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Home My WebLink About25E - AGMT - REMOTE ALARM MONITORINGREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 21, 2013 TITLE: AGREEMENT WITH HADRONEX, INC., FOR REMOTE ALARM MONITORING AND MANAGEMENT SERVICES CITY MAN-A-GER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1" Reading ? Ordinance on 2otl Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with Hadronex, Inc., subject to nonsubstantive changes approved by the City Manager and City Attorney, to provide two- way wireless communication, real-time, continuous, remote alarm monitoring management services, in an amount not to exceed $75,000 annually, for a term of one year, with the option to extend for up to three additional one-year periods exercisable by the City Manager. DISCUSSION The proposed agreement with Hadronex, Inc., will provide the City with a preventive mechanism to immediately identify sewer system overflows in compliance with the State's waste discharge requirements. The City of Santa Ana's sanitary sewer collections system comprises approximately 390 miles of sewer mains, two sewer lift stations, 48,500 sewer laterals, and 8,000 sewer manholes that are used to convey all sewer effluent from the city into the Orange County Sanitation District system. In accordance with the City's Sewer System Management Plan and the State's waste discharge requirements, the City must inspect, assess, and maintain the sanitary sewer system in good repair. The SmartCover® technology developed by Hadronex, Inc., is a state-of-the-art system to assess flow level surges inside sewer manholes and prevent possible sewer system overflows. Real-time continuous remote sensors transmit alarms through two-way wireless communication and provide data in an easy-to-use web-based interface. The agreement includes inspection, monitoring, maintenance, and equipment for 20 SmartCover® alarm monitoring devices. The City will also secure additional SmartCover® units to be deployed at strategic locations throughout the city. Hadronex, Inc., has been providing remote alarm management services to the City since 2010, and has a history of providing these same services to other cities and utility agencies. The SmartCoverO system has been proven effective to date, and has enhanced the City's ability to comply with the State's wastewater discharge requirements. 25E-1 Agreement with Hadronex, Inc. October 21, 2013 Page 2 Staff recommends awarding a contract to Hadronex, Inc., for a one-year term, for a not-to-exceed amount of $75,000, with an option for renewal for up to three additional one-year periods. The contractor has the resources and experience required to provide remote alarm monitoring and management services as needed. ENVIRONMENTAL IMPACTS There is no environmental impact associated with this action. FISCAL IMPACT Funds are available in the Sanitary Sewer Service fund (Account 05617640-62300). 1? Edwin "William" Gap Interim Executive Dire Public Works Agency EWG/NS/AF Exhibits: 1. Contract Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 25E-2 LICENSE AND WARRANTY AGREEMENT THIS AGREEMENT, made and entered into this 21" day of October, 2013 by and between Hadronex Incorporated, a California corporation, (hereinafter "Contractor"), 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. Contractor manufactures and installs the Hadronex SmartCover Monitoring and Alarm System (hereinafter "SmartCover"), designed to provide an alerting system for sewer systems overflow and encroachment. B. City has purchased and installed SmartCover equipment provided by Hadronex and now desires to purchase SmartCover site monitoring services. C. Contractor represents that it is able and willing to provide such services to the City. D. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional 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 Contractor shall provide active site monitoring services for all terrestrial and satellite SmartCovers installed in the City of Santa Ana, as set forth in Exhibit A, attached hereto and incorporated by this reference. Contractor will provide and install additional SmartCovers, at the request of City and at the prices set forth in Exhibit A. During the term of this Agreement, City shall retain the option to purchase extended warranty services for all SmartCovers installed in the City, at the warranty rates set forth in Exhibit A. 2. COMPENSATION a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall not exceed $75,000, annually, 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 June 30, 2014, unless terminated earlier in accordance with Section 11, below. The City is hereby granted the option to 25?-3 extend the term for up to three additional one-year periods, by a writing executed by the City Manager and the City Attorney. 4. INDEPENDENT CONTRACTOR Contractor 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 Contractor performs the services which are the subject matter of this Agreement; however, the services to be provided by Contractor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Contractor 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, Contractor 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 which 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 and in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self-insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Contractor, if Contractor 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, Contractor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: 25-4 (i) Contractor 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 Contractor 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 Contractor's right to be paid for its time and materials expended prior to notification of termination. Contractor 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 Contractor 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 death, and claims for property damage, which may arise from the direct or indirect operations of the Contractor or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services provided pursuant to this Agreement. Contractor's liability for claims arising in relation to monitoring services provided pursuant to this Agreement, whether in contract, tort or otherwise, shall not exceed the amount of fees paid by City to Contractor under this Agreement during the twelve months preceding the claim. In no event shall Contractor be liable for any loss of business profits, consequential or indirect damages arising from the negligence of Contractor in providing monitoring services pursuant to this Agreement. This limitation does not apply to liability arising from the installation or maintenance of the equipment provided pursuant to this Agreement. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 8. 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 Fax 714-647-6956 25E?-5 With courtesy copies to: Public Works Agency- Water Resources City of Santa Ana 220 South Daisy (M-85) Santa Ana, California 92703 Fax 714- 647-3345 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647-6515 To Contractor: Hadronex Incorporated Frani Holtz 381 Engel Street Escondido, California 92029 Fax 760-291-1982 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, 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. 9. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the evens of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor 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. 10. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 25ff--6 11. TERMINATION This Agreement may be terminated by either party upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination. However, payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 12. DISCRIMINATION Contractor 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. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 13. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 14. PROFESSIONAL LICENSES Contractor 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. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 15. 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. 25e-7 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. CITY OF SANTA ANA ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: EDWIN "WILLIAM" GALVEZ, P.E. Acting Executive Director Public Works Agency DAVID CAVAZOS City Manager HADRONEXINCORPORATED DAVID A. DRAKE President 25t-8 EXHIBIT A SCOPE OF SERVICES 25E'--9 SMARTCOVER® QUOTATION For City of Santa Ana Monday, October 07, 2013 25E-10 QUOTATION 1-4A0/RO/'7CX Hadronex Price List Part # Item or Kit Price Annual Active Site Monitoring Fee, Terrestrial $300.00 Annual Active Site Monitoring Fee, Satellite $364.00 Annual Power Service $225.00 KITS 1001K CompleteSmartCoverFieldUnit - Terrestrial $3,071.00 1002K Complete SmartCover Field Unit - Satellite $3,571.00 1011K Installation Kit-Terrestrial $258.00 1021K Installation Kit-Satellite $273.00 1031K DSM Exchange Kit $445.00 1041K Terrestrial Relocation Kit $258.00 1051K Satellite Relocation Kit $273.00 1061K Satellite Upgrade Kit 52.1 $2,482.00 1071K Non-Returned Stache Software Upgrade Unit $716.41 1081K Mountable NEMA 4X Engineered Enclosure $350.00 1091K NEMA 4X Enclosure - Satellite Unit Installed $4,569.93 PARTS 2001 Terrestrial EBox Only $1,817.00 2002 Satellite EBox Only $2,317.00 2003 V4.0 PowerPack $225.00 2004 Short Range DSM $930.00 2013 Long Range DSM $1,279.00 2005 Botton Bracket, Mech Mount, Inverse Flap $49.50 2006 Bottom Bracket, Mech Mount, Flat $49.50 2007 Top Bracket - Small Format (Terrestrial) $49.50 2008 Top Bracket - Large Format (Satellite) $49.50 2009 D-Flat Antenna Only (Terrestrial) $189,00 2010 D-Flat Minor Antenna Only (Satellite) $239.00 2011 Extra Mounting Glue (two-part) $84.98 2012 Extra Mounting Glue Mixing Tips $4.15 2013 2-Part Glue Gun $132.91 Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 2 25E-11 J- /AGPtOr7WX 2014 4" Coaxseal Strip $0,79 2015 18" SS security cable - NO LONGER OFFERED N/A 2016 3/8" Co Drill Bit $18,59 2017 1/4" Co Drill bit $8.18 2018 DSM Cable - beyond 15' length - per foot $2.89 2133 Satellite Communications Detector RFnn nn SmartCover°- S Monitoring System Hadronex is pleased to provide to the City of Santa Ana the following quotation for the implementation of the SmartCovero- S Monitoring System. SECTION 1. PRICING Item # Item Quantity Unit Price Total Equipment 1 SmartCover°"-S Units $3,571 ea $3,571 2 Installation Kit $348 ea $348 TOTAL HARDWARE (not including tax) $3,919 Service 3 Installation Labor $202 ea $202 TOTAL SERVICE 202 TOTAL PRICE INSTALLED WITH FIRST YEAR ASM (not including tax) Please see pricing notes in the next section $4,121 The pricing immediately above is applicable to quantities of 1-9 units. The prices do not include any applicable tax ,Y . ..y Item # Item Quantit y Unit Price Total ASM for Existing Units 1 Active Site Monitoring, Terrestrial 8 $300 ea $2,400/year 2 Active Site Monitoring, Satellite 13 $364 ea $4,732/year Extended Warranty 3 Extended Warranty-Terrestrial Parts Only 8 $315 ea $2,520/year 4 Extended Warranty-Satellite Parts Only 13 $399 ea $5,187/year 3 Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 25E-12 / 4^J=PFOP7ffM Labor Option for Extended Warranty TOTAL WITHOUT LABOR OPTION TOTAL WITH LABOR OPTION $14,839 $23,239 Pricing Notes: 1. Shipping is included in the price. 2. Warranty Labor is included for the first year. Ongoing Annual Costs Active Site Monitoring (ASM) $364 per unit per year Power Pack Replacement $225 per unit as needed EXTENDED WARRANTY OPTIONS Warranty Period (Years) - circle one 1 2 3 4 5 • Warranty price will be $315/$399 year plus local CPI as applicable over the Warranty Period. Choosing a longer Warranty Period locks in this price over the period of Warranty. Prices may change in subsequent years. • Annual invoicing for Warranty coverage will occur approximately 60 days prior to start of annual period of warranty coverage. Extended Warranty Services The Standard Extended Warranty covers the following product components: 1. SmartCovere E- Box 2. Distance Sensing Module (DSM) 3. Antenna 4. Bracket Hadronex shall warrant the items listed above to be free from material defects inmaterial and workmanship for the duration of the warranty period shown above. The PowerPack warranty is independent of this Extended Warranty. The SmartCovere PowerPack is a consumable item and requires annual replacement. New SmartCover® Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 21 $400 ea $8,400/year 25E-13 /- /ACIROP7mJl PowerPacks carry their own 12-month warranty for defects in material and workmanship. Should a component fail as a result of a defect in material or workmanship, Hadronex will replace the component or repair it at the Hadronex location. For all valid warranty claims, Hadronex shall pay freight charges to and from the customer. To be eligible for warranty replacement, the following procedures shall be followed: 1. When a component fails or failure is expected, the Customer contacts Hadronex. 2. Based upon the information gathered, Hadronex may authorize hardware replacement. 3. If hardware replacement is authorized, the old component is returned to Hadronex for evaluation and warranty determination. 4. Upon confirmation of a valid warranty claim, Hadronex will authorize the Customer to keep the replacement component. No further action is required. 5. If, after evaluation by Hadronex, the component failure is not due to a material defect in material or workmanship, the Customer will be invoiced for the component and related freight charges. Determination of warranty coverage shall be at the sole discretion of Hadronex. Extended Warranty Services Including Labor Hadronex will provide field service to perform Extended Warranty work. Labor required performing work outside of Standard Extended Warranty support is not covered by this Warranty. THIS EXTENDED WARRANTY IS THE SOLE AND EXCLUSIVE WARRANTY COVERING THE PRODUCTS NOTED ABOVE. HADRONEX DISCLAIMS ANY AND ALL OTHER WARRANTIES EXPRESS OR IMPLIED. THIS EXTENDED WARRANTY DOES NOT COVER DAMAGE OR REPAIRS OR REPLACEMENTS BY ANY CAUSE BEYOND THE CONTROL OF HADRONEX, INCLUDING ACTS OF NATURE, IMPROPER USE, LACK OF PRIOR MAINTENANCE OR UNAUTHORIZED REPAIR. REPLACEMENT AS PROVIDED UNDER THIS EXTENDED WARRANTY IS THE EXCLUSIVE REMEDY OF CUSTOMER. HADRONEX SHALL NOT BE Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 25E-14 /- /ACP FJ= 7G?C LIABLE FOR ANY ACTUAL, EXEMPLARY, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING DAMAGES FOR LOSS OF GOODWILL OR PROFITS AND/OR LOSSES FROM ANY CAUSE WHATSOEVER, EVEN IF HADRONEX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SECTION 2. PRODUCT DESCRIPTION Each SmartCovero-S Unit includes the following: • one (1) SmartCovere-S Electronics Unit (E Box) • one (1) Ultrasonic Distance Sensing Module (DSM) with connecting cable. • one (1) Communications antenna specifically designed for the service. • one (1) SmartCovee PowerPackTM Item Descriptions: E-Box - The E-Box is an ABS plastic case that contains the satellite radio, computer and other power supply and signal processing components. It is fully potted and can be completely submerged in water and shock tested to 10 G's. The E-Box meets IP-68 environmental standards. Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 25E-15 /-fAOP FOr7CX PowerPackTM - A urethane coated pack of Lithium Thionyl Chloride primary batteries that will last at least one year and generally longer under normal operating conditions. Powerpacks have a 10 year shelf life. Distance Sensing Module (DSM) - The ultrasonic distance sensor is encased in ABS plastic and is fully potted with IP-68 environmental rating. Sensor is self- calibrating and completely water-proof. Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 25E-16 NAGPFonWx E-SguareTm Antenna - A new version of the satellite antenna, the E-Series antenna is traffic rated and constructed for high traffic situations. The "E-Square TM" is a road- reflector based antenna appropriate for all areas EXCEPT those subject to snowplows. Mounting Bracket - The mounding bracket is made of anodized aluminum. It houses all components described above except the DSM. The bracket is a sturdy assembly designed to protect the components from harm. Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 25E-17 Unit installed on underside of manhole cover. !-IAOROr7WX SECTION 3. DESCRIPTION OF THE SATELLITE COMMUNICATION SYSTEM The SmartCover° communication system is unique in that it does not use GSM, GPRS or any other cell phone based system to communicate from the manhole location. SmartCover® uses the highly reliable Iridium satellite system as the communications backbone. Iridium is a state of the art system of 66 Low Earth Orbiting (LEO) satellites with 6 orbiting spares. This satellite system has many years of reliable experience. The SmartCover° system uses 2048 bit encrypted servers stored in a climate controlled and secure facility. The servers are redundant and have an emergency power supply to prevent any interruptions. The Hadronex Secure Servers store historical Communication, Data Storage, and Data Access information, available through any web server via encrypted data and send notifications directly to you. Being a web or cloud based system; data is available at all times through any computer via access to the internet. IT IS NOT NECESSARY FOR THE CITY OF SANTA ANA TO PURCHASE ANY SPECIAL COMPUTER PROGRAMS. Iridium Satellite Constellation Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 25E-18 f-fADreonax As seen below, the SmartCover° communicates directly to an orbiting satellite. The communications signal is then sent to earth link stations of Iridium and then to Hadronex secure servers. Alarm signals are subsequently sent to the City of Santa Ana via cell phone, Smart Phone, digital pager and to computers via the internet. Should you want the alarms sent to a central control room, it can easily be accommodated. This communication system also operates in reverse. If the City of Santa Ana wishes to change the alarm distance it is done via the City of Santa Ana management page on the secure City of Santa Ana web page. This is then sent to the Hadronex servers and through the Iridium system down to the unit attached to the manhole cover. There is never a need to go to the site to make any of these changes. The units can also be turned on and off by this same method. <'?iKrenp-? :- Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 10 25E-19 SmartCover® communications system NADRO/'7SX System Operations The SmartCover° system works by taking a distance measurement every 6 minutes using the DSM (ultrasonic sensor). If the water is below the alarm level, the SmartCover® logs every other distance reading and sends it to the historical server every hour for long term trending. If the water level is above the alarm level, an alarm notification is sent directly to the users. It is a 24 hour a day, 7 day a week system. Below is a typical graph from the City of Santa Ana secure web page. It can be seen that everything is normal and then there is a high water level alarm. The bottom of the sensor is 64 inches from the manhole cover and the alarm is set for 74 inches below the manhole cover. 2012.05-04 1356 - 2012-05.12 13:56 Distance from Manhole Cover Alarm Setpoint = 74 Senso r Position = 64 60 in 65 in ........... ...... ..................... » ....... ..... ......... ........ -....... ....... ........ .. ........ ........... ..... . ........ ..... 70 in 75 in ..» ....... ...... .....................»....... ..... ......... .. .... ........ ....... .......... ........ ......». .. ..... ......... ..... 80 In 85 in 90 in 95 in o S 8 o S S 8 0 S S 8 o $ $ o S 8 8 8 8 N N N N N N N N N N N N N N N N N N .-i I.1 p'1 e-1 1'1 ^I .1 N nl .-1 .-1 PI N I-1 ..1 H rl ."1 o n d, .b e n n. ob m d 6 6 d ti 1 N rv A o a a 0 0 a O 0 a a 0 .+ .+ .-? .? .. N ?fl Yl N A A v1 N N N N A A N Vf A Vl A O O O O O O O O O O O O O O O O O O The City of Santa Ana will receive alarms through cell phone or pagers via Short Message Service (SMS), or Smart Phones and emails via email messaging. A direct-from-satellite handheld system is available upon request for highly critical communications in case of massive power loss upon request. A LEVEL MEASUREMENT IS TAKEN EVERY 6 MINUTES AND UPDATES THE DATA ON THE SERVER EVERY HOUR. IN THE EVENT OF A HIGH WATER EVENT, THE ALARM IS SENT THE NEXT TIME A LEVEL MEASUREMENT IS MADE. IN THIS CASE THE LONGEST TIME BETWEEN THE TIME THE WATER REACHES THE ALARM LEVEL AND WHEN THE ALARM SOUNDS IS 5 MINUTES AND 59 SECONDS. Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 25E-20 1-IADIROr7iRM THIS TYPE OF OPERATION WOULD RESULT IN A POWERPACK LIFE OF 12 MONTHS. The basic user interface through the internet is via your secure map-based web site. A sample of this map interface is shown below. lMARTCOVlRQ MOrnITORiI"!! !Y!T!M You are logged in as: hadronex Administrator Classic View All • (50) Alerts (4) Alarms (4) ..• Satellite MnPabi M+Y YrV+rW ttW :. halte" v 77 IVA" t Or 12M at W12*at atub 8h?,...,».. Viib Q' . aa<mwe lrNmark MaNPmi m Pa k j Deal* M. S x Pot T 7 W FJ aapnda al•d 7 OEI aapnda eld CD H HaWMme 4 eKa? P ¦ wk . RPwNy Pack za, ? • ? P" W is ? ? W llab l i P *1 ark for* pnnme i WRUwpr wROaem«alAw • WROSeaana m . . cent bverrtr A Cdr Z r >esn saga 4..: ?' Park Map dam @# «dlk __ When the City of Santa Ana opens their secure web page they will see the location of every SmartCovero as shown above. There are three symbols for ease of management. GREEN - Means that everything is functioning properly, the water level is not at the alarm level and there are no other alarms. BLUE - Indicates that some maintenance action is required, for instance it could mean the battery has low voltage and needs to be replaced or that a unit has not communicated the last time it was supposed to. Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 12 25E-21 /-U10PlOnMJ{ RED - Indicates that an alarm condition exists at this location. It could be high water or Intrusion. SECTION 4. INSTALLATION AND ACTIVATION INSTALLATION • Standard Installation: The SmartCovero-S unit is installed in the field at the designated location. Alternate Installation: The SmartCover®-S unit is installed on the selected cover off site and transported to the designated location. This method can minimize the need for traffic control and disruption. • Installation consists of physically attaching of the SmartCovere-S unit to the cover at the designated location; alignment and on-site testing to ensure that the unit is operational prior to leaving the site. • The SmartCovere-S unit is mounted directly to the lid or hatch by the use of stainless steel hardware. • The SmartCovero-S antenna is low profile, high performance and traffic rated. Attachment of the antenna is achieved by using Mil.-spec epoxy and requires the drilling of a 3/8" hole in the cover. • City of Santa Ana will provide personnel and equipment, as appropriate for traffic control as required by local regulations and safety of field personnel. ACTIVATION After the physical installation of the SmartCovero-S unit(s), the following actions are taken to bring full functionality to the SmartCover® system. • SmartCovero-S Activation: City of Santa Ana Actions o Upon receipt of a Purchase Order, Hadronex will provide the City of Santa Ana with a questionnaire to obtain the information needed to perform the SmartCover®-S service Set-Up. Proper system operation is dependent upon receipt of required information. This communication will be tested during activation phase. • SmartCovero-S Activation: Hadronex Actions Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 13 25E-22 #4,A0lFonax o Creation of the City of Santa Ana private database and account on the Hadronex secure server o Web site configuration for City of Santa Ana SmartCovere-S units and users o Initial population of the City of Santa Ana SmartCovere-S database o Registration of the SmartCovere-S unit wireless radios with the network and setting the City of Santa Ana default system operational parameters The installation and activation process typically takes one hour per unit to perform under normal conditions. ON SITE TRAINING Hadronex will provide on-site training after completion of the installation process. In addition, once on-site personnel are trained, Hadronex will be available to provide additional web site training remotely after the SmartCover® system has been installed and operational for at least a few days. SECTION 5. ACTIVE SITE MONITORING Active Site Monitoring is a per site annual service provided by Hadronex in support of your SmartCover® system. Active Site Monitoring includes but is not limited to the following support: • Wireless Communications - Access to a satellite two-way wireless network. • Technical Telephone Support - This service is offered from 8am to 5 pm local. • Alarm Processing - maintaining the infrastructure of the alarm contact system. • Web site access and maintenance - maintaining the secure servers on which your web site resides, and providing free upgrades to the web sites as they become available. • After Hours Support - on an as-needed basis. • Standard Reports - Hadronex will support City of Santa Ana in the preparation of these reports for management or regulators. • Custom Reports - more detailed reports than available on the web site can be provided by Hadronex upon request. • Graphic Display - Graphical User Interface available on web site is maintained and upgraded at no charge. • Management Tools - Available on web site, such as maintenance notes section. • Software Upgrades - Upgraded processing / communication software for units in the field is provided at no charge. • General Product Improvement - Creating product improvements that are backwards compatible to existing units in the field at no charge. Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 14 25E-23 N.AcROnex • Management Oversight - Hadronex monitors the proper operation of all of the units in the field. Everything from the internal health of a unit, the battery voltage, the radio signal strength and the communication to and from the units in the field. Hadronex also coordinates the appropriate service to repair any components in the field with you or the local dealer. Delivery Hadronex will commence work on the SmartCovero-S System as described in this quotation upon receipt of a formal Purchase Order. Based on availability of equipment standard delivery is six (6) to eight (8) weeks after receipt of order and complete engineering and site information. Hadronex will make every effort to provide the equipment earlier if requested, but cannot guarantee accelerated delivery. Payment Terms - Payment is net thirty (30) days after receipt of invoice. - Hadronex will invoice units upon shipment. - Orders over $100,000 will require a down payment. SECTION 6. WARRANTY INFORMATION Other Terms and Conditions Mutual Hold Harmless. Hadronex hereby holds City of Santa Ana harmless from any and all claims that may arise, or damages that may result, to Hadronex or Hadronex staff during the performance of this contract. City of Santa Ana hereby holds harmless Hadronex, its founders, owners and staff, from any and all claims that may arise, of any kind or from any cause whatsoever, due to or as a result of the installation, operation, or use of the SmartCovera-S system. Loss of Communications. City of Santa Ana acknowledges that Hadronex is not responsible for the loss of wireless communication or internet communications or any communications used in the operation of this system. Advisory Only. The SmartCover®-S Service is advisory only. As such, Hadronex and its founders, owners, or staff are not responsible for any damage of any kind or from any cause whatsoever that may result from, in relation to, in connection with, due to, or as a result of the installation or operation of the system, including without limitation, equipment failure, or any consequential damages caused by, or resulting from, the use or installation of the SmartCover-S system. Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 is 25E-24 /-/AOIFCnax In no event shall HADRONEX's liability, whether in contract or in tort (including negligence and strict liability), exceed the price of the Product from which such liability arises. Term of Quotation. This budget estimate is valid for 30 days from the date of submission to City of Santa Ana. This quotation is respectfully submitted on: Monday, October 07, 2013 Signatures HADRONEX Monday, October 07, 2013 CITY OF SANTA ANA Hadronex Inc. 381 Engel Street, Escondido, CA, 92026 16 25E-25 25E-26