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Home My WebLink About25C - AGMT - IT SRVS FOR HAZARDOUS MATRIALS REPORTINGREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JULY 18, 2011 TITLE: AGREEMENT WITH ECOMPLIANCE FOR INFORMATION TECHNOLOGY SERVICES FOR HAZARDOUS MATERIALS ELECTRONIC REPORTING PROJECT CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1St Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Direct the City Attorney to prepare and authorize the City Manager and Clerk of the Council to execute an amendment to an agreement with eCompliance Incorporated, subject to non-substantive changes approved by the City Manager and City Attorney, in an amount not to exceed $30,000. DISCUSSION Assembly Bill 2286 requires that all Certified Unified Program Agencies (CUPAS) report hazardous materials business emergency plans electronically by January 1, 2013 to the State. Therefore, Santa Ana Fire Department as a Participating Agency (PA) must in turn report to the CUPA in the same manner. In an effort to comply the fire department requires informational technology services to interface electronic hazardous materials data collection to the County database. FISCAL IMPACT Funds are available in the Fire Department, Fire Prevention, Contract Services-Professional account (account no. 01115310-62300) for $10,000 and in Cal-EPA Certified Unified Program Agency Electronic Reporting Grant 2010 expenditure account (account no. 14615365-62300) for $20,000. APPROVED AS TO FUNDS AND ACCOUNTS: David Thomas Francisco Gutierrez Fire Chief Executive Director Fire Department Finance & Management Services Agency 25C-1 25C-2 eCompliance Services Agreement The following agreement was entered into this day, August 1, 2011 ("Effective Date"), between the City of Santa Ana, a charter city and municipal corporation of the State of California ("Client") and eCompliance, Inc., a California corporation ("eCompliance"). RECITALS A. The parties entered into Agreement N-2003-051, dated May 9, 2003, (hereafter said "Agreement") by which eCompliance has provided computer database services for the submittal of forms and data related to hazardous materials disclosures and Business Emergency Plans ("BEP") and Underground Storage Tanks ("UST"), via the Internet. B. Client also uses eCompliance products and services for the management and maintenance of three (3) emergency response laptops that are synced with online databases via the Internet. These laptops provide emergency responders accurate and timely hazardous materials inventory information. C. Client now wishes to integrate its online application with that of the Orange County healthcare Agency ("OCHCA"), to develop data synchrony routines between its online database and that of OCHCA, to continue to ad digital signature capability to its online submissions. D. eCompliance possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TECHNICAL, OPERATIONAL AND TRAINING SERVICES In consideration of the Fees for Services set forth in Attachment A and payable hereunder, eCompliance agrees to provide technical, operational and training services needed to implement the enhancements to the product, including but not limited to remote technical assistance and consultation to the Client staff and regulated facilities in Client's jurisdiction via telephone or email during the hours of 9:00 a.m. to 5:00 p.m. PST Monday through Friday excluding holidays. eCompliance shall.. • Migrate Clients existing online database to OCHCA • Develop Data Synchrony routines between OCHCA and Client databases • Implement digital signature capabilities to Client online application • Enhance existing UST and BEP Inspection management module 1 25C-3 • Manage and maintain three (3) emergency response laptops containing data synchronized with the online databases. 2. COMPENSATION TO ECOMPLIANCE Client shall pay eCompliance for services upon mutually agreed completion of the data synchronization project in the amount of $20,000. Maintenance costs thereafter shall be in the amount of $10,000 annually and shall include services in accordance with Attachment A and incorporated herein by reference. Prices will not increase for the first three years of service, ending July1, 2015, and, thereafter, price increases require thirty (30) days written notice. The total price increases for these services for the Product during the course of any year shall not exceed 5% of the prior year's price. 3. TERM The initial term ("Initial Term") of the Agreement shall be for four (4) years from Effective Date, August 1, 2011 through July 30, 2015 and may be extended thereafter for successive one (1) year terms. 4. TERMINIATION This Agreement may be terminated by Client at the end of the Initial Term or any successive Term by written notice no later than 30 days prior to the end of the term. S. CONFIDENTIALITY It is understood that during the course of the Agreement, eCompliance and its employees may be exposed to data and information which is confidential and proprietary to the Client. All such data and information (hereinafter "Client Confidential Information"), written or verbal, tangible or intangible, made available, discloses or otherwise made known to eCompliance and its employees as a result of Services under this Agreement shall be treated as confidential by eCompliance and shall be the sole property of Client. 6. WARRANTY and LIABILITY DISCLAIMER eCompliance makes no other representations or warranties of any kind, except as provided herein, nor are any such warranties to be implied with respect to the services furnished hereunder. eCompliance and/or its respective suppliers make no representations about suitability, reliability, availability, timeliness and accuracy of the information, software, and services contained in the Product for any purpose. eCompliance and/or its respective suppliers hereby disclaim all warranties and conditions with regard to this information, software, and services, including all implied warranties and conditions of merchantability or fitness for a particular purpose. In no event shall eCompliance and/or its suppliers be liable for any indirect, punitive, 2 25C-4 incidental, special, consequential damages whatsoever Including, without limitation, damages for loss of use, data or profits, arising out of or in any way connected with the use or performance of the Product, with the delay or inability to use Product or related services, the provision of or failure to provide services, or for any information, software, and services obtained through the Product, or otherwise arising out of the use of the Product, whether bases on contract, tort, negligence, strict liability or otherwise, even if eCompliance or any of its suppliers has been advised of the possibility of damages. 7. MISCELLANEUOS This Agreement shall be governed by, and construed in accordance, with the laws of the State of California. This Agreement, together with any exhibits and/or appendices, attached hereto, contains the complete and exclusive understanding and agreement of the parties with respect to its subject matter and supersedes, merges and replaces prior writings, discussions, and understandings relating to such subject matter. This Agreement may only be amended by a written agreement duly executed by authorized representatives of both parties. IN WITNESS WHEREOF, the parties hereto have executed this agreement as of the date indicated below. ATTEST: Maria D. Huizar Clerk of the Council CITY OF SANTA ANA Paul Walters Interim City Manager APPROVED AS TO FORM: Joseph Straka Interim City Attorney By: Melissa Crosthwaite Deputy City Attorney APPROVED AS TO CONTENT: David Thomas Fire Chief CONSULTANT: Bijan Fouladi President, eCompliance 3 25C-5 25C-6 ATTACHMENT "A" eCompliance Service Agreement One time set up fee for the data synchronization project, due upon agreed upon completion $20,000 On- going Fees for Service Annual rate guaranteed through July 30, 2015 Includes: • Maintenance of Laptop configuration (3) • Support for all software components, third party to include Google Earth layers, Haztrakr, eCompliance.NET, PEAC and the Replicator. • Technical and operational support to the Fire Department for all hardware and software issues related to HAZMAP. $10,000 COMMERCIAL GENERAL LIABILITY INSURANCE SHALL REMAIN CURRENT AND PROVIDED TO THE CITY OF SANTA ANA UPON RENEWAL. CGL Insurance is requires when the Consultant will be performing services on City Property or receiving City grant funds. A $1,000,000.00 per occurrence policy is required. 4 25C-7 25C-8