Loading...
HomeMy WebLinkAboutNORTHROP GRUMMAN 1;! INSURANCE ON FILE WORK MAY PROCEED UN TIL INSURANCE EXTIRES l- /—aoo+ CLERK OF COUNCIL DATEi C ph Fisc4 A-2003-188 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this o{40 day of Se aEemb&-,2003 by and between Northrop Grumman Public Safety Inc. (formerly PRC Public Sector Inc) a Delaware corporation (hereinafter "PSP'), 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 "City"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of service and maintenance for Digital Hardware, operating system software. 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 will provide the following services: Services provided for by the PSI/Hewlett Packard Maintenance Sub -Agreement (copy attached), which includes Hewlett Packard provided maintenance for Digital Hardware, operating system software, and/or certain third party equipment. Services provided for by the PSI Software Maintenance Sub -Agreement, (copy at- tached), which includes PSI provided software as shown on Exhibit A of the Software Agreement. The above shall be referred to as sub -agreements 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit A to Master Agreement. The total sum to be expended under this Agreement shall not exceed $65,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) 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 and terminate on August 31, 2004, unless terminated earlier in accordance with Section 12, below. Parties agree that City shall have 4 one year options to renew this Agreement at the prices listed in Exhibit A assuming a written notice of the City's intent to renew the Agreement is received 60 days prior to the then current termination date. The tern of this Agreement may be extended upon a writing executed by the Chief of Police and the City Attorney. 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. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit B upon execution of this Agreement and shall be approved in form by the City Attorney. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be firrmished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health and claims for property damage, which are a direct result of the fault or negligence of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I of this Agreement. 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 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. 8. 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. 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile 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 telefacsimile (714) 647-6956 With courtesy copies to: Chief of Police City of Santa Ana 20 Civic Center Plaza (M-97) P.O. Box 1988 Santa Ana, California 92702 and, City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647-6515 To Consultant: Northrop Grumman Public Safety Inc. 12005 Sunrise Valley Drive Reston, Virginia 20191-3404 Attn: John Kouri Vice President Contracts A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other 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 telefacsimile, any notice, tender, demand, delivery, or other 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. 10. 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, that terms and conditions hereof, shall not bind or obligate Consultant nor 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 are not embodied herein. 11. 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 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. 12. TERMINATION This Agreement may be terminated by the City upon sixty (60) 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 effective date of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product 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. 13. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. JURISDICTION - VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. 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. 15. 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 her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow 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. 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;., PAMRICIA E. HEALY Clerk of the Council APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney By:_:); .X.1) /'� — Michael Vigliotta Deputy City Attorney RECOMMENDED FOR APPROVAL: \V� 6' u Paul M. Walters Police Chief CITY O A TA A DAVID . REMM City Manager CONSULTANT Northrop Grumman Public Safety, Inc. `c. Q�AME) sfeN.y r /w'04�Pi ✓/[G FT�OdL-7f T 52-�8:2Z9-3� Employer ID # or Individual SS # Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC./HEWLETT-PACKARD MAINTENANCE SUB -AGREEMENT This Sub -Agreement is entered into between Northrop Grumman Public Safety Inc.(formerly PRC Public Sector, Inc.), 12005 Sunrise Valley Drive, Reston, Virginia 20191-3404, (hereinafter referred to as "PSI") and the City of Santa Ana Police Department, (hereinafter referred to as "Customer"). PSI is an authorized dealer of computer products, services and distributed software of Hewlett- Packard Company (hereinafter referred to as "Hewlett-Packard"). PSI hereby sells to Customer, the maintenance services of Hewlett-Packard for the described Hewlett-Packard products, appropriate third party products and/or Hewlett-Packard operating system software on the terms and conditions as follows: I. TERM OF AGREEMENT This Sub -Agreement shall be valid from September 1, 2003. This Agreement shall be valid for five (5) years from the effective date. This Sub -Agreement may be terminated according to the terms of the PSI MASTER MAINTENANCE AGREEMENT. II. SCOPE OF MAINTENANCE The services to be performed by Hewlett-Packard are as detailed on the Hewlett-Packard Field Service Description attached as Exhibit "A" hereto, and made a part hereof, for all purposes. It is understood that PSI is selling the Hewlett-Packard level of service as shown on said Field Service Description. Should Hewlett-Packard at any time alter any of the terms, conditions, or services offered under such Description such changes shall automatically become part of this Sub -Agreement. Should Customer not be able to comply with such changes, Customer may terminate this Sub - Agreement with ninety (90) days prior written notice to PSI. III. EQUIPMENT SERVICES The equipment, which shall be maintained under this Sub -Agreement, is as described on Exhibit "B" attached hereto and made apart hereof, for all purposes. Equipment is eligible for service under this Sub -Agreement provided it is in good operating condition and Hewlett-Packard's serviceability requirements and site environmental conditions are met. Document prepared October 13, 2003 HMK 0603.doc Page 1 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC./HEWLETT-PACKARD MAINTENANCE SUB -AGREEMENT IV. CUSTOMER RESPONSIBILITIES The customer is responsible for notifying PSI in writing, either by electronic mail or letter, of the addition or deletion of any equipment outlined in the attached Exhibit "B". When changes occur, the customer must provide to PSI a detail of model numbers, serial numbers and installation/de- installation information. Failure to notify PSI of changes could result in the new equipment not being covered under the hardware maintenance agreement. Any omissions or inaccuracies resulting from the addition/deletion of such equipment without written notification to PSI are the responsibility of the customer. V. HEWLETT-PACKARD STANDARD TERMS This Sub -Agreement is subject to the terms of Hewlett-Packard's current published U.S. Standard Terms and Conditions, a copy of which is attached as Exhibit "C" hereto. Should Hewlett-Packard at any time alter such Standard Terms and Conditions, this Sub -Agreement shall be deemed to have incorporated such alterations into Exhibit "C". VI. PSI MASTER AGREEMENT This Sub -Agreement is subject to the terms and conditions of a PSI Master Maintenance Agreement, and the terms and conditions of such Master Maintenance Agreement shall prevail in the event of a conflict with the terms of this Sub -Agreement. Document prepared October 13, 2003 HMK 0603.doc Page 2 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. PSI/HEWLETT-PACKARD MAINTENANCE SUB -AGREEMENT EXHIBIT "A" [no PSI/Hewlett-Packard Maintenance Sub -Agreement (See attached Hewlett-Packard Field Service Descriptions.) Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. PSI/HEWLETT-PACKARD MAINTENANCE SUB -AGREEMENT EXHIBIT `B" to PSUHewlett-Packard Maintenance Sub -Agreement (See attached the listed equipment to be maintained along with model no., serial no. and monthly HP list maintenance charges). Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. PSI/HEWLETT-PACKARD MAINTENANCE SUB -AGREEMENT EXHIBIT "C" to PSI/Hewlett-Packard Maintenance Sub -Agreement (See attached Hewlett-Packard US Standard Terms and Conditions.) Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT SUB -AGREEMENT effective September 1, 2003, between Northrop Grumman Public Safety Inc. (formerly PRC Public Sector, Inc.), 12005 Sunrise Valley Drive, Reston, Virginia 20191-3404 ("PSI") and the City of Santa Ana Police Department, ("Customer"). 1. SOFTWARE SYSTEM For the purpose of this Sub -Agreement, the "Software System" shall mean the PSI Computer Software System (Software System) identified in Exhibit A. 2. SOFTWARE SUPPORT SERVICES a. With respect to the Software System, PSI agrees to perform, or cause to be per- formed, the following maintenance services: 1. PSI will retain a complete copy of the Software System source code. 2. If during the term of this Agreement, (a.) the Customer discovers defects in the Software System such that same will not perform in accordance with PSI's design; (b.) the Customer notifies PSI of such defects; and, (c.) such defects are reproducible, then PSI shall provide, or cause to be provided, timely corrections of such defects. As applicable and required, Customer shall be responsible for installing corrections to applicable workstation software. 3. If problems arise concerning the Software System, PSI will provide a reasonable amount of telephone assistance within the schedule stated in Exhibit B. 4. If Serious problems arise from the PSI application (see 3. Severity Level) and the Customer cannot correct them by following system management procedures previously supplied by PSI, PSI will provide assistance to restore the Software System operations 24 hours a day, 365 days a year without additional charge to the Customer. b. With respect to the Software System, PSI will not perform, or cause to be performed under the scope of this agreement, duties of Oracle database administration. Oracle database administration shall be the responsibility of the Customer. Should the Customer request, in writing, PSI's assistance with Oracle database administration as it pertains to the PSI Application Systems Document Prepared 10/13/03 SMK 0603.doc Page 1 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT installed, PSI will endeavor to provide database administration services at PSI's then current Time and Material Rate. With respect to the previous paragraph, the following actions are considered database administration, and as such, will not be performed under this agreement: • Database recovery • Monitoring Database Space (utilization) • Monitoring Alert Log • Defragmentation of free space • Monitoring, and increasing, table space • Manipulation of the Oracle listener Any tool/routine provided by PSI and not modified by the customer shall be supported under the terms of the Agreement. 3. SEVERITY LEVEL Problems that prevent the actual execution of a critical function of the Software System specified in Exhibit A shall be defined as "Serious". Serious system problems include: a complete system outage; b. the failure of a major portion of the database engine or message switching system; C. in CAD systems, the loss of a major portion of complaint receiving or dispatch terminals; d. in CAD systems, the inability to dispatch an area or areas; e. in CAD systems, the loss of unit suggestion; f. in CAD systems, the loss of the geographical validation applications; g. in records systems, the failure of the MUX process; h. in records systems, the failure of the INCIDENT or INTAKE modules; i. loss of communications with the mobile data controller, other than such loss due to malfunction occurring outside of the PSI system; j. system response times doubling and continuing beyond fifteen (15) minutes, other than such doubling due to malfunction occurring outside of the PSI system. Document Prepared 10/13/03 SMK 0603.doc Page 2 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT 4. RESPONSIBILITIES OF CUSTOMER The obligations of PSI under this Agreement are conditioned upon: a. Customer assigning a Coordinator to ensure that Customer's assignments in connection with this Agreement are met, to coordinate appropriate schedules in connection with PSI's services hereunder, and to serve to provide other coordination activities which are necessary for PSI to perform its services hereunder. As applicable and required, Coordinator shall also be responsible for distributing Software System corrections to the individual client workstations. b. Customer assigning at least two technically capable individuals, as required by PSI to assist PSI in performing its services hereunder. c. Customer establishing an on -site dial -up line to enable PSI to remotely access the Software System. Customer, in accordance with a schedule mutually agreed upon by PSI and Customer, shall connect the dial -in modem, at customer's cost and expense, in order to enable PSI to remotely access the Software System. Customer shall also compile programs and run appropriate tests following each remote access by PSI d. Customer shall be responsible for controlling security and access to the computer systems. The Customer shall connect the dial -in modem in a timely manner to allow PSI to perform maintenance activities, and the Customer shall provide the appropriate usernames and authorization codes to PSI whenever maintenance work is to be done. e. Customer shall not perform any modifications or enhancements to the Software System or allow any person or entity not specifically authorized by PSI to perform any modifications or enhancements to the Software System. f. As applicable and necessary, during the term of the Master Maintenance Agreement, and any subsequent extensions of the term, Customer shall provide PSI with a verified copy of the Software System back-up, including Source Code, on an annual basis, at no cost to PSI, for use in assisting the Customer during disaster recovery efforts if requested. Document Prepared 10/13/03 SMK 0603.doc Page 3 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT g. It is the Customer's sole responsibility for insuring System Management Procedures are performed for continuous operation of the CAD and RMS/MIS systems. This includes, but is not limited to, performing system and file backups, routine configuration changes, installation of operating system and application patches, system and database backups, system and database performance tuning, network problem diagnosis, and system monitoring and preventive maintenance. Detailed System Management duties and responsibilities are outlined in the System Management Guide. h. Customer shall coordinate hardware repairs with the appropriate third -party hardware maintenance provider. 5. TERM The term during which PSI shall be obligated to perform under Section 2 shall commence September 1, 2003, and, unless terminated pursuant to the PSI MASTER MAINTENANCE AGREEMENT shall continue for a period of five years. PSI and Customer may, by mutual agreement in writing, renew the term or any renewal thereof, for an additional period of one year. 6. LICENSE With respect to each correction to the Software System furnished to Customer under this Agreement, Customer is granted a non-exclusive, non -assignable, non -transferable license to use such correction solely as appropriate as part of the Software System as defined in the"License" Article of the Agreement for the System(s). 7. LIMITATION OF LIABILITY AND REMEDIES a. Limited Warranty PSI MAKES NO WARRANTIES HEREUNDER, EITHER EXPRESS OR IMPLIED (INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE). b. Limitation of Remedy Document Prepared 10/13/03 SMK 0603.doc Page 4 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT Customer agrees that PSI's liability hereunder for damages shall not exceed the annual maintenance fee paid to PSI for the maintenance period in which the cause of the action occurred. C. Limitation of Damages IN NO EVENT SHALL PSI BE LIABLE FOR ANY INDIRECT, CONSE- QUENTIAL, INCIDENTAL OR TORT DAMAGES. Document Prepared 10/13/03 SMK 0603.doc Page 5 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT - EXHIBIT A - SOFTWARE SYSTEM The software system to be maintained under this Agreement including any unique technical conditions is as follows: The Customer's Computer Aided Dispatch as defined in the original Functional Specification Document as submitted to and accepted by the Customer including any additional contractual work performed by Northrop Grumman Public Safety Inc. Document Prepared 10/13/03 SMK 0603.doc Page 6 Northrop Grumman Public Safety Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN PUBLIC SAFETY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT - EXHIBIT B - SERVICES TO BE PROVIDED Basic software service shall be provided five (5) days per week from 5:30 a.m. through 5:30 p.m. Pacific Time excluding PSI holidays. Calls made outside the above Basic service times will be billable at the rate of $900 per call for the first four hours of consultation. Additional consultation will be billable at the rate of $225 per hour. However, if Serious problems arise (see 3. Severity Level) and the Customer cannot correct them by following the system management procedures previously supplied by PSI, calls made outside of the Basic service times will not be billable. The determination of whether an after-hours call is billable will be made solely by PSI. 2. ON DEMAND MAINTENANCE SERVICES - ODMS ODMS is defined as forty (40) contiguous hours of PSI Programmer services on -site for the 'PSI installed system" (System). Services to be performed by the PSI Programmer are at the discretion of the Customer. It is advisable to transmit to PSI, prior to the PSI Programmer arriving on site, a list of work descriptions desired by the Customer. The ODMS to be performed by the PSI Programmer will be on a "best effort" basis. If the work is not complete or task finished by the PSI Programmer at the end of forty (40) hours, the Customer has the option to contract for additional ODMS or have PSI complete the work on a "time and materials" (T&M) basis. The additional ODMS or T&M work will have to be mutually agreed to and scheduled. ODMS work completed by PSI will then be transferred and maintained under the Master Maintenance Agreement. The current rate for ODMS work is $8,900 for a forty (40) hour block. This rate is subject to a maximum increase of five percent (5%) per year effective the start of the second year of the PSI Maintenance Agreement. PSI will provide Customer with the applicable revised ODMS rate upon request. Customer has the option not to have the PSI Programmer on site, but to perform the work via remote dial -in. If Customer chooses this option, the price for ODMS does not change. Authorized Options. (circle one) On Demand Maintenance Service YES NO Number of On Demand Maintenance service trips Document Prepared 10/13/03 SMK 0603.doc Page 7 m M N M r N r r r r r r r r r d N O V O J N N N O f p O N Ot 0 l O N{ O N N f 0 N t 0^ d N O O O O N O O O O O O O O O O O O q� N p O R1 M O M N! d O O O O N d d O O N N N p^ N N^ F9 N Q M N M O Or M M t9 r r r N N N N N N N N N N N N N N m � M 4 Q M t9 N f9 f9 Hi d f9 ^ ^ W d f9 1A f9 !9 fA f9 M Yi N f9 f9 Vi t9 f9 f9 f9 t9 k9 t9 f9 f9 N N r N N N N t 0 N N N M N N N N N N N N N N N N ep � Id r O r m O N d N M O O O O O O O O N N M O O N N N O O O O O O O O O O O O O O f9 N d eh N M r C1 fA f9 r r r N N N N N N N N N N N N N N >mwad�w MGM �MMdM M��yi di vi eri e»wMQMM MMMweiMMN�MMMMMMMMMviMM q N t0 O N Op O O N N M iA N d !9 n O) M A M O) Q7 O) m Of (p M f9 f9 t0 (O 10 ^ i Oe W a t9 f9 f9 ^M M � M f9 QM M W f9 f9 f9 fA f9 f9 f9 f9 � M M fA f9 f9 fA f9 to NM M M Meg f9 l9 f9 fA t9 e9 f9 f9 MN MM -N MOI OI OI Of O A Of 00 MMM(O tO (O ^ M O b M� Of m N ONj Q M O N N N N N lfJ N N O COj O O O O tO N N t0 N (O f0 t0 1D (O (O (O N N (O MN MM N N W NOJ t0 QI W tO OJ (O NMMN N10 Ym�aMMw MGM �MwwMMMMMMMMMM�M MMM�a9 «n wMwuiMww M`en in wi» T u C a M N N M O M M N r r r r r r r r NNN M eA NNN MeH ^ O N M M M G M M M 1A M M M M M M M M M M M M M M M M M ey M M M M M M M M M M M M O M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M M > O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O W mmol a`t olmarnal olrn rnolrn olm rn`m rnmolrn oI a`Irnmmrn olmrn olmrnmalm olmmo`I Ol o+mm y O C o O b 0 6 O n n U U d9��Q0 uuuu0 uuuuuuuuu�uuuu�yduuuuuuuuuuuuuuuuu J N m 2 2 2 2 2 2 2 Z .Z 2 2 2 2 .� .Z z z m 2 2 .z .Z `� al m 2 2 2 2 Z 2 2 2 2 2 2 2 2 2 2 .e .Z y s E m m m m m m m m m a m m m y m m m m m E m b m m E m m m m m m m m m m m m m m m m m m m 2 O N o U Uy Um 0 0 UN Um U�O V1 0 0 Um 0 0 UN Um U41 Um Um Nm 0 0 UN Um "o DO 0 0 UVl Um Um Uelt Um UN C) 0 Um Um Um 0 l0 U Um 0 U TZWWWWWWW,WWWWWW 0 W W W T W W W W Z Z W W W W W W W W W W W W W W W W W N L U U g q O q O O q J g O q q 0 0 0 O q U O q q O U W W O q O q q q q O q O q O q q q q q m00 0 0cc G Z R .b N N O 0 C p O Q y N U � 0 U X X X X X X X X x 0 0 0 Y 0 o m LL N m K N Q Q Q Q Q Q Q Q Q 'E X X Z- XN o o n a u q 6¢¢ 6¢¢ ¢Qom o N N N o 0 9 q m m m m m m m m o N g 5 5 E E m m m a; m `m m m m- m m m �0 0 0 ¢~ N a a o o U Z m w W W u7 u7 w u7 o N- o 0 0 0 o ooUm �� m woo-D o'�m'n rrl 'n ulm vl orLL ha,o^ooF-ra an d `b o o_ g n y y �j utO. U N h 0 U U 0 y Z c a E E c c0.0.0.0 c c c c c m 2 2 M U O Q m 2 >, M O g 0 0 q q O q m m 2'2'm m m 6¢ m m 2 m m m m m o m m n m m m m YJm YJm p4Of jwo to iONN i0 i06 i0N U m0 a lO o o and n666n66n66n6 q Q' O V d N O O U m N N N N N N N O W N M� 0 0 0 2 m U U. U U U V U U U U U U U U » LL0�ouoiOg¢mm m O(m C7mm T,mmmX aoi m U J JQ( a N N ~ � Y ¢¢ ¢a ¢¢ ¢ ¢ ¢ ¢ QQ Z¢ a o f¢il CL o U U dI Q m¢ Q¢¢ Q¢¢ Q¢¢ Q U U U U U¢¢ Q¢¢¢ Q Q¢ Q 6 Q Q 6¢ b» O N N N N N N N N N N N N N N N N O Y Y V a yNM� LL O Y U LL LL l l 1�1111�1 5 r¢ r r rG r r �QO55 mY�KmFO�Oy W'KKKKKKWOQ>��Opg�5555J5�555555 O O N M Q N N r O N N N NNN N N O" N M Q O O O O N M .0o N N r O 0I O^ N M Q N N O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O .0.00. O E 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 .0000000 0 0 0 0 0 0 0 _I N N N (V (V N N N M 0] Q Q Q Q Q d Q Q Q 0 N N N 6 N r CI OI m 6 O 6 O 6 6 O) 6 O) Q7 OI QI OI O) N N N N N 1p M f9 fA t9 M O N N N N O O O O M b N N N N y fA f9 f9 FA M M �irnm�r N N_ m m m r m fA !9 f9 f9 M N (O tr0 tD t0 N f9 f9 !9 IA M v � r M M M M M J O O O O O O O O a V U U V Z 2.zz o m m o m N too w w w ocom c c c c 0 0 0.0 "c m 'c 'c m m m 4 6 6 6 E E E E 0 0 0 0 U U U U r m m o N O O O O O:O OAT Exhibit "A" - Price and Payment - City of Santa Ana Police Department Period No. 1: I-Sep-03 to 31-Aug-04 PSI Price 1) PSI/HP Hardware Maintenance: $30,202.00 2) PSI Basic Software Maintenance: a) CAD: $28,980.00 Total Due, Period No. 1: $59,182.00 Period No. 2: 1-Sep-04 to 31-Aug-05 1) PSI/HP Hardware Maintenance: $31,712.00 2) PSI Basic Software Maintenance: a) CAD: $30,429.00 Total Due, Period No. 2: $62,141.00 Period No. 3: 1-Sep-05 to 31-Aug-06 1) PSI/HP Hardware Maintenance: $33,298.00 2) PSI Basic Software Maintenance: a) CAD: $31,950.45 Total Due, Period No. 3: $65,248.45 Period No. 4: 1-Sep-06 to 31-Aug-07 1) PSI/HP Hardware Maintenance: $34,630.00 2) PSI Basic Software Maintenance: a) CAD: $33,228.47 Total Due, Period No.4: $67,858.47 Period No. 5: I-Sep-07 to 31-Aua-0S 1) PSI/HP Hardware Maintenance: $36,015.00 2) PSI Basic Software Maintenance: a) CAD: $34,557.61 Total Due, Period No. 5: $70,572.61 Document prepared 10/13/2003 EXBA 0603.xis Page 1 PCL XL error Warning: ILlegaLMediaSource 03-26-2004 13:41 From-NORTHROP GRUMMAN BANKING DEPT +310-201-3036 T-266 P.001/001 F-347 '�AIEDgRER CERTIFICA-i_h UI- MUtIC Ntaitt 12MI2003 PRODUCER THIS CERTIFICATE IS ISSUED A: A MATTER OF INFORMATION CNLY ANO CONFERS NO RIGHTS Aon PoSk Services, Inc. of SMU)OrA Caffomla UPON THE CERTIFICATE HOLDE,i, THIS CERTIFICATE DOES NOT AMEND, EXTEND ORALTER 707 Wilshire Boulevard. SUlle 6WO THE COVERAGE AFFORDED BY HE POLICIES BELOW. Los Angeles, CA 90017 (213) 630-3200 INSM RS AFFORDING COVERAGE SURED INSURlal : National UnIon Fire ms. Co. NOMrOD Grumman Corporation Noftrop Grumman Information Technology INSURFA a: Insurance CoMpan, of the State of PenneylYani2 2411 Dulles Corner Park. Suite 410 Hemdon, VA 20171 HSURERQ "SURER o A - aoo3 - lie INSUREREI: r "in''.r. k v♦1iF"ISE'YItS.c '9Y' �'.: w B ,F ,fI y .•n P. .., ., 7�i p'L(Rt f �i.,it'tl *4f."'.A'�dS'!5"1i� ikTaSr } THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABO E FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RE: 'ECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDITIONS OF SUCH POLICIES. THE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. w LM TYPE OF INSURANCE POLICY NUMBER WV09VIA Mn aaVm," PDUDr�.wlRArlW are,. ALebrrY LIMITS A GENERAL U INUTY RMGL 4806124 1/72004 111,.'A05 EACH oocURRENCE S 1,000,000 W coNaleApAL C(alaaAL Lua&w ❑ FIRE DAMAGE (Aryorlc FlmU $ 1,000,000 MEP ExP (Any AN Pes0n p) S 5.000 ❑ PERSONALSAGVIMURY $ 1,000.000 r� L..I GENERAL AGGREGATE $ 110130,000 PRODUCTS-COMP/OPAGG E 1,000.000 DENI.AGGICGATENMT AFPLIEb PER: QPIX FJFRWECr L]. AVYO.dMLE LIABILITY CIX.161NE0 fiING4a LIMIT $ ANYAUTQ (Es SOCIO 0 ALLO.r OAVTCO BODEYINUUFY E s MDU,EDwros (Prpenan) ,APFDw1m 80CILYMMY $ NONONKDMnOS IPeraeeeann PROPIISM DAMAGE T OArramaenll GAWAGe LIABLITV ❑(or.a.Ro AUrOONLY-EAACCMENT $ OTHER THAN EAACC E ❑ AUTO ONLY: AGG $ EXCESS LIABILITY EACH OCCIXiRENCE $ OC A curers MAce AGGREGATE $ $ Dmucra L $ Pelvrna s i B WOPoIERS,COMIEXSAIMA RNIW 2aBte28 (ADS) 1/12004 1.,20115 WD 5TAlU FC] raaru rs ❑Tr R 00 RIAWC2981829 ICA) 11120M 1.12D05 $ 1.000,000 El, EACH ACC;OW mm%gaRuAxow RMwcMlW0(OR.wn 1/1/2004 1„2005 E.L. DISEASE. EA EMPLOYEE $ 1.000.000 (ND,OH,WA,WV,WY)- EL DnlY E.L. DISEASE. POLICY LNR E 1.000.000 OTHER DESCRIPTION OF OPERATIONSILOCATRINSIVEHICLESIRESTRICTKONSISPECILL ITEMS NG / NGR 14016671 Tile CRY of Santa Ana, is oftars, Iwlployees, agents, Volunteers and rawasantadvas are!Wuded as AODw ai Inatuads under the General UiWilily pgky 1D tna mtmt mwrad by the insurance policy. 8265 Mobile ACOSSN SOftwure, Inc. (MASI) City Of Santa Alfa SXOULDANYOFTHEA90 GOCDPOLCIESBECANCE=BSFORSTHERXATONDATF Civic Canter Plaa, Row428 vMAR %DAYSINAMENNOTICETOTHE20 CERTIFICATE HOLDER b TO Belita Am. C49270T NAM, THE LEFT. BUT FAILURE TO MNL SUCH NOTIOR SHALL IMPOSE NO ..(,F OBLIGATION OR UII&ITY(.,: ANY MND UPON THE COMPANY, 95 AGENTS OR REPI'1ESENTATIVO, AUTHORRED RBPRESEI RATIVE ENDORSEMENT This endorsement, effective 12:01 A.M. 01101/2004 forms a part of Policy No. RMGL 480-6124 issued to NORTHROP GRUMMAN CORPORATION by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED —WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM Section II — Who is An Insured, 1., is amended to add: d. Any person or organization to whom you become obligated to include as additional insured under this policy, as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of your operations or premises owned by or rented to you. However, the insurance provided will not exceed the lesser of: 1. The coverage and/or limits of this policy, or 2. The coverage and/or limits required by said contract or agreement. 212 61712(12/94) AUTHORIZED REPRESENTATIVE CERTIFICATE OF INSURANCE DATE 03/11/2005 005 PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS Aon Risk Services, Inc. Of Southern California UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER 707 Wilshire Boulevard, Suite 6000 THE COVERAGE AFFORDED BY THE POLICIES BELOW. Los Angeles, CA 90017 INSURERS AFFORDING COVERAGE (213) 630-32GO INSURED INSURERA: National Union Fire Insurance Company of Pittsburgh Northrop Grumman Corporation INSURER B: Insurance Company of the State of Pennsylvania its divisions and subsidiaries 1840 Century Park East INSURER C- Los Angeles, CA 90067 INSURER D: INSURER El THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDITIONS OF SUCH POLICIES. THE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. co TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS LTR DATE(MMIDD/ DATE(MM,DMYY A GENERAL LIABILITY �I COMMERCIAL GENERAL LIABILITY 6007665 01/01/2005 01/01/2006 EACH OCCURRENCE $ 1.000,000 FIRE DAMAGE (Any One Fire) $ 1,000,000 [:]CLAIMSMADE OCCURRENCE MED EXP (Any One Person) $ 5,000 ❑ PERSONAL B ADV INJURY $ 1,000,000 ❑ GENERAL AGGREGATE $ 1,000,000 PRODUCTS -COMP/OPAGG $ 1,000,000 GEN'L AGGREGATE LI�MIT APPLIES PER: � POLICY PROJECT n LOC ❑J AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Arvr Auro (Ea ecdtlenp $ ALL OWNED AUTOS Bar SCHEDULED AUTOS APPROVED A S O FO person)ILY $ INJURY BODILY INJURY BODILY HIRED Auios NON -OWNED AUTOS (Per accident) $ Ic f� PROPERTY DAMAGE $ Ia S eedy (Per accident) GARAGE LIABILITY ANY AUTO AssistacIl y IVY ttorney AUTO ONLY -EA ACCIDENT $ OTHER THAN EA ACC $ L $ AUTO ONLY'. AGO EXCESS LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION S a B WORKERS COMPENSATION 5899203(ADS) 01/01/2005 01/01/2006 © WcRSTUAMTU-f� ITS LJ OTHER My 5899202 (CA) E.L. EACH ACCIDENT $ 1,000.000 EMPLOYERS LIABILITY 5899204(OR,WI) E.L DISEASE -EA EMPLOYEE $ 1.000,000 (ND,OH,WA,WV,WV)-EL Only E.L. DISEASE -POLICY LIMIT I $ 1,000,000 OTHER DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLESIRESTRICTIONSISPECIAL ITEMS NG / NGIT / 40 / W71 The City of Santa Ana, its Officers, employees, agents, volunteers and representatives are included as Additional Insureds under the General Liability policy to the extent Covered by the insurance policy. Named Insured Includes: #285 Mobile Access Software, Inc. (MASI) City Of $onto Ane SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE 20 Civic Center Plaza, Room 429 THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE Santa Ana, CA 92701 CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANV KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE 0e �� This endorsement, effective 12:01 A.M. 01/01/2005 forms a part of Policy No. 6007665 issued to NORTHROP GRUMMAN CORPORATION by NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED — WHERE REQUIRED UNDER CONTRACT OR AGREEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE FORM Section II — Who is An Insured, 1., is amended to add: d. Any person or organization to whom you become obligated to include as additional insured under this policy, as a result of any contract or agreement you enter into which requires you to furnish insurance to that person or organization of the type provided by this policy, but only with respect to liability arising out of your operations or premises owned by or rented to you. However, the insurance provided will not exceed the lesser of: 1. The coverage and/or limits of this policy, or 2. The coverage and/or limits required by said contract or agreement. APPROVED AS TO FORM Laura Stitt Sheedy Assistant City Attorney 61712(9/01) CERTIFICATE OF INSURANCE DATE( 12/19/200519/2 PRODUCER ACT Risk Services, Inc. of Southern California THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS 707 Wilshire Boulevard, Suite 6000 UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Los Angeles, CA 90017 INSURERS AFFORDING COVERAGE (213) 630-3200 INSURED d,p INSURERA: National Union Fire Insurance Company Northrop Grumman Corporation (i f INSURER B: its divisions and subsidiaries /�`'D`� 1840 Century Park East A— c rV"'j INSURER C: R Los Angeles, CA 90067 __ ;)doC Ij — C7 / nn/1 INSURER D: INSURER El: /+��/�+p�/fc COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDITIONS OF SUCH POLICIES. THE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. CO LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION DATE(MM/DD,Y1') DATE (MM/DD/YY LIMITS A GENERAL LIABILITY */I COMMERCIAL GENERAL LIABILITY RMGL5753137 1/1/2006 1/1/2007 EACH OCCURRENCE $ 5,000,000 FIRE DAMAGE (Any One Fire) $ 5,000,000 ICLAIMSMADE .00CURRENCE MED EXP (Any One Person) $ 5,000 PERSONAL 8 ADV INJURY $ 5,000,000 �. I GENERAL AGGREGATE $ 10,000,000 GEN L AGGREGATE LIMIT APPLIES PER. PRODUCTS-COMP/OP AGG $ 10,000,000 1,01 POLICY ]PROJECT -] LGC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ (Ea accident) ALL OWNED AlfT05 BODILY INJURY (Per (Per person) SCHEDULED AUTOS HIRED AUTOS BODILY INJURY NON-OWNEDAui05 (Per accident) $ PROPERTY DAMAGE $ (Per accident) ARAIGE ILITY �a IDENT $ EA ACC $ AGG $ EXCESS LIABILITY OCCUR CLAIMS MADE MAGGREGATE $ $ DEDUCTIBLE $ $ RETENTION S $ WORKERS' COMPENSATION _ / _ ---- -- WC STATU- OTHER TORY LIMITS , -" AND E.L. EACH ACCIDENT $ EMPLOYERS' LIABILITY E.L. DISEASE - EA EMPLOYEE $ - E.L. DISEASE -POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESIRESTRICTIONSISPECIAL ITEMS NG / NGIT 140 / 2090 The City of Santa Ana, its officers, employees, agents, volunteers and representatives are induced as Additional Insureds under the General Liability policy to the extent covered by the insurance policy. Named Insured Includes: PRC CER 1 101Nor HOAREix..:.. GANG I..!i It1 !pPrl4{1 PaYlYlbniOf�YedTfi+Ip1 TD d�.yA Y(3LQQ ql,' rjcl City Of Santa AnaSHOULD N' ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE Purchasing Division M-16 THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL an DAYS WRITTEN NOTICE TO THE 20 Civic Center Plaza, Room 429 "I CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO Santa Ana, CA 92707 OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE 00 ARottd 2S s {T187j %9ACORD'GORpORAT#OR195tf1' -Ad"►ltlb CERTIFICATE OF INSURANCE °A'E`19/2005 12/19/2005 PRODUCER ADD Risk Services, Inc. of Southern California THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS 707 Wilshire Boulevard, Suite 6000 UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Los Angeles, CA 90017 (213) 630-3200 INSURERS AFFORDING COVERAGE INSURED INSURERA: National Union Fire Insurance Company Northrop Grumman Corporation INSURER B: its divisions and subsidiaries 1840 Century Park East INSURER C: Insurance Company of PA Los Angeles, CA 90067 INSURER D: INSURER El CO Y`rc GMIGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDITIONS OF SUCH POLICIES. THE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. co LTR TYPE OFINSURANCE POLICY NUMBER ROLICYEFFECT1 ROUCYExPIRATION DATE (MM/DDMY) DATE IMM/DD/YV LIMITS GENERALLIABILITY A COMMERCIAL GENERAL LIABILITY GEE RMGL5753137 1/1/2606 1/1/26D7 EACH OCCURRENCE $ 1,000,000 FIRE DAMAGE (Any One Fire) $ 1,000,000 1 I. CLAIMS MADE �j OCCURRENCE MOD EXP (Any One Person) $ 5,000 PERSONAL 8 ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 1,000,000 GENT AGGREGATE LIMIT APPLIES PER'. POLICY I I PROJECT LOC PRDDU(:T$—COMP/OP AGO $ 1,DDG,GDD AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ (Eaacciden) ALL OWNED AUTOS BODILY INJURY (Per person) $ SCHEDULED Auros HIREDAUTOS BODILY INJURY (Per accident) $ NOITOWNEDAUTOS PROPERTY DAMAGE $ (Peracciden0 GARAGE LIABILITY ANY AUTO ONLYCIDENT $ EA ACC $ I� l EXCESS LIABILITY ASS ZAGGREGATE $ OCCUR CLAIMS MADE E $ $ DEDUCTIBLE $ $ RETENTION § ToaYtIM TS OTHER C WORKERS' COMPENSATION RMWC6610940(AOS) 1/1/2006 1/1/2007 C AND RMWC6610941 (CA) E.L. EACH ACCIDENT $ 1,000,000 A EMPLOYERTUABILJTY RMWC6610942(WA/StopGap) E.L. DISEASE -DE EMPLOYEE $ 1,000,000 q OTHER RMWC6610944 (FL) E.L. DISEASE -POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONSIVEHICLES/RESTRICTIONSISPECIAL ITEMS NG / NGIT / 40 / 6671 The City of Santa Ana, its Officers, employees, agents, volunteers and representatives are included as AddI Tonal Insureds under the General Liability the insurance policy. policy to the extent covered by Named Insured Includes: #285 Mobile Access Software, Inc. (MASI) CERXI IGA1 HC)i ) CA GF774, t..,t G(tPp mYnktfp eFl11UN4;xD d$y94N MHI¢t City Of Santa Ma „is o; SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION 20 Civic Center Plaza, Room 429 DATE .' THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN NOTICE TO THE Santa Ana, CA 92701 �. CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO .: OBLIGATION OR LIABILITY OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ■7///l/] ACORD 254{'{197ji �SACgRO GC?N2RPF�14'�';IS1N 1968 -ko„bi_leCERTIFICATE OF INSURANCE DATE(/19/2 1v1s/loos 05 PRODUCER Ann Risk Services, Inc. of Southern California FICATE IS ISSUED AS A ONFERS NO RIGHTS AT-TERTHIS 707 Wilshire Boulevard, Suite 6000 UPION THEICER CERTIFICATE HOLDER CERTIFICATE DOES NOT AME DCE TEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Los Angeles, CA 90017 (213) 630-3200 INSURERS AFFORDING COVERAGE INSURED Northrop Grumman Corporation INSURER A: National Union Fire Inuran Ce Company its divisions and subsidiaries INSURER B: 1840 Century Park East Los Angeles, CA 90067 INSURERQ Insurance Company of Pennsylvania INSURER D. INSURER Et National Union Fire Insurance Company COVERAGES' THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS, AND CONDITIONS OF SUCH POLICIES. THE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Co LTR TYPE OF INSURANCE POLICY NUMBER POUCYEFFECTIVE POLICY EXPIRATION DATE(MM/DOM') DATE(MM/DDNY LIMITS A GENERAL LIABILITY AI COMMERCIAL GENERALLIgB,LITY RMGL5753137 1/1/2006 1/1/2007 EACH OCCURRENCE $ 1,000,000 FIRE DAMAGE (Any One Fire) $ 1,000,000 'CLAIMS MADE '�' OCCURRENCE MED EXP (Any One Person) $ 5, 000 PERSONAL 8 ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 1,000,000 GEN'L AGGREGATE LIMITAPPLIESPER: POLICY PROJECT ' LOC PRODUCTS-COMP/OP AGG $ 1,000,000 AUTOMOBILE LIABILITY NV AUTO COMBINED SINGLE LIMIT $ ALL OWNED AUTOS (Ea accident) BODILY INJURY (Per person) $ SCHEDULED AUTOS HIREDAUTOS BODILY INJURY (Per acddent) $ NON-OWNEDAUTOS PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY FjANY AUTO AUTO ONLY ACCIDENT $ 1—I OTHER THAN EA ACC $ EXCESS LIABILITY AUTO ONLY: AGG $ OCCUR CLAIMS MADE EACH OCCURRENCE $ AGGREGATE $ DEDUCTIBLE $ RETENTION $ $ C WORKERTCOMPENSATION RMWC6610940 (ADS) $ 1/1/2006 1/1/2007 L - WCSTATU- —) OTHER I� ' G ANO RMW10942(41(CA) TORY LIMITS E.L. EACH ACCIDENT $ 1,000,000 A EMPLOYERS'LIANUTY RMWCfi610942 (WNStopGap) A RMWC6610944 (FL) E.L. DISEASE —EA EMPLOYEE $ 1,000.000 OTHER E.L. DISEASE —POLICY LIMIT $ 1,000,000 El Professional LiabilityLIMIT RMGL5 553138 OF LIABILITY $1,000,000 1/1/2006 1/1/2007 DESCRIPTION OF OPERATIONSILOCATIONSIVEHICLES/RESTRICTIONSISPECIAL ITEMS Re: All operations of the Named Insured NG / NGIT 1175 / 6680 The City of Santa Ana, it's officers, employees, agents, volunteers, and representatives are additional insured under the General Liability policy to the extent Covered by the insurance policy. Named Insured Includes: #285 Mobile Access Software, Inc. (MASI) cRfi{FIGATSt.SIpERAlcr City Mn R UATtoN aen rl#y k dr)rremtur, to da araquat ,aaPlip". ' Of Santa Ana 20 Civic Center Plaza, ROOM 429 ,: p' SHOULD ANY OF THE ABOVE DESCRIBE', POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL 30 MAIL DAYS WRITTEN NOTICE TO THE Santa Ana, CA 92701 +:CERTIFICATE HOLDER NAMED TO THE LEFT, /I AUTHORIZED REPRESENTATIVE 9AG(SRb CtiR70RA't`I{flN.'{986.