19-year Iron Mountain veteran based in the Los Angeles market. Digitization Services Iron Mountain can provide retrievals through our Image on Demand service which provides a digitized/scanned retrieval solution for paper- based documentation with secure transfer of the output package to the destination system. Capabilities and Experience Iron Mountain provides our customers with industry best practices, defined processes, and tested procedures to support the overall management of records and information programs. We support over 100 public sector agencies in California and understand the importance of maintaining a secure chain of custody and complying with regulations, governance and compliance mandates such as HIPAA. In Attachment B, we have provided references that can validate our performance and our ability to meet the City’s requirements. We have also highlighted our experience in the table below: Secure Chain of Custody Records ManagementProjectTransportation Retrievals State of Arizona An initial 3000,000 boxes moved to Iron Mountain from multiple departments Illinois Housing Development Authority Climate-controlled storage for 22,776 boxes including tapes, media, and paper records Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.4 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Secure Chain of Custody Records ManagementProjectTransportation Retrievals USPTO Relocated 2.5 million files from self-managed facility to Iron Mountain Figure 1. Similar Project Experience. Outcome Iron Mountain's commitment to the City is to continue to protect the information you value most, from everyday to the extraordinary. We will continue to build value with a passion for preserving the physical, transforming the digital, while respecting the environment. c. Agreement Statement In accordance with Section VI. D. EXCEPTIONS of the RFP, Iron Mountain submitted proposed modifications in the Question and Answer period. Iron Mountain submits this proposal with those exceptions and should Iron Mountain be the successful Offeror, agrees to enter into good faith negotiations with the City. d. Firm and Team Experience i. Iron Mountain Overview Founded in 1951, Iron Mountain is a large business and global leader in storage and information management services, serving more than 225,000 customers around the world. We have approximately 10,000 employees in the United States and 26,000 employees globally. In California, we have 1,100 employees, and for the City of Santa Ana, approximately 12 employees will work directly on this agreement. Hundreds of public sector agencies across the U.S., 44 of the 50 state governments in the U.S., and 94% of Fortune 1000 companies rely on Iron Mountain as their information management partner. Our experience, knowledge, and reputation combined make us a leading provider for public sector agencies. In 2016, we began servicing the City of Santa Ana’s records management needs. As we currently provide services to the City, we look forward to building on our existing relationship and storing current and additional records for Housing Authority of the City of Santa Ana (SAHA), the City of Santa Ana’s (COSA) Community Development Agency (CDA), and Finance & Management Services Agency (FMSA), collectively COSA. ii. Iron Mountain Location In order to support public sector agencies, Iron Mountain has records management facilities throughout the United States, and we have six (6) facilities available to support the City. Figure 2 outlines the details of our nearest facilities and headquarters: Iron Mountain Location Details Iron Mountain One Federal Street, Boston, MA 02110 Phone: 800-934-3453Headquarters Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.5 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Iron Mountain Location Details 8700 Mercury Lane, Pico Rivera, CA 90660 1915 S Grand Ave, Santa Ana, CA 92705 6711 Valley View St., La Palma, CA 90623 12958 Midway Place, Cerritos, CA 90703 600 Burning Road, Fullerton, CA 92833 16028 Marquardt Ave., Cerritos, CA 90703 Servicing Addresses for the City of Santa Ana Figure 2. Iron Mountain Addresses. iii. Project Manager We are committed to providing the City with a support team to deliver an effective records management and imaging solution. Jose Felix, Operations Manager, will serve as the Project Manager for SAHA and COSA. His contact information is: office 619-205-5345 and Jose Felix is a 19-year Iron mobile 619-778-6644. Jose is a long-term employee of Iron Mountain, having started with the company in 2004 as a Record Center Coordinator. After serving in that capacity successfully for seven (7) years, he assumed the role of Special Projects Coordinator in 2011 for the San Diego market. In 2017, Jose Mountain employee who will support the City as a Project Manager. was promoted to Operations Supervisor for San Diego in which he was responsible for overseeing 18 employees, two (2) record centers, and the transportation department. In 2021, Jose advanced to his current role, and he is now responsible for the Los Angeles market as an Operations Manager. To deliver exceptional customer service, we also assign Customer Success Managers (CSM) to support our public sector clients. Tina Lapent will serve as your CSM and be available as your point of contact for any questions or issues. She has been with Iron Mountain for over 12 years and began as a public sector CSM role in 2022. Tina works with clients in six (6) states and is responsible for assisting with contract modifications and services changes, as needed. She will provide training and assistance on our self-service customer portals, such as IMConnect, which offers the City on- demand tools to generate reporting, request services, and review services. e. Proposed Work Plan i. Approach Given our breadth of experience and capabilities, we will provide SAHA and COSA with confidence to entrust their document storage and digital imaging needs with Iron Mountain. We offer the City a convenient and compliant document storage program that will securely store your 1,829 boxes and accommodate any increase in records that may be needed by SAHA and COSA. As outlined in our Technical Proposal within the sections below, we will provide SAHA and COSA with industry best practices, defined processes, and tested procedures to support the overall document management and digital imaging programs needed. General Secure Record Centers (Exhibit I, General, items a and f) Iron Mountain has six (6) record centers that are within a 30 mile radius of the City of Santa Ana’s City Hall located at 20 Civic Center Plaza. Given the close proximity, we are able to use pick up and delivery routes that are most cost efficient and effective to SAHA and COSA. All of Iron Mountain’s Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.6 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services record centers comply with established company standards and with all appropriate building, fire and safety, electrical, mechanical, and other regulatory codes. Professional Moving and Storing Records (Exhibit I, General, items b, c, d and Record Storage, item g)) Iron Mountain’s chain of custody practices mitigate any risk associated with the movement of SAHA and COSA’s records to and from Iron Mountain’s facilities. We mitigate the risk of exposure and damage to all records in our storage facilities by applying strict standards regarding structural integrity in the design of our records centers and storage systems and through employee training and strict adherence to procedures governing the transportation, handling, and storage of customer materials. We require employees who operate equipment within a record center to be trained and certified in its operation. Our storage system design has built-in protections against carton damage and is interconnected throughout the record center, providing extra structural integrity. Iron Mountain’s process to prepare boxes for transport is an important element to prevent the damage or deterioration of the boxes or material contained within the boxes. To prevent crushing, we will prepare each pallet of boxes in a standard cross 8-block formation with 48 boxes per pallet. This is a best practice for shipping boxes that has proven to be effective in reducing movement and damage when transporting boxes plus ensuring safety. Any re-boxing required will be performed by SAHA and COSA with no charge. Once the City’s boxes are relocated to Iron Mountain’s facility, all source materials will be stored in a manner that continues to prevent damage or other deterioration. As noted in the Scope of Services, Records Storage, item g, we confirm that the City’s records will be stored four (4) inches off the ground. In the event there are any loose records, Iron Mountain will communicate with designated stakeholders for SAHA and COSA for how to proceed. Adding or Removing Departments (Exhibit I, General, item e) We offer COSA Departments the ability to add or remove accounts (Departments) as needed through the term of the contract. At any point, Iron Mountain can add additional inventory to our record centers. Removal of any boxes are subject to the permanent withdrawal fees outlined in our price proposal. Within IMConnect, our customer portal, the City can create, modify and manage users and privileges across divisions, departments, and locations. Additional information on IMConnect’s capabilities are outlined on page 12. Pest Inspection Services (Exhibit I, General, item k) As part of our operating procedures, Iron Mountain contracts with various local companies for pest inspection or treatment services. For most locations, pest inspections are performed every other month. We will provide SAHA and COSA proof of treatment on a semi-annual basis. Vehicles and Qualified Staff (Exhibit I, General, item g) Iron Mountain will provide all necessary vehicles, and qualified staff and clerical support to perform the services required by SAHA and COSA. To ensure the safety and security of our customer’s material in transit, our vehicles feature a patented InControl Transportation System that utilizes real- time wireless scanning technology to validate pickup and delivery transactions. Our patented security controls mitigate transportation workflow errors and include the items identified in Figure 3: Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.7 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Figure 3. Iron Mountain Transportation Security Controls. Standard operating procedures are created by our delivery teams in order to support clearly defined processes that are designed to meet the need for consistent and secure information transport through error reduction and process integrity. Our qualified drivers are trained to follow careful procedures during the loading and transport of all customer material to prevent exposure to risk at any Iron Mountain location. We have instituted a strict loading and unloading process that is supervised by an Iron Mountain employee and ensures vehicle and facility doors are only unlocked and opened during the loading and unloading process. In addition to our team of drivers, record centers are staffed with qualified employees serving in a variety of roles. Prior to the start of employment, Iron Mountain employees are trained on records management procedures and policies to ensure safe-keeping of our customers’ information. Our record centers are led by an Operations Manager or Supervisor who oversees the onsite staff. They participate in regular briefings, support operational tasks, and assist with issue resolution and remediation. We also have a team of Record Center Coordinators to oversee schedules, processes and customer requests. To provide services for the City, some of our team members include: x Jack McMeekin, Operations Manager - 40 x Jose Felix, Operations Manager - 19 years with years with Iron Mountain Iron Mountain x Dustin Kelii, Records Management x Jeff Knaus, Transportation Manager - 27 years Supervisor - 15 years with Iron Mountain with Iron Mountain x Angel Vega, Records Management Supervisor x Bruce Casey, Transportation Coordinator - 41 - 21 years with Iron Mountain years with Iron Mountain x Silverio Alonso, Records Management x Fernando Alvarez, Transportation Coordinator - Supervisor - 7 years with Iron Mountain 18 years with Iron Mountain Background Check Process (Exhibit I, General, item j) Iron Mountain strives to hire and retain the best candidates for all positions. By using stringent pre- employment screening, we ensure our staff are qualified and prepared to serve our customers with integrity. In lieu of the criminal records clearance from the State of California Department of Justice, Iron Mountain will implement our standard background check process which includes the following elements in Figure 4: Figure 4. Iron Mountain’s Background Screening Elements. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.8 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Additional details about the background check can be provided upon request. We utilize an enterprise HR system to maintain a record for all hiring activities, which includes an integrated interface with our background screening vendor. Iron Mountain employees also undergo recurring background investigations every three (3) years. Employees sign confidentiality agreements as part of their employment with Iron Mountain, so SAHA and COSA can be assured that any sensitive information will be treated as such. Compliance with HIPAA and OSHA (Exhibit I, General, items h and i) Iron Mountain's secure facilities, coupled with our chain-of-custody controls, offer an end-to-end approach to managing and controlling material to ensure compliance with HIPAA regulations. The HIPAA Privacy Rule requires establishing and implementing measures to ensure the confidentiality, integrity, and availability of all PHI, while the Security Rule addresses safeguards specific to the security of electronic Protected Health Information (ePHI). Iron Mountain maintains compliance with several security standards to protect our customers’ data while in our custody including HIPAA compliance, FISMA compliance, FedRAMP Ready status, ISO 50001 and 27001 certifications, PCI- DSS compliance, NIST SP 800-53 compliance, and SOC 2 and SOC 3 compliance. Iron Mountain is committed to eliminating or controlling workplace hazards that could cause injury or illness to our employees. This is accomplished through compliance with applicable federal, and state safety standards, including the Occupational Safety and Health Administration (OSHA) standards and codes as set forth by the U.S. Department of Labor and the State of California (Cal/OSHA). We maintain a company-wide Safety and Health Program that strives to reduce the incidence of occupational injury and illness by eliminating or controlling risks associated with our operations, and ensure compliance with applicable laws and regulatory requirements. As part of our health and safety program, we continually monitor our performance to determine the effectiveness of the program. We also prepare and report work-related injuries and illnesses via the OSHA Form 300A. Records Storage Pickup Workflow (Exhibit I, Record Storage, item a) Iron Mountain’s workflows combine standard operating procedures with multiple barcode scan points to ensure SAHA and COSA records are accurately processed. Highlights of our pickup workflow are depicted in Figure 5 below: Figure 5. Iron Mountain’s Incoming Workflow. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.9 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Iron Mountain will provide pick-up and delivery service to SAHA and COSA, and if needed, additional departments at the same location and same time without additional fees, using the following SLAs and the SLAs referenced for retrievals: x x Regular Pick-Up: Pick-up will occur one (1) time per week on either Tuesday, Thursday or Friday. Rush Pick-Up: Pick-up orders placed before 3 pm on a business day will be picked up on the following business day. Records Retrieval Workflow (Exhibit I, Record Storage, item h) Iron Mountain’s customer portal, IMConnect, provides SAHA and COSA with the ability to request records to be returned, as required, either by individual files, units of records, or entire containers of records. To simplify and accelerate the retrieval process, authorized SAHA and COSA users can use IMConnect to submit service requests for all records stored in Iron Mountain facilities. SAHA and COSA can retrieve records by phone, fax, or email 24/7/365. All record types are retrieved by records center staff and sent to the specified SAHA and COSA location in accordance with their respective service level agreements. In addition, Iron Mountain facilities contain private viewing areas that SAHA and COSA will have access to for file auditing or reviews if necessary. Iron Mountain utilizes standard procedures, depicted in Figure 6, and trained personnel to accurately locate the records for retrieval with an auditable chain of custody. Figure 6. Iron Mountain Retrieval Workflow. Our retrieval workflow employs a triple-check process. First, each carton or group of files pulled for retrieval is tagged with a retrieval label, which is scanned against the original barcode to ensure order accuracy. We secure the contents of every carton with a security band, scan each carton again, and load it onto a designated vehicle. Finally, our driver scans the carton a third time at SAHA and COSA location and captures an electronic signature to verify chain of custody. We can combine delivery and pick up of records into one trip when appropriate. All requested retrievals will be delivered in accordance with the following SLAs: x x Standard Delivery: Orders placed by 3 pm will be delivered by 5 pm on the next scheduled delivery day (no half days) Rush: Orders placed by 3 pm will be delivered within 3 hours of receipt of the order on a business day. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.10 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services x Rush (After Hours/Weekend/Holiday): Orders placed after 3 pm on a weekend, holiday, or after business hours will be delivered within 4 hours of receipt of the order. Barcoding and Chain of Custody (Exhibit I, Record Storage, items b and c) Iron Mountain’s key tool to successfully provide inventory management begins with our proprietary inventory tracking system, SafeKeeperPLUS (SKP). SKP Inventory Control module manages the physical movement of every carton and file in our record centers by tracking records throughout their life cycle. As cartons are Iron Mountain scans barcodesreceived at Iron Mountain, they are barcode-scanned into our system and given a unique identifier that will stay with that carton for its complete life cycle. New cartons are scanned at the dock, and again at the unique storage location that corresponds to the carton barcode. Once a carton is scanned into SKP, all further transactions are consequently recorded, building an as each item is shelved, providing rigorous chain of custody controls. ongoing audit trail of activity. SKP provides redundant processing and barcode tracking to location results in system-driven inventory accuracy and can update the status within 24 hours of activity - or less. Barcodes are scanned as each item is shelved. Iron Mountain is one of the few records management companies to scan each carton into a location. This extra step confirms not only that cartons have been received at our loading dock, but also that they have been accurately stored in the storage system. Our record center operations leverage barcode technology to reduce data entry errors and to validate accuracy as part of our total quality processes as follows: x x Carton ID barcode — Each carton is identified with a unique SKP barcode number to allow Iron Mountain to track carton activity by scanning the ID barcode. Location ID barcode — All storage locations are barcoded with a unique number cross- referenced in SKP to a full address indicating capacity, carton size and client ownership. This extra step confirms that cartons have been received at our loading dock and accurately stored in the storage system which can guarantee that records are correctly located and available for efficient retrieval. x x Retrieval label barcode — All items (cartons or files) retrieved from Iron Mountain are barcoded with retrieval labels. These labels distinguish returning items (refiles) from new storage items (receiving and entry); they also specify item requestor and mail codes to assist with delivery directly to the requestor. When items are refiled, Iron Mountain personnel scan the retrieval labels along with the refile labels and location IDs to ensure accurate refiling. All retrievals are scanned prior to being retrieved to prevent incorrect cartons are retrieved and scanned again upon return to ensure they have been returned to the correct records center. "File out" card barcode — Two barcode labels are printed for file retrievals. One label is affixed to the file and the other to a "file out" card. File out cards are placed inside home cartons when files are retrieved. When a file is refiled, the correct file out card must be removed and scanned to confirm accurate refiling. File Indexing and Validation (Exhibit I, Record Storage, items d and e) As a part of the transfer of legacy records, SAHA and COSA will be able to migrate historical metadata for each transitioned box as well as metadata for the unique files contained within boxes. If SAHA and COSA’s existing records have barcodes on the box or file, Iron Mountain will utilize the box barcodes to perform a ‘marriage’ scan to the new SKP carton ID barcode. Upon receiving a data upload, this information can be stored in our inventory tracking system, allowing the agency to search for, and match, boxes or files using their historical information via the IMConnect web portal. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.11 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Having a real-time, updated inventory of boxes and file locations is essential for information assurance when SAHA and COSA is requesting file-level retrievals. If there is no existing barcode and associated upload when records are received at the Iron Mountain facility, Iron Mountain staff will capture information directly off the box and associate it with the new Iron Mountain identifier (i.e., barcode ID) used to track the box in the inventory tracking system. For any file indexing, Iron Mountain will capture the required file level metadata fields based on SAHA/COSA needs. The file data can be captured manually or via file barcode scan that Iron Mountain can provide. Iron Mountain can scan the files received from SAHA/COSA and perform a cross validation against SAHA/COSA prepared data to ensure the data is accurate representing the files in the box. The data capture activity will occur in parallel to the box transition tasks. SAHA and COSA would be responsible for providing a distinct registry (Note: format will be provided during the project planning phase) with the historical box metadata, or file listings for individual boxes, that were migrated as part of that shipment. Once all boxes from the shipment have been ingested by Iron Mountain, an automated process in the inventory tracking system will be run to add the box and/or file level information into the system. File indexing and file validation are provided in our price proposal. Reporting (Exhibit I, Record Storage, item f) IMConnect will allow SAHA and COSA to view and track their records online. The IMConnect Record Center will facilitate the location of cartons or files quickly and easily, inventory management, and a customized search engine. With on-demand reporting, SAHA and COSA can run reports as needed and view the status of their inventory. Iron Mountain developed an internal inventory tracking system, SKP, which manages the physical movement of our customers' records stored within an Iron Mountain facility. The Inventory Control module within SKP feeds directly into the customer facing platform, IMConnect. This is accomplished through built-in quality control checks utilizing barcode technology and redundant processing at each step in the workflow. With IMConnect, we offer an easy-to-use self-service for SAHA and COSA authorized users to search through offsite inventory, request retrievals, and arrange for documents to be quickly delivered to your locations. As requested in item f in the Scope of Services, samples of reports are provided under the Section Additional Requirement. Highlights of IMConnect’s features are outlined in Figure 7. IMConnect Feature IMConnect Benefit x Easily locate individual records, set of records, or entire cartonsQuery, search, locate x x Enterprise-wide view or program-level view of records View carton and file transaction history x Automates the retrieval process by allowing the customer to specify items requested for retrievalElectronic retrievals Report generation x x Easily request cartons or files to be retrieved On-demand reporting for quick access to information you need reduces wait time for manual reports Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.12 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services IMConnect Feature IMConnect Benefit x x Gain valuable insights by running reports on many categories including inventory, activity, and financial data Run reports for time periods based on customer needs such as quarterly, monthly, annually, etc. x x x Identify necessary records Provide litigation support Perform records analysis Access to Iron Mountain services x x Custom data entry fieldsInventory control processes Custom required fields to capture critical information Custom data validation for key fields Retention Management x x Add detailed retention schedules, policies, and procedures Manage and monitor program level retention programs Figure 7. IMConnect Features and Benefits. Document Imaging Services and Storage Iron Mountain’s Image on Demand will allow SAHA and COSA to have records in our storage scanned “on-demand” and made available digitally within hours of the request. Our customers find this image conversion option to be a cost-effective solution that provides efficient and effective access to their essential documents without the need to digitalize their entire document repository. Document Conversion Processes (Exhibit I, Document Imaging Services and Storage [Optional], items h, j, and a) Our digitization capabilities include paper-based materials such as books, journals, newspapers, manuscripts, loose-leaf notebooks, loose material in file folders, and other archival documents, maps, and catalog cards. Iron Mountain has the ability to create a tailored document conversion project to specifically meet SAHA and COSA’s paper size needs including 8 ½ x 11, 8 ½ x 14, 11 x 14, and 11 x 17. Iron Mountain has implemented Standard Operating Procedures (SOPs) for our Document Conversion process, which are designed to ensure the accurate digitization of our customers' documents. Our SOPs include the establishment of documentation for each unique application, acknowledgement of training for each operator involved in the application, tracking and logging of tasks and operators, and Quality Assurance (QA) inspections with corresponding corrective actions. Our Imaging Center staff is thoroughly trained on our procedures, and adherence to the SOPs is regularly verified through site inspections conducted by our Internal Audit Team. As depicted in Figure 8, our digitization process includes eight steps to produce the highest quality results. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.13 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Figure 8. Iron Mountain’s Standard Document Conversion Process. Document Conversion Methodology and Quality Control (Exhibit I, Document Imaging Services and Storage [Optional], items i, k, m, o, and l) We will use appropriate technology and equipment to produce the required 200 DPI image. We can capture the digital image as a TIFF, PDF, or JPG, as directed by SAHA/COSA and use either as a bi-tonal (2-bit) or grayscale (8-bit per color) capture. Image capture can be applied and maintained as black and white or color as per your specifications. Iron Mountain will perform statistical quality control utilizing the ANSI/ASQC (American National Standards Institute/American Society for Quality Control) standard Z1.4 at a 1.0 Acceptable Quality Level (AQL) to establish the sample size(s), acceptance, rejection, and re-sampling parameters. We maintain the following quality assurance measures to produce the required images: x x x We apply an image quality review to ensure all captured digital images represent the original document page. All document pages are captured on both sides, regardless if there is no content on both sides. All blank pages are removed except for litigation records in which the blank pages are retained. x x x Our Image Enhancement Application is performed on all digital images automatically. The digital image is analyzed/corrected for the highest image quality results. De-speckling and de-skewing actions are applied to ensure the most readable image results, along with proper right reading and alignment. Our Quality Control plan is designed to review and monitor the quality of our customer’s information throughout the entire imaging process. As the work passes through each phase of the imaging process, it is quality-checked randomly by the unit. Upon reaching the final phase of the imaging process, SAHA and COSA can be assured that Iron Mountain has taken many precautions to prevent unacceptable images/indexes. After we deliver the final database to SAHA and COSA, if any errors are found within one (1) month, they will be corrected at Iron Mountain’s expense. For Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.14 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services example, backsides containing information but not scanned will be rescanned and inserted into the multipage file in the correct sequence at no cost to SAHA and COSA other than the per image cost. Document Conversion Indexing (Exhibit I, Document Imaging Services and Storage [Optional], item b) We create the necessary metadata fields to support standard search functionality to access the documents or data captured. For the highest achievable indexing accuracy, Iron Mountain applies its special indexing process (double-blind keying). Double-blind keying of the prime index field (e.g., employee ID number) entails two Indexing Technicians keying the same metadata for the record and polling the results. Any discrepancy is mitigated by the Quality Control Inspector. Document Conversion Storage (Exhibit I, Document Imaging Services and Storage [Optional], items q, n, p, c, d, e, f, g ) Our experienced database engineers are equipped to handle unique customer database requirements. The database of digital images and associated indices are converted to the required file format and directory path specified by SAHA and COSA, and then validated to the specifications before the actual deliveries. The resulting database is then encrypted and burnt onto a secured external hard drive (or CD, DVD, or other output) as the final product deliverable. Once the project is complete, we deliver the encrypted database along with the associated indices to the customer. Iron Mountain offers SAHA and COSA the following best practices we recommend for storing external hard drives or disks: x Utilize a climate controlled environment to protect the media from extreme temperatures, humidity, or dust. x x Media should be in a secure facility to protect against unauthorized access. Storage should include fire protection measures such as smoke detectors and fire suppression systems. x Incorporate redundancy and backups with duplicate copies in a disparate location. Regarding the electronic files, our recommendation is to store them in a cloud repository such as Iron Mountain’s Insight solution. Please refer to our price proposal for details on InSight. InSight retains electronic files securely in the cloud with advanced encryption and robust data management features for easy access and compliance. Key elements aligned with the Scope of Service include: x When electronic records are successfully uploaded, Iron Mountain's Insight solution notifies the user through automated alerts and notifications via email or within the platform, ensuring SAHA and COSA receive real-time updates on data uploads. x Regarding an ASCII version, this can be accomplished in several different formats including CSV, XML, Flat File, or the ASCII version. The metadata will be included in the file referencing the captured image. x x We will build a merge and quality check of the two databases during our implementation deployment and after rigorous internal and external testing prior to production. Prior to the export of image and metadata, we conduct a Quality Assurance process based on ANSI standards. The data will not be released unless these standards are met. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.15 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services x x x All digitized material will be uploaded into Iron Mountain’s Insight solution. Insight employs electronic data replication and offsite storage. Data is securely duplicated from primary systems to remote servers, thereby creating redundancy (e.g., mirror site). All digitized material will be uploaded into Iron Mountain’s Insight solution. InSight maintains a business continuity plan that includes annual verification of disaster scenarios together with other Iron Mountain critical systems. Access to Iron Mountain’s Insight solution will be provided for the SAHA/COSA users. The storage space will be allocated based on the quantity of images uploaded. ii. Suggestions and Special Concerns As the City of Santa Ana is a current customer of Iron Mountain, we believe that we offer enhanced value by being your sole records management provider for current records and any future increases. By centralizing your document storage needs to one vendor, Iron Mountain offers the City one single point of contact to streamline your service needs and help expedite new requests, offering an efficient and flexible model for service. Beyond records management, Iron Mountain is capable of providing digitization and archival destruction services, thereby reducing your touchpoints to one single vendor. Helping the City get the best value and save time with procuring information management services, Iron Mountain stands ready to continue to support your requirements and expand with any additional service needs and records management increases. iii. Implementation Plan and Deliverables An implementation timeline is dependent on the customer’s speed and ability to prepare boxes for moving. Generally Iron Mountain can pick up 400 boxes (8 pallets) per load per day which is dependent on how quickly the customer can have the boxes ready. For any new material being moved to Iron Mountain, we will work with the City to develop an agreeable timeline. Once an agreement is reached to meet SAHA and COSA’s stated goals, understanding the necessary steps to execution becomes the priority. Partnering with your stakeholders, Iron Mountain will facilitate a pre-implementation session focused on assisting SAHA and COSA to: x x x x x Document overall program/engagement objectives. Identify your implementation stakeholders to align with the Iron Mountain team. Define any technology-related requirements, including system setups, authorizations, etc. Identify potential program/engagement risk concerns, and methods to mitigate each. Define and document key measurements for determining program/engagement implementation success. x Assistance in program announcement, communication, and training strategy, leveraging proven Iron Mountain templates and resources in alignment with your internal communications protocol. x Define the implementation timeline and expectations. Iron Mountain’s implementation professionals subsequently turn their attention from planning to execution, acting as both implementation lead and primary liaison between both organizations’ key stakeholders, ensuring the successful and timely fulfillment of your program/engagement. This includes: x Tracking/reporting of agreed-upon metrics and activity/volume levels. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.16 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services x x Status reviews are conducted through regularly scheduled calls throughout implementation. Ongoing communication with Iron Mountain markets and assigned local project leads. Conducting post-implementation reviews is a critical step in the overall implementation process, enabling a review of the execution and communication strategy. This review addresses any exceptions and reconciliation requirements ensures a seamless and successful transition to the ongoing relationship management team members and highlights opportunities to implement cost- effective program changes. Document Conversion Implementation Plan All digitization projects follow a comprehensive process designed to ensure quality results. Iron Mountain has established an extensive implementation process which includes requirements development with active customer involvement, testing to validate the process and results, and finally initiation of the production phase of the project. Iron Mountain’s implementation process is designed to produce images for our customers that meet all quality expectations. Before full production begins, the testing is extended to the customer for review. Upon approval, the solution is moved to full production. We will provide a detailed implementation plan upon the City exercising an option to execute a scanning project. Change Over/Transition Period As a current provider to the City, any boxes that currently reside at an Iron Mountain record center will remain in place and no transition would be necessary. However, any new records being transferred from the City’s former vendor will follow our standard transition process. Using our proven workflow and experience, Iron Mountain can perform one pickup per day at one location with each truckload containing 400 cartons. The timeline for the process is contingent on how quickly the former vendor releases the records. We will initiate our incoming transition of all SAHA and COSA material by scheduling execution of work flow between 7:00 am -5:00 pm Monday – Friday with the identified SAHA and COSA Operations Supervisor or Contracting Officer. The final schedule will be determined through coordination with the Operations Supervisor or Contracting Officer and based upon the actual identified box count to be transitioned to Iron Mountain’s custody. Iron Mountain will bring empty pallets, plastic wrap, and standard SKP RFID W-Labels to the SAHA and COSA site for each scheduled pick-up. Upon arrival at the SAHA and COSA facility, Iron Mountain will retrieve all identified cartons using our standard 8-block pallet stacking process with the front of the boxes containing the customer’s identifiable number facing out. Iron Mountain will prepare a truck load of pallets which contains ten (10) pallets and each pallet contains 40 cartons. Upon completion, Iron Mountain will affix our unique SKP RFID W-Label on each carton, ensuring no SAHA and COSA labels or other pertinent information is covered, and scan each carton into Iron Mountain’s internal tracking database, SKP which is Iron Mountain’s internal tool to successfully provide inventory management. SKP manages the physical movement of every carton and file in our record centers throughout their lifecycle. Iron Mountain scans every new piece of inventory into our database to ensure we have an accurate inventory of all of our customer’s materials. Iron Mountain will work with the SAHA and COSA Operations Supervisor or Contracting Officer to determine the most effective way to transition all SAHA and COSA’s historic electronic data to our tracking system. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.17 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services After each carton is scanned into Iron Mountain’s database, we will wrap each pallet individually and load them onto Iron Mountain’s secured truck. Once each pallet has been loaded onto our truck, we will capture the signature of an authorized SAHA and COSA employee to confirm the transfer of inventory from the SAHA and COSA facility into Iron Mountain’s custody. Upon arrival back at the Iron Mountain record center, Iron Mountain’s courier will unload the pallets and scan each carton to the record center inbound dock. If a carton barcode is not scanned to the inbound dock that was scanned at the SAHA and COSA site, a missing discrepancy will generate that will require immediate resolution. Conversely, if a carton barcode is scanned at the inbound dock that was not scanned onto the truck, an unexpected arrival discrepancy will also require immediate resolution. Within 24-hours of the arrival scan being performed, Iron Mountain will assign each carton a location in our record center. This process requires an initial scan of the SKP RFID W-Label and a scan of the customer identification number to allow each carton to be identified through either Iron Mountain’s internal SKP number or the unique SAHA and COSA number assigned to the carton. Each pallet received from the SAHA and COSA and inbounded at Iron Mountain’s facility will receive a batch report listing of all cartons on the pallet with their assigned SKP and customer number. Once the entire load of pallets has been scanned and assigned a location, Iron Mountain generates a missing location assignment report to identify any carton that received an arrival scan but did not receive a location assignment scan and conversely received a location assignment scan but had not received an arrival scan. If there are any discrepancies identified they are immediately resolved. Within 72 hours of arrival at Iron Mountain’s facility, all cartons will be put away in their assigned location and subsequently scanned which provides an added layer of chain of custody for each item in our record center. When all cartons have been put away in their assigned location, our Record Center Specialist will perform a scan of the pallets batch report to identify any carton that was scanned as part of the location assignment but was not scanned at the identified location. Any identified discrepancies are immediately resolved. The Iron Mountain Records Management team produces daily reports monitoring all cartons either that have not been assigned a location or have not been scanned at their proper location. All material will be accessible in SKP to the Iron Mountain staff and in our customer facing portal, IMConnect, for retrieval once the material has been given an arrival scan upon arrival to the Iron Mountain record center. f. References Iron Mountain has completed Attachment B References and included this form under the Certifications Section. Additional Requirement: Sample Reporting As required from Exhibit I, Scope of Services, Record Storage, item f, Iron Mountain has provided sample reports that can be run from IMConnect on the following page. Reports can be created at time intervals requested by the customer including quarterly, monthly and annually. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.18 6DPSOHꢀ5HSRUWV RQꢀ,URQꢀ0RXQWDLQꢀ&RQQHFW70ꢀ5HSRUWꢀ&HQWHU REPORT NAME REPORT DESCRIPTION REPORT SAMPLE Account List Displays list of accounts, contact name, phone number, whether the department ID is validated, record code parameter, type of pickup validation, total files, total cartons, and total cubic footage. Activity by Location Displays activity type (retrieval, pickup, products, permanent withdrawals, onsite shredding, offsite shredding, XOD, IPD, and other orders) by address for a customer ID. Box Data Entry Exception Report Displays descriptive box metadata by order. Includes box number, order placed by, receipt date, division/department, customer box number, major/ minor descriptions, to/from dates, and long description. Cubic Foot Summary Snapshot Displays total cubic footage by customer ID. Includes box type, total boxes, new boxes, and total cubic feet. IOD Order Detail Report Displays Image On Demand™ order details, file description 1 and 2, date of request, imaged date, found status, customer ID, and division/department. Iron Mountain ConnectTM Report Center REPORT NAME REPORT DESCRIPTION REPORT SAMPLE Records Management Trend Displays total records management charges by division and department for a customer ID. Retrieval History Displays assets retrieved by customer ID. Includes asset number, request date, refile date, order contact, order number, order division/department, file sequence, and description by customer ID. Inventory Ownership Displays total carton quantity and cubic feet by customer ID, division, and department. Carton Inventory Displays list of cartons with descriptive fields by division/ department, record code, status, and box number for a customer ID. Visit Profile Summary Displays recurring pickups by locations. Typically used for shred orders but may also represent recurring records storage pickup orders. Carton Date Summary Displays total cartons for destruction review, event date, create date, to/from date, and year by customer ID. ꢀꢁ EXHIBIT B FEE PROPOSAL Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services 2. Cost Proposal Iron Mountain has presented two cost proposals based on the instructions to include a cost proposal that allows permanent removal (withdrawal) fees and a cost proposal that does not allow permanent removal (withdrawal) fees. 2.1 Cost Proposal with Permanent Removal (Withdrawal) Fees Allowed Standard Storage and ServicesCLIN Description Year 1 $0.231 Year 2 $0.231 Year 3 $0.231 Year 4 $0.254 Year 5 $0.267 Per 0001 Carton Storage Cubic Foot 0002 Carton Storage, New Receiving and Entering - $0.231 $1.83 $2.19 $3.08 $2.19 $3.08 $0.231 $1.83 $2.19 $3.08 $2.19 $3.08 $0.231 $1.83 $2.19 $3.08 $2.19 $3.08 $0.254 $2.01 $2.41 $3.39 $2.41 $3.39 $0.267 $2.11 $2.53 $3.56 $2.53 $3.56 Cubic Foot Cubic Foot Cubic Foot File 0003 Carton 0004 Regular Retrieval - Carton Regular Retrieval - File from Carton0005 0006 Regular Refile - Carton Cubic Foot FileRegular Refile - File to Carton0007 0008 CF plus Regular Retrieval Charge and Handling Charge Archival Destruction - Carton $2.78 $2.78 $2.78 $3.06 $3.21 Visit plus Handling Charge Visit plus Handling Charge 0009 Standard Delivery 0010 Standard Pickup $21.54 $21.54 $21.54 $23.69 $24.87 $21.54 $3.00 $21.54 $3.00 $21.54 $3.00 $23.69 $3.30 $24.87 $3.470011 Handling Charge Trip Charge, Standard Cubic Foot Visit plus Handling Charge Visit plus 0012 0013 0014 0015 0016 0017 0018 0019 0020 $39.90 $39.90 $39.90 $43.89 $46.08Delivery, Zone 2 Trip Charge, Standard Delivery, Zone 3 Trip Charge, Standard Delivery, Zone 4 Trip Charge, Standard Delivery, Zone Metro Trip Charge, Standard Delivery, Zone Metro NY Trip Charge, Standard Pickup, Zone 2 Trip Charge, Standard Pickup, Zone 3 Trip Charge, Standard Pickup, Zone 4 $46.02 $52.14 $28.68 $36.84 $39.90 $46.02 $52.14 $28.68 $46.02 $52.14 $28.68 $36.84 $39.90 $46.02 $52.14 $28.68 $46.02 $52.14 $28.68 $36.84 $39.90 $46.02 $52.14 $28.68 $50.62 $57.35 $31.55 $40.52 $43.89 $50.62 $57.35 $31.55 $53.15 $60.22 $33.13 $42.55 $46.08 $53.15 $60.22 $33.13 Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Trip Charge, Standard Pickup, Zone Metro Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.21 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Trip Charge, Standard Pickup, Zone Metro NY Visit plus Handling Charge0021$36.84 $36.84 $36.84 $40.52 $42.55 CLIN Premium Storage and Services Description Year 1 Year 2 Year 3 Year 4 Year 5 Per File plus Regular Retrieval Charge and Handling Archival Destruction - File from Carton0022 $2.61 $3.96 $2.61 $3.96 $2.61 $3.96 $2.87 $4.36 $3.01 $4.58 Charge Permanent Withdrawal - File from Carton Permanent Withdrawal - Carton File plus Regular Retrieval Charge CF plus Regular Retrieval Charge 0023 0024 $4.39 $8.53 $4.39 $8.53 $4.39 $8.53 $4.83 $9.38 $5.07 $9.850025 Rush Retrieval - Carton Rush Retrieval - File from Cubic Foot 0026 $11.37 $10.37 $65.57 $11.37 $10.37 $65.57 $11.37 $10.37 $65.57 $12.51 $11.41 $72.13 $13.14 $11.98 $75.74 FileCarton 0027 Regular Interfile - Carton Rush Delivery - Business Each Visit plus Handling Charge Visit plus 0028 Day Rush Pickup - Business Day0029 $65.57 $65.57 $65.57 $72.13 $75.74 Handling Charge Rush Delivery - 0030 Weekends/Holidays/After Hours Visit plus Handling Charge$331.50 $331.50 $331.50 $364.65 $382.88 Miscellaneous Services - Labor0031 $76.52 $6.57 $2.78 $76.52 $6.57 $2.78 $76.52 $6.57 $2.78 $84.17 $7.23 $3.06 $88.38 $7.59 $3.21 Hour Labor Plus New Carton Labor Plus New Lid 0032 Re-boxing Charge 0033 Re-lid Charge CLIN Other Program Fees Description Year 1 Year 2 Year 3 Year 4 Year 5 Per Administrative Fee Account ID per Month Account ID per Month Transportation Visit 0034 0035 Waived Waived Waived Waived Waived(Summary Billing) Administrative Fee (Detailed Billing)Waived Waived Waived Waived Waived Waived Waived Waived Waived Waived0036 Fuel Surcharge CLIN Custom Storage and Services Description Year 1 $6.910 Year 2 $6.910 Year 3 $6.910 Year 4 $7.601 Year 5 $7.981 Per Outside Courier/Customer Representative Handling0037 Each Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.22 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Account ID per Month0038 Storage Minimum $207.930 $207.930 $17.560 $207.930 $17.560 $228.723 $19.316 $240.159 $20.282Minimum Service Order Charge0039 $17.560 Order 0040 Individual List/Indexing 0041 RFID Z Label $0.893 $0.672 $0.672 $4.790 $6.520 $4.400 $75.000 $0.893 $0.672 $0.672 $4.790 $6.520 $4.400 $75.000 $0.893 $0.672 $0.672 $4.790 $6.520 $4.400 $75.000 $0.982 $0.739 $0.739 $5.269 $7.172 $4.840 $82.500 $1.031 $0.776 $0.776 $5.532 $7.531 $5.082 $86.625 File Each Each Each Each Each Hour 0042 RFID T Label 0043 Standard Letter/Legal 0044 Auto-Fold Letter/Legal 0045 #251 Std Attached Lid 0046 Miscellaneous RM Labor CLIN Image on Demand Description Image on Demand File 0047 Scan (includes first 15 pages) Year 1 Year 2 Year 3 Year 4 Year 5 Per File + Regular Retrieval and Refile $6.14 $6.14 $6.14 $6.75 $7.09 Digital Images Scanned (in excess of cap) Image Transmission - Next Day Image Transmission - Half Day 0048 0049 0050 $0.22 $0.00 $0.22 $0.00 $0.22 $0.00 $0.24 $0.00 $0.25 $0.00 Image Order Order$33.37 $33.37 $33.37 $36.71 $38.55 Image Transmission - After Hours, Holiday, Weekend0051 0052 $168.41 $26.29 $168.41 $26.29 $168.41 $26.29 $185.25 $28.92 $194.51 $30.37 Order OrderOrder Minimum (Image on Demand) CLIN Document Conversion Description Year 1 Year 2 Year 3 Year 4 Year 5 Per Standard Scanning - Minimum Fee Standard Scanning - Tier 1 (Up to 10,000 images) 0053 0054 $400.000 $400.000 $400.000 $400.000 $400.000 Project $0.097 $0.078 $0.097 $0.078 $0.097 $0.078 $0.107 $0.086 $0.112 $0.090 Image ImageStandard Scanning - Tier 2 (10,001 - 49,999 images)0055 0056 Standard Scanning - Tier 3 (50,000 - 1,999,999 images)$0.065 $0.059 $0.065 $0.059 $0.065 $0.059 $0.072 $0.065 $0.075 $0.068 Image Image Standard Scanning - Tier 4 0057 (2,000,000 - 4,999,999 images) Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.23 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Flatbed Scanning - Minimum Fee0058 $2,500.000 $2,500.000 $2,500.000 $2,500.000 $2,500.000 Project 0059 Flatbed Scanning 0060 Color Setup $0.539 $0.539 $0.539 $0.593 $0.623 Image $384.760 $384.760 $384.760 $423.236 $465.560 Project Document Preparation - Light Document Preparation - Standard Document Preparation - Heavy Document Reassembly - Simple Document Reassembly - Partial Document Reassembly - Full Scan Resolution - Standard (300 DPI) Quality Assurance - 100% vs. Image Quality Assurance - With Clean-up Image Output - Searchable PDF 0061 0062 0063 0064 0065 0066 0067 0068 0069 0070 $0.022 $0.040 $0.080 $0.004 $0.017 $0.041 $0.006 $0.038 $0.011 $0.005 $0.022 $0.040 $0.080 $0.004 $0.017 $0.041 $0.006 $0.038 $0.011 $0.005 $0.022 $0.040 $0.080 $0.004 $0.017 $0.041 $0.006 $0.038 $0.011 $0.005 $0.024 $0.044 $0.088 $0.004 $0.019 $0.045 $0.007 $0.042 $0.012 $0.006 $0.025 $0.046 $0.092 $0.004 $0.020 $0.047 $0.007 $0.044 $0.013 $0.006 Image Image Image Image Image Image Image Image Image Image 0071 Indexing - Standard 0072 Indexing - Flatbed $0.008 $0.011 $0.008 $0.011 $0.008 $0.011 $0.009 $0.012 $0.009 $0.013 Keystroke Keystroke Document Classification - Standard 2-5 Doc Types0073 0074 $0.004 $0.007 $0.004 $0.007 $0.004 $0.007 $0.004 $0.008 $0.004 $0.008 Image ImageDocument Classification - Standard 6-10 Doc Types Document Classification - Standard 11-25 Doc Types0075 0076 0077 $0.013 $0.014 $0.037 $0.013 $0.014 $0.037 $0.013 $0.014 $0.037 $0.014 $0.015 $0.041 $0.015 $0.016 $0.043 Image Image Image Document Classification - Flatbed 2-5 Doc Types Document Classification - Flatbed 6-10 Doc Types Document Classification - Flatbed 11-25 Doc Types0078 $0.067 $0.067 $0.067 $0.074 $0.078 Image Wide Format B Scanning - Minimum Fee Wide Format B Scanning (Up to 12 x 18) Document Preparation - Light - Wide Format Document Preparation - Standard - Wide Format 0079 0080 0081 0082 $4,300.000 $4,300.000 $4,300.000 $4,730.000 $4,966.500 Project Image Image Image $0.979 $0.100 $0.509 $0.979 $0.100 $0.509 $0.979 $0.100 $0.509 $1.077 $0.110 $0.560 $1.131 $0.116 $0.588 Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.24 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Document Preparation - Heavy - Wide Format Document Reassembly - Simple - Wide Format Document Reassembly - Partial - Wide Format Document Reassembly - Full - Wide Format 0083 0084 0085 0086 0087 $1.263 $0.049 $0.105 $0.267 $0.690 $1.263 $0.049 $0.105 $0.267 $0.690 $1.263 $0.049 $0.105 $0.267 $0.690 $1.389 $0.054 $0.116 $0.294 $0.759 $1.458 $0.057 $0.122 $0.309 $0.797 Image Image Image Image ImageScan Resolution - Wide Format B (300 DPI) Quality Assurance - 100% vs. Image - Wide Format0088 $0.029 $0.006 $0.029 $0.006 $0.029 $0.006 $0.032 $0.007 $0.034 $0.007 Image ImageQuality Assurance - With Clean-up - Wide Format0089 0090 Image Output - Searchable PDF - Wide Format $0.005 $0.010 $0.005 $0.010 $0.005 $0.010 $0.006 $0.011 $0.006 $0.012 Image 0091 Indexing - Wide Format Keystroke CLIN Document Conversion Labor Categories Description Imaging Data Entry Specialist Year 1 $41.88 Year 2 Year 3 Year 4 Year 5 Per 0092 $41.88 $99.35 $56.98 $41.88 $99.35 $56.98 $46.07 $109.29 $62.68 $48.37 $114.75 $65.81 Hour 0093 Imaging Operations Imaging Production $99.35 $56.98 Hour Hour0094 0095 0096 0097 0098 Coordinator Imaging Production Specialist I Imaging Production Specialist II Imaging Production Supervisor $39.51 $41.71 $64.80 $102.81 $39.51 $41.71 $64.80 $102.81 $39.51 $41.71 $64.80 $102.81 $43.46 $45.88 $71.28 $113.09 $45.63 $48.17 $74.84 $118.74 Hour Hour Hour HourImplementation Manager - DMS 0099 Software Engineer $124.23 $148.53 $124.23 $148.53 $124.23 $148.53 $136.65 $163.38 $143.48 $171.55 Hour Hour0100 Principal Software Engineer CLIN InSight Content Services Platform Base Package Description Year 1 Year 2 Year 3 Year 4 Year 5 Per Annual User Subscription - Base Package (25 Users)0101 0102 $9,000.00 $9,000.00 $9,000.00 $9,900.00 $10,395.00 $33.00 $34.65 25 Users Overage Fees Per User Per Month $30.00 $30.00 $30.00 Month Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.25 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Annual Content Under Management Subscription - Base Package (500 GBs Storage) 0103 $0.00 $0.00 $0.00 $0.00 $0.00 GBs Overage Fees Per 500 GBs Per Month Professional Services (Estimated T&M) 0104 0105 $500.00 $260.00 $500.00 $260.00 $500.00 $260.00 $550.00 $286.00 $577.50 $300.30 Month Hour 0106 One-Time Setup $15,600.00 $15,600.00 $15,600.00 $17,160.00 $18,018.00 Setup 2.2 Cost Proposal with No Permanent Removal (Withdrawal) Fees Allowed Standard Storage and ServicesCLIN Description Year 1 $0.291 Year 2 $0.291 Year 3 $0.291 Year 4 $0.320 Year 5 $0.335 Per 0001 Carton Storage Cubic Foot Cubic Foot0002 Carton Storage, New Receiving and Entering - $0.291 $1.83 $2.19 $3.08 $2.19 $3.08 $0.291 $1.83 $2.19 $3.08 $2.19 $3.08 $0.291 $1.83 $2.19 $3.08 $2.19 $3.08 $0.320 $2.01 $2.41 $3.39 $2.41 $3.39 $0.335 $2.11 $2.53 $3.56 $2.53 $3.56 0003 Cubic Foot Cubic Foot File Carton 0004 Regular Retrieval - Carton Regular Retrieval - File from0005Carton 0006 Regular Refile - Carton Regular Refile - File to Cubic Foot File0007Carton CF plus Regular Retrieval Charge and Handling Charge Archival Destruction - Carton0008 $2.78 $2.78 $2.78 $3.06 $3.21 Visit plus Handling Charge Visit plus Handling Charge 0009 Standard Delivery 0010 Standard Pickup $21.54 $21.54 $21.54 $23.69 $24.87 $21.54 $3.00 $21.54 $3.00 $21.54 $3.00 $23.69 $3.30 $24.87 $3.470011 Handling Charge Trip Charge, Standard Cubic Foot Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge 0012 0013 0014 $39.90 $39.90 $39.90 $43.89 $46.08Delivery, Zone 2 Trip Charge, Standard Delivery, Zone 3 $46.02 $52.14 $46.02 $52.14 $46.02 $52.14 $50.62 $57.35 $53.15 $60.22Trip Charge, Standard Delivery, Zone 4 Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.26 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Visit plus Handling Charge Trip Charge, Standard Delivery, Zone Metro0015 0016 0017 0018 0019 0020 0021 $28.68 $36.84 $39.90 $46.02 $52.14 $28.68 $36.84 $28.68 $36.84 $39.90 $46.02 $52.14 $28.68 $36.84 $28.68 $36.84 $39.90 $46.02 $52.14 $28.68 $36.84 $31.55 $40.52 $43.89 $50.62 $57.35 $31.55 $40.52 $33.13 $42.55 $46.08 $53.15 $60.22 $33.13 $42.55 Trip Charge, Standard Delivery, Zone Metro NY Trip Charge, Standard Pickup, Zone 2 Trip Charge, Standard Pickup, Zone 3 Trip Charge, Standard Pickup, Zone 4 Trip Charge, Standard Pickup, Zone Metro Trip Charge, Standard Pickup, Zone Metro NY CLIN Premium Storage and Services Description Year 1 Year 2 Year 3 Year 4 Year 5 Per File plus Regular Archival Destruction - File from Carton Retrieval Charge and Handling Charge 0022 $2.61 $2.61 $2.61 $2.87 $3.01 0023 Rush Retrieval - Carton Rush Retrieval - File from $8.53 $11.37 $10.37 $8.53 $11.37 $10.37 $8.53 $11.37 $10.37 $9.38 $12.51 $11.41 $9.85 $13.14 $11.98 Cubic Foot 0024 FileCarton 0025 Regular Interfile - Carton Each Visit plus Handling Charge Visit plus Handling Charge Rush Delivery - Business Day0026 0027 $65.57 $65.57 $65.57 $65.57 $65.57 $65.57 $72.13 $72.13 $75.74 $75.74Rush Pickup - Business Day Rush Delivery - 0028 Weekends/Holidays/After Hours Visit plus Handling Charge $331.50 $331.50 $331.50 $364.65 $382.88 Miscellaneous Services - Labor0029 $76.52 $6.57 $2.78 $76.52 $6.57 $2.78 $76.52 $6.57 $2.78 $84.17 $7.23 $3.06 $88.38 $7.59 $3.21 Hour Labor Plus New Carton Labor Plus New Lid 0030 Re-boxing Charge 0031 Re-lid Charge Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.27 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services CLIN Other Program Fees Description Administrative Fee (Summary Billing) Administrative Fee (Detailed Billing) Year 1 Waived Year 2 Waived Year 3 Waived Year 4 Waived Year 5 Waived Per Account ID per Month Account ID per Month Transportation Visit 0032 0033 Waived Waived Waived Waived Waived Waived Waived Waived Waived Waived0034 Fuel Surcharge CLIN Custom Storage and Services Description Year 1 $6.910 Year 2 $6.910 Year 3 $6.910 Year 4 $7.601 Year 5 $7.981 Per Outside Courier/Customer Representative Handling0035 Each Account ID per Month0036 Storage Minimum Minimum Service Order $207.930 $17.560 $207.930 $17.560 $207.930 $17.560 $228.723 $19.316 $240.159 $20.2820037 OrderCharge 0038 Individual List/Indexing 0039 RFID Z Label $0.893 $0.672 $0.672 $4.790 $6.520 $4.400 $75.000 $0.893 $0.672 $0.672 $4.790 $6.520 $4.400 $75.000 $0.893 $0.672 $0.672 $4.790 $6.520 $4.400 $75.000 $0.982 $0.739 $0.739 $5.269 $7.172 $4.840 $82.500 $1.031 $0.776 $0.776 $5.532 $7.531 $5.082 $86.625 File Each Each Each Each Each Hour 0040 RFID T Label 0041 Standard Letter/Legal 0042 Auto-Fold Letter/Legal 0043 #251 Std Attached Lid 0044 Miscellaneous RM Labor CLIN Image on Demand Description Year 1 Year 2 Year 3 Year 4 Year 5 Per Image on Demand File 0045 Scan (includes first 15 pages) File + Regular Retrieval and Refile $6.14 $6.14 $6.14 $6.75 $7.09 Digital Images Scanned (in0046 0047 $0.22 $0.00 $0.22 $0.00 $0.22 $0.00 $0.24 $0.00 $0.25 $0.00 Image Order excess of cap) Image Transmission - Next Day Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.28 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services Image Transmission - Half Day0048 0049 0050 $33.37 $168.41 $26.29 $33.37 $168.41 $26.29 $33.37 $168.41 $26.29 $36.71 $185.25 $28.92 $38.55 $194.51 $30.37 Order Order Order Image Transmission - After Hours, Holiday, Weekend Order Minimum (Image on Demand) CLIN Document Conversion Description Year 1 Year 2 Year 3 Year 4 Year 5 Per Standard Scanning - Minimum Fee Standard Scanning - Tier 1 (Up to 10,000 images) 0051 0052 $400.000 $400.000 $400.000 $400.000 $400.000 Project Image$0.097 $0.078 $0.097 $0.078 $0.097 $0.078 $0.107 $0.086 $0.112 $0.090Standard Scanning - Tier 2 (10,001 - 49,999 images)0053 0054 Image Image Image Standard Scanning - Tier 3 (50,000 - 1,999,999 images)$0.065 $0.059 $0.065 $0.059 $0.065 $0.059 $0.072 $0.065 $0.075 $0.068 Standard Scanning - Tier 4 0055 (2,000,000 - 4,999,999 images) Flatbed Scanning - Minimum Fee0056 $2,500.000 $2,500.000 $2,500.000 $2,500.000 $2,500.000 Project Image Project Image 0057 Flatbed Scanning 0058 Color Setup $0.539 $384.760 $0.022 $0.539 $384.760 $0.022 $0.539 $384.760 $0.022 $0.593 $423.236 $0.024 $0.623 $465.560 $0.025Document Preparation - Light Document Preparation - Standard Document Preparation - Heavy Document Reassembly - Simple Document Reassembly - Partial Document Reassembly - Full Scan Resolution - Standard (300 DPI) Quality Assurance - 100% vs. Image Quality Assurance - With Clean-up Image Output - Searchable PDF 0059 0060 0061 0062 0063 0064 0065 0066 0067 0068 $0.040 $0.080 $0.004 $0.017 $0.041 $0.006 $0.038 $0.011 $0.005 $0.040 $0.080 $0.004 $0.017 $0.041 $0.006 $0.038 $0.011 $0.005 $0.040 $0.080 $0.004 $0.017 $0.041 $0.006 $0.038 $0.011 $0.005 $0.044 $0.088 $0.004 $0.019 $0.045 $0.007 $0.042 $0.012 $0.006 $0.046 $0.092 $0.004 $0.020 $0.047 $0.007 $0.044 $0.013 $0.006 Image Image Image Image Image Image Image Image Image Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.29 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services 0069 Indexing - Standard 0070 Indexing - Flatbed $0.008 $0.011 $0.008 $0.011 $0.008 $0.011 $0.009 $0.012 $0.009 $0.013 Keystroke Keystroke Document Classification - Standard 2-5 Doc Types0071 0072 $0.004 $0.007 $0.004 $0.007 $0.004 $0.007 $0.004 $0.008 $0.004 $0.008 Image ImageDocument Classification - Standard 6-10 Doc Types Document Classification - Standard 11-25 Doc Types0073 0074 0075 $0.013 $0.014 $0.037 $0.013 $0.014 $0.037 $0.013 $0.014 $0.037 $0.014 $0.015 $0.041 $0.015 $0.016 $0.043 Image Image Image Document Classification - Flatbed 2-5 Doc Types Document Classification - Flatbed 6-10 Doc Types Document Classification - Flatbed 11-25 Doc Types0076 $0.067 $0.067 $0.067 $0.074 $0.078 Image Wide Format B Scanning - Minimum Fee Wide Format B Scanning (Up to 12 x 18) Document Preparation - Light - Wide Format Document Preparation - Standard - Wide Format Document Preparation - Heavy - Wide Format Document Reassembly - Simple - Wide Format Document Reassembly - Partial - Wide Format Document Reassembly - Full - Wide Format 0077 0078 0079 0080 0081 0082 0083 0084 0085 $4,300.000 $4,300.000 $4,300.000 $4,730.000 $4,966.500 Project Image Image Image Image Image Image Image Image $0.979 $0.100 $0.509 $1.263 $0.049 $0.105 $0.267 $0.690 $0.979 $0.100 $0.509 $1.263 $0.049 $0.105 $0.267 $0.690 $0.979 $0.100 $0.509 $1.263 $0.049 $0.105 $0.267 $0.690 $1.077 $0.110 $0.560 $1.389 $0.054 $0.116 $0.294 $0.759 $1.131 $0.116 $0.588 $1.458 $0.057 $0.122 $0.309 $0.797Scan Resolution - Wide Format B (300 DPI) Quality Assurance - 100% vs. Image - Wide Format0086 $0.029 $0.006 $0.029 $0.006 $0.029 $0.006 $0.032 $0.007 $0.034 $0.007 Image ImageQuality Assurance - With Clean-up - Wide Format0087 0088 Image Output - Searchable PDF - Wide Format $0.005 $0.010 $0.005 $0.010 $0.005 $0.010 $0.006 $0.011 $0.006 $0.012 Image 0089 Indexing - Wide Format Keystroke Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.30 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services CLIN Document Conversion Labor Categories Description Imaging Data Entry Specialist Year 1 $41.88 Year 2 $41.88 Year 3 $41.88 Year 4 $46.07 Year 5 $48.37 Per 0090 Hour Hour Hour Hour 0091 Imaging Operations Imaging Production $99.35 $56.98 $39.51 $99.35 $56.98 $39.51 $99.35 $56.98 $39.51 $109.29 $62.68 $43.46 $114.75 $65.81 $45.63 0092 0093 0094 0095 0096 Coordinator Imaging Production Specialist I Imaging Production Specialist II Imaging Production Supervisor $41.71 $64.80 $41.71 $64.80 $41.71 $64.80 $45.88 $71.28 $48.17 $74.84 Hour Hour Implementation Manager - DMS $102.81 $124.23 $148.53 $102.81 $124.23 $148.53 $102.81 $124.23 $148.53 $113.09 $136.65 $163.38 $118.74 $143.48 $171.55 Hour Hour Hour 0097 Software Engineer 0098 Principal Software Engineer CLIN InSight Content Services Platform Base Package Description Year 1 Year 2 Year 3 Year 4 Year 5 Per Annual User Subscription - Base Package (25 Users)0099 0100 $9,000.00 $9,000.00 $9,000.00 $9,900.00 $10,395.00 25 Users MonthOverage Fees Per User Per Month Annual Content Under Management Subscription - Base Package (500 GBs Storage) $30.00 $0.00 $30.00 $0.00 $30.00 $0.00 $33.00 $0.00 $34.65 $0.000101 GBs Overage Fees Per 500 GBs Per Month Professional Services (Estimated T&M) 0102 0103 $500.00 $260.00 $500.00 $260.00 $500.00 $260.00 $550.00 $286.00 $577.50 $300.30 Month Hour 0104 One-Time Setup $15,600.00 $15,600.00 $15,600.00 $17,160.00 $18,018.00 Setup Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.31 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services 2.3 Transition/Change Over from Incumbent Price The transition/change over price applies in the event the boxes are currently stored with another vendor and are transitioned to Iron Mountain. Extended PriceCLINDescriptionUnit Price Qty Trip Charge, Standard Pickup, Zone 0020 Metro $28.68 $3.00 4.00 $114.72 0011 Handling Charge 0003 Receiving and Entering - Carton 0041 RFID Z Label 2,194.80 2,194.80 1,829.00 $6,584.40 $4,016.48 $1,229.09 $11,944.69 $1.83 $0.672 2.4 Pricing Assumptions Our pricing is based on the following assumptions: No.Records Storage / Services Assumptions Iron Mountain assumes 1,829 standard banker boxes at 1.2 CF, totaling to 2,194.80 CF of material.1 Assuming the materials will be transferred from an incumbent vendor into an Iron Mountain facility, Iron Mountain will rely on the incumbent vendor's compliance to the 90 Day transition period outlined in the solicitation. 2 No.Document Conversion Assumptions Pricing for Standard Scanning Tiers 1-4 (CLINs 0054-0057) is the price per image for standard scanning of up to 8.5 x 14 standard paper for varying image volume tiers. Features black & white scanning, a scan resolution of 200 dpi, statistical vs. image quality review, standard TIFF or PDF image output, and image release on a DVD, USB or hard drive. 100% autofeed scanning. 2 3 Pricing for Flatbed Scanning (CLIN 0059) is the price per image for standard scanning of up to 8.5 x 14 flatbed paper. Features black & white scanning, a scan resolution of 200 dpi, statistical vs. image quality review, standard TIFF or PDF image output, and image release on a DVD, USB or hard drive. 100% manual single page flatbed scanning. Upon request, Iron Mountain can provided pricing for Bound Book scanning if required by the City. Pricing for Wide Format B Scanning (CLIN 0080) is the price per image for wide format scanning of 12 x 18 paper for a volume of 1,999,999 images or less. Features black & white scanning, a scan resolution of 200 dpi, statistical vs. image quality review, standard TIFF or PDF image output, and image release on a DVD, USB or hard drive. Upon request, Iron Mountain can provided pricing for other Wide Format sizes if required by the City (E.g., C - 18x24, D - 24x36, E - 36x48). 4 Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.32 Iron Mountain Government Solutions City of Santa Ana Document Storage and Imaging Services The default QA level included within the price per image for Standard, Flatbed, and Wide Format B Scanning is statistical quality control utilizing the ANSI/ASQC (American National Standards Institute/American Society for Quality Control) standard Z1.4 at a 1.0 Acceptable Quality Level (AQL) to establish the sample size(s), acceptance, rejection and re-sampling parameters for image, index, and file-level QC. 5 6 Smaller papers like sticky notes, small photographs, adding-machine tapes, etc. would be taped down to follow-on carrier pages for scanning. This can be done as 1 item per page or multiple items per page at customer's direction. 7 No digital conversion of electronic (non-paper) media is expected to be in scope. No.InSight Content Services Platform Assumptions Customers will be charged for capacity overages on a monthly basis, i.e. if a customer goes over their limit in month 10 of year 1, they will only be charged 3 months overages. Overages are charged on in blocks of 500GBs, meaning that the customer will incur overage charges for every additional set of 500GBs (i.e. a customer will be billed overages for one set of 500GBs if they are 25GBs over their limit, and they will be billed overages for two sets of 500GBs if they are 550GBs over their limit). 8 9 InSight Software subscription is billed annually at the start of each contract. Overage charges are billed monthly in arrears. Use or disclosure of data contained in this page is subject to the restriction on the title page of this submission.33