HomeMy WebLinkAbout25H - MAINFRAM COMPUTER MAINTREQUEST FOR
COUNCIL ACTION
CITY COUNCIL MEETING DATE:
MAY 04, 2009
TITLE:
AGREEMENT FOR MAINFRAME COMPUTER
MAINTENANCE WITH SYMCO GROUP, INC.
CITY MANAGER
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
APPROVED
^ As Recommended
^ As Amended
^ Ordinance on 1s1 Reading
^ Ordinance on 2nd Reading
^ Implementing Resolution
^ Set Public Hearing For_
CONTINUED TO
FILE NUMBER
Approve and authorize the City Manager and the Clerk of the Council to
execute the attached agreement with Symco Group, Inc., for mainframe
maintenance, equipment, and technical services on a month-to-month basis
for a period of up to one year in an amount not to exceed $84,000.
DISCUSSION
While the City is converting to a new financial system to record and
process accounting related transactions, the City needs to continue to
utilize its legacy financial software until the transition is complete.
The legacy Lawson financial system resides on the Unisys V380 mainframe
computer equipment. The original manufacturer of the Unisys V380, the
Unisys Corporation, no longer provides service and support for the
mainframe computer. SYMCO Group, Inc. is currently the only firm in this
geographical area providing V380 model equipment maintenance. The City
has contracted with SYMCO Group, Inc. since 1998 for computer equipment
maintenance. The company has been responsive and staff is satisfied with
their service.
The agreement will provide very difficult to obtain mainframe maintenance
service prior to implementation of the new financial system. The
agreement with the Symco Group will cover a period of no more than one
year and will allow the City, with 30 days notice, to cancel coverage on
any or all of the equipment maintenance without cost penalty.
25H-1
Agreement For Mainframe Computer
Maintenance from Symco Group, Inc.
May 04, 2009
Page 2
FISCAL IMPACT
Funds are available in the Information Services account for Other
Contractual Services (account 109-171-6291).
T 5
(Francisco Gutierrez
Executive Director
Finance & Management Services Agency
25H-2
AGREEMENT BETWEEN THE CITY OF SANTA ANA
AND
SYMCO Group, Incorporated
THIS AGREEMENT, is made and entered into this 4th day May, 2009, by and between
the City of Santa Ana, a charter city and municipal corporation duly organized and existing
under the Constitution and laws of the State of California ("City") and SYMCO Group
Incorporated ("Vendor").
RECITALS:
A. The City desires to retain the services of Vendor to provide the City with
specialized computer maintenance.
B. Vendor represents that Vendor is able and willing to provide such services to the
City.
C. In undertaking the performance of this Agreement, Vendor represents that it is
knowledgeable in its field and that any services performed by Vendor under this
Agreement will be performed in compliance with such standards as may
reasonably be expected from a professional consulting firm in the field.
THEREFORE, in consideration of their mutual and respective promises, the parties hereto do
hereby state as follows:
Terms and Conditions
The term of this Agreement shall cover monthly periods beginning on July 1, 2009 and
ending not later than June 30, 2010.
All terms and conditions more fully set forth in the SYMCO "Equipment Maintenance
Agreement", Agreement Number 18061995, shall have full force and effect in this Agreement.
Said terms and conditions are attached hereto as Exhibit A, and incorporated herein by reference.
The City will validate for parking (in the lot south of City Hall) for Vendor visits
necessary to perform the Scope of Services.
2. Scope of Services
The Vendor shall provide services as defined in Exhibit A.
Compensation
The City will pay to Vendor total compensation under this Agreement in a monthly
amount which shall not exceed $6,364.63, plus any applicable taxes, for an amount not to exceed
$84,000 during the term of this Agreement. Should either party terminate this Agreement prior to
the end of the current month of service, a prorated return of the amount prepaid shall be returned
to the City.
25H-3
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.
4. Insurance
Prior to undertaking performance of work under this Agreement, Vendor shall maintain
and shall require its subcontractors, if any, to obtain and maintain insurance as described below:
a. Commercial General Liability Insurance. Vendor shall maintain commercial general
liability insurance naming the City, its officers, agents, volunteers, and employees as additional
insureds) 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 Vendor'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.
Vendor 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, Vendor, if Vendor 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, Vendor agrees to obtain and maintain any
employer's liability insurance with limits no less than required by State law.
d. The following requirements apply to the insurance to be provided by Vendor pursuant
to this section:
(i) Vendor 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 furnished 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.
e. If Vendor 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 Vendor's right to be paid for its time
and materials expended prior to notification of termination. Vendor waives the right to receive
compensation and agrees to indemnify the City for any work performed prior to approval of
25H-4
insurance by the City.
5. INDEPENDENT CONTRACTOR
Vendor 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 Vendor performs
the services which are the subject matter of this Agreement; however, the services to be provided
by Vendor shall be provided in a manner consistent with all applicable standards and regulations
governing such services. Vendor 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.
6. INDEMNIFICATION
Vendor agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, Vendors, 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 health, and claims for property damage, which may arise from the
direct or indirect operations of the Vendor or its contractors, subcontractors, agents, employees,
or other persons acting on their 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 Vendor 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.
7. CONFIDENTIALITY
If Vendor receives from the City information which due to the nature of such information
is reasonably understood to be confidential and/or proprietary, Vendor 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 Vendor
25H-5
disclosed in a publicly available source; (c) is in rightful possession of the Vendor without an
obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is
independently developed by the Vendor without reference to information disclosed by the City.
CONFLICT OF INTEREST CLAUSE
Vendor 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: Information Systems Manager
City of Santa Ana
20 Civic Center Plaza (M-12)
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 Vendor:
SYMCO Group, Inc.
105 Satellite Boulevard
Suwanee, GA 30024
Attn: Bela A. Kenessey
telefacsimile (770) 904-7034
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
25H-6
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
Vendor, 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 Vendor. 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 Vendor 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 Vendor,
Vendor 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 Vendors retained by City.
12. TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination, without any early termination penalty. In such event, Vendor shall be entitled to
receive and the City shall pay Vendor compensation for all services performed by Vendor prior to
receipt of such notice of termination, subject to the following conditions:
13. DISCRIMINATION
Vendor 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. Vendor affirms that it is an equal opportunity employer and shall
comply with all applicable federal, state and local laws and regulations.
25H-7
14. JURISDICTION -VENUE
This Agreement and all questions relating to its validity, interpretation, performance, and
enforcement shall be governed 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
Vendor 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. Vendor 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.
(signatures continued on next page)
25H-8
ATTEST:
PATRICIA E. HEALY
Clerk of the Council
APPROVED AS TO FORM:
Joseph W. Fletcher
City Attorney
By:
LAURASHEEDY
Assistant City Attorney
CITY OF SANTA ANA
DAVID N. REAM
City Manager
RECOMMENDED FOR APPROVAL: SYMCO Group, Incorporated
FRANCISCO GUTIERREZ
Executive Director
Finance & Management Services Agency
VENDOR [signature]
Name:
Title:
Tax ID#
25H-9
EXHIBIT B
ADDITIONAL INSURED ENDORSEMENT
FOR COMMERCIAL GENERAL LIABILITY POLICY
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
relating to the following:
1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702; its
officers, employees, agents, volunteers and representatives are named as additional insureds
("additional insureds") with regard to liability and defense of suits arising from the operations
and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses performed by or on
behalf of the named insured, such insurance as is afforded by this policy is primary and is not
additional to or contributing with any other insurance carried by or for the benefit of the
additional insureds.
3. This insurance applies separately to each insured against whom claim is made or
suit is brought except with respect to the company's limits of liability. The inclusion of any
person or organization as an insured shall not affect any right which such person or organization
would have as a claimant if not so included.
4. With respect to the additional insureds, this insurance shall not be cancelled, or
materially reduced in coverage or limits except after thirty (30) days written notice has been
given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702.
(Completion of the following, including countersignature, is required to make this endorsement
effective.)
Effective
Policy # _
Issued to
this endorsement form as a part of
Named Insured
Countersigned by
Authorized Representative
25H-10
SYMCO GROUP INCORPORATED
MAINTENANCE AGREEMENT
18061995 (Rev-3)
1. TERM
a. The initial term of the Agreement shall be Monthly from date
of acceptance. This agreement will automatically renew on a
month to month basis unless Customer provides thirty days
prior written notice to Vendor of its decision to terminate this
agreement.
b. The maintenance rates stated in the Equipment Maintenance
Exhibit shall not increase during the initial term of this
contract. After the initial term of this agreement, should a
price increase occur, it shall not exceed six percent (6%) per
yeaz. Any applicable tax will be added to other charges
specified, as appropriate.
2. MAINTENANCE
a Symco Group shall provide on-site support and parts to
maintain equipment in good operating condition. Such
maintenance shall be provided, as required, and at such
charges as designated by this contract. Symco Group will
provide the on-site support and maintenance services in a
professional manner, and in accordance with the highest
industry standards and with care, skill, and diligence. Symco
Group shall comply with all applicable laws and regulations
relating to providing the on-site support and maintenance
services. Symco Group represents and warrants to
CUSTOMER that neither the on-site support or maintenance
services will infringe any patent, copyright, trademark, or any
proprietary rights of a third party or constitutes a misuse or
appropriation of a trade secret and Symco Group shall
indemnify and hold harmless the CUSTOMER for all claims
relating thereto including reasonable attorneys' fees and costs
of suit.
b: Response time for service is guaranteed 4 hours from the time
the call is taken by Symco Group dispatch to a field engineer
being on-site.
c. Parts necessary to the proper functioning of the equipment
shall be furnished at no additional charge, except parts
damaged by causes listed in Paragraph 10.b herein.
d. All of Symco Group's expenses incurred in or arising from the
performance of support hereunder including, but not limited
to, expenses for travel, hotel, car rental, and meals are
included in the total monthly maintenance rates stated in the
Equipment Maintenance Exhibit attached hereto and made a
part hereof as Attachment 1.
3. ATTACHMENTS
If CUSTOMER employs additional attachments, features, or
devices to the equipment, makes alterations to the equipment,
or permits the maintenance of the equipment by other than
Symco Group personnel, Symco Group shall not be liable for
loss or damage to CUSTOMER resulting there from. If Symco
Group incurs additional service cost on behalf of the
CUSTOMER as a consequence there of, CUSTOMER shall
pay for Symco Group's cost.
4. SUPPLIES
Maintenance chazges do not include the furnishing of supplies
(such as ribbons, cards, paper tape, paper forms, magnetic
tape, or batteries). CUSTOMER shall use only supplies, which
meet Manufacturers specifications, when the performance or
maintenance of the equipment may be affected. If supply is in
question, CUSTOMER will consult with Symco Group
personnel prior to using anew /different supply.
5. SHIPMENT OF EQUPMENT (IF DEPOT
MAINTENANCE)
a The parties agree that the method of equipment packaging and
shipment, both to and from the Service Depot, shall be in
accordance with commercially reasonable standards,
consistent with the nature of the equipment and the hazards of
tra~isportation and handling. CUSTOMER agrees to package
the equipment along with its service log in an authorized
Symco Group container for shipment to the Service Depot.
Symco Group agrees to return the serviced equipment to
CUSTOMER in an authorized Symco Group container.
b. All transportation expenses will be borne by CUSTOMER
6. CHARGES AND PAYMENTS
a CUSTOMER agrees to pay maintenance charges submitted by
Symco Group of a correct invoice thereof. Invoioes shall be
submitted on or about the first day of each period for which
services are to be provided.
b. A late payment charge of 1.5% per month, compounded
monthly, shall apply to any payment due from the
CUSTOMER that is in arreazs for a period exceeding thirty
(30) days.
c. This agreement may be suspended by Symco Group, if
payment is not made after 30 days. If payment is 60 days late,
Symco Group reserves the right to terminate this agreement.
c. If CUSTOMER should perceive non-performance, the Symco
Group contract allows for a sixty day "out" based on the
following specifications and procedures:
• CUSTOMER notifies Symco Group of problems /
dissatisfaction in writing
• Symco Group has thirty days to rectify to CUSTOMER
satisfaction.
If not resolved, CUSTOMER has the right to terminate the
contract within thirty 30 days.
7. PREPAYMENT OPTION
For customers choosing a prepay discount. It is understood
that CUSTOMER is receiving a discount by choosing this
option. Vendor shall not be required to refund any
prepayment. The only exception would be for Non-
Performance outlined in Item 6c of this agreement.
8. SYMCO GROUP MARKETING
Unless otherwise stated, CUSTOMER agrees to allow Symco
Group to publish a press release on the Symco Group website.
If required by CUSTOMER, prior to publishing the release
Symco Group will email subject matter to CUSTOMER for
input and approval.
Page 1-3
25H-11 ~'`~wHIBIT Q
SYMCO GROUP INCORPORATED
MAINTENANCE AGREEMENT
18061995 (Rev-3)
income) levied or imposed by reason of the transactions under
9. CUSTOMER INSTALLATION RESPONSIBILITIES this agreement. CUSTOMER shall, upon demand, pay to
CUSTOMER shall: (I) continuously maintain a tog of Vendor an amount equal to any such tax(es) actually paid or
hazdwaze errors, so that Symco Group Engineers can required to be collected or paid by Vendor.
troubleshoot problems. This log needs to be available to
Symco Group upon request, (II) continuously maintain 12. CUSTOMER RESPONSIBLTTIES
environmental conditions, electrical requirements and site It is understood that it is the CUSTOMER'S responsibility to
facilities in accordance with Manufacturers recommendations license all software applications that are used on the
and specifications, (III) not abuse or misuse the equipment, equipment supported by Symco Group. CUSTOMER
and (N) insure that CUSTOMER personnel are adequately understands these responsibilities and will hold Symco Group
trained to operate equipment. harmless for any and all applications that are not properly
licensed.
10. GENERAL CONDITIONS
a. The equipment must be in good operating condition on the 13. CONFIDENTIALTTY
Effective Date of this Agreement, as determined by Either Party and its employees may learn of Confidential
CUSTOMER and Symco Group. Information (as hereinafter defined) of the other party or it
b. Symco Group is not obligated under the terms of the may be desirable or necessary for a party to disclose
Agreement to repair damage to equipment caused directly or Confidential Information to the other party and its employees.
indirectly as a result of accident, negligence, or abuse of or by Both Parties and their employees understand that Confidential
CUSTOMER or third parties, failure of CUSTOMER to Information is valuable and proprietary to the disclosing party
maintain required environmental conditions; causes external to and/or its affiliates (and/or to third parties that have entrusted
the system such as electric power fluctuations or failures; the Confidential Information to the disclosing party and/or its
terrorism, fire, windstorm, the elements, or acts of God; or affiliates). As such, both parties and their employees agree to
attachment of non-qualified equipment or features to the hold all Confidential Information of the other party in strictest
equipment by CUSTOMER or third-parties. Such repair will confidence and, except as required under this Agreement,
be rendered only upon specific order by CUSTOMER, and neither party nor its employees will at any time directly or
after approval by CUSTOMER of the estimated charges indirectly, use, publish, disseminate, describe or otherwise
thereof. disclose Confidential Information of the other party in any
c. This agreement shall be mutually transferable with the consent form to any person or entity without the other party's express
of the other party which consent shall not be unreasonably prior written consent. The term Confidential Information shall
withheld, and shall remain in effect until terminated as herein include, but shall not be limited to: (a) customer and
provided. If CUSTOMER is unhappy with the assignment of prospective customer lists, and details of agreements with
the contract, the contract can be cancelled immediately, with customers; (b) acquisition, expansion, marketing, financial and
no penalty. other business information and plans; (c) research and
d. With a 60 day notice, Symco reserves the right to terminate development data; (d) data concerning customers business
this agreement if the revenue in the territory does not support practices or any other data compiled by you or any of your
the field service engineer that is supported. affiliates; (e) computer programs; (fj information concerning
e. This agreement shall be carried out to its entirety. If sources of supply; (g) information regarding the identity of
CUSTOMER wants to cancel the agreement prior to specialized employees and vendors and Confidential
completion, CUSTOMER agrees to pay Symco the remainder Information developed by them for a party and/or its affiliates;
of the balance of the contract upon date of termination. (h) purchasing, operating and other cost data; (i) special
f. IN NO EVENT SHALL EIT'IffiR PARTYBE LIABLE FOR customer needs, cost and pricing data; (j) employee
LOSS OF PROFITS, INDIRECT, SPECIAL, information (including, but not limited to, personnel, payroll,
CONSEQUENTIAL OR OTHER SIMII,AR DAMAGES compensation and benefit data and plans); and (k) Identifiable
ARISING OUT OF ANY BREACH OF THIS AGREEMENT. information, including all such information recorded in
g. This agreement may not be amended except in writing signed manuals, memoranda, projections, minutes, plans, drawings,
by an authorized representative of CUSTOMER and a Symco designs, formula books, specifications, computer programs
Group Officer. This agreement constitutes the entire and records, whether or not legended or otherwise identified
agreement between the parties and supersedes all prior by the disclosing party as Confidential Information, as well as
communications, proposals or agreements relating to support such information that is the subject of meetings and
service of the equipment and solutions. discussions and not recorded. Confidential Information shall
not include such information that is generally available to the
11. TAXES public (other than as a result of a disclosure by the receiving
CUSTOMER shall pay, in addition to the amounts payable party or its employees) or that is disclosed to either party or its
under this agreement, all local, state, and federal excise, sales, employees by a third party under no obligation to keep such
use, personal property, gross receipts and similar taxes information confidential. Both parties shall comply with all
(excluding taxes imposed on or measured by Vendor's net laws relating to the privacy of any such Confidentiai
Page 2-3
25H-12
SYMCO GROUP INCORPORATED
MAINTENANCE AGREEMENT
18061995 (Rev-~)
Information. Further, both parties shall use;tts best efforts to
safeguard Confidential Information of the other party from 15.
access by unauthorized individuals and to ensure that its
employees comply with the terms of this Section 16. This
Section shall survive the termination of this Agreement.
14. ARBITRATION
It is agreed that any dispute relating to the terms,
interpretation, or performance of this Agreement (other than
claims for preliminary injunctive relief or other pre judgment
remedies) shag be resolved at the request of either party
through abbitration. Arbitration shall be conducted in Atlanta,
Georgia through the Better Business Bureau of Metropolitan
Atlanta under the rules and procedures of the American
Arbitration Association ("AAA").
STATE OF GEORGIA
It is agreed that laws of the State of Georgia shall govern
without reference to the place of execution or performance of
same. In any legal action or arbitration proceeding brought on
account of a breach, the prevailing party shall recover from the
other party all costs of litigation or abbitrafion, including
reasonable attorney's fees.
16. CUSTOMER BY TTS SIGNATURE ACKNOWLEDGES
THAT IT HAS READ THIS AGREEMENT,
UNDERSTANDS TT AND AGREES TO ALL ITS
TERMS AND CONDITIONS.
ACCEPTED:
SYMCO GROUP, INCORPORATED
105 Satellite Boulevard
Suwanee, rgia 30024
'r
BY: '`'"~
(Authorized Signature)
TITLE:
DATE: ~° ~
CUSTOMER:
CITY OF SANTA ANA
20 Civic Center Plaza
Santa Ana, California 92702
BY:
TITLE:
DATE:
(Authorized Signature)
Page 3-3
25H-13
~~
S YMC~O
GROUP
EQUIPMENT MAINTENANCE EXHIBIT
Effective Days Per Week Monday -Sunday ®On Site Maintenance
Effective Hours Per Day 0000-2400 ^ Depot Maintenance
Effective Date : July 1, 2009 ^ Phone and Tech. Support
Reference Number 18061995 (Rev-3)
Equipment Location ^If same as INVOICE To
Company CITY OF SANTA ANA
Street 20 Civic Center Plaza
City Santa Ana
State California
Zip Code 92702
Telephone 714-647-6958
Contact Mr.Tom Gergen
Invoice To Address
Company CITY OF SANTA ANA
Street PO Box 92702
City Santa Ana
State California
Zip Code 92702
Attention: Purchasing Division M-16
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1 V380 PACKAGE SYSTEM $2,521.27
1 V300-MEM 20 MB MEM MOD $313.77
1 V300-12 10 - 20 MEG MEM UPGRADE INCL
2 X246-92 DLP, PRINTER, HSSI $147.38
1 X395-93 DLP, FIPS, TAPE $73.69
1 X351-94 DLP, UNILINE $73.69
2 X310-91 DLP, SCSI, NEWDISK,180 BYTES /SECTOR $120.97
1 X310-91 DLP,SCSI, LAKDISK, 100 BYTES /SECTOR $685.00
1 X310-91 DLP,SCSI,PNC COMMUNICATION $61.24
2 89246-24 PRINTER, 2000 LPM $1332.22
1 BT3261 TAPE CONTROLLER, W / 1 DRIVE, 125 IPS $606.00
2 BT3266 TAPE DRIVE, SLAVE, 125 IPS $628.28
1 OSM-3000 SCSI DISK SUB SYS $326.41
Includes: 2 ea Cabinet, Dual P!S
Includes: 14 ea 3.019 GB SCSI Disk Drives
Includes: 20ea 100 MB SCSI, LAK Disk Drives
1 T27 TERMINAL, ODT INCL
2 HS4400-TD DAT TAPE DR, DIFFERENTIATED 99.25
TOTAL MONTHLY COST $6,364.63
25H-14