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HomeMy WebLinkAbout25C - AGMT - POLICE DIMSREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 7, 2014 TITLE: AGREEMENT WITH LINEAR SYSTEMS FOR ANNUAL MAINTENANCE AND SUPPORT OF POLICE DIGITAL IMAGING SYSTEM {STRATEGIC PLAN NO. 1, 3A} CITY MANA R RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For — CONTINUED TO 10/21/2014 Meeting not convened on 10/7/2014 FILE NUMBER due to unforeseen circumstances Authorize the City Manager and Clerk of the Council to execute a three -year agreement with Linear Systems for maintenance and support of the Digital Imaging Management System (DIMS), in an amount not to exceed $90,000, terminating June 30, 2017, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Police Department's Digital Imaging Management System (DIMS) was purchased in 2004 using Urban Area Security Initiative (UASI) funds and allows crime scene images to be captured and stored digitally. It currently houses nearly six - hundred thousand crime scene photographs and countless hours of crime scene video and audio footage. This system is a compulsory investigative tool that assists in the successful documentation of extensive crime scenes. The DIMS system used by the Police Department was developed by Linear, thereby making Linear a proprietary source for system maintenance and updates. The DIMS system is of paramount importance to criminal investigations and its maintenance, continued security, and storage redundancy is essential for the Forensic Services section. The current vendor, Linear Systems, has been accommodating, professional and consistent in it's servicing of the system and staff recommends renewal of their agreement. The base agreement will be for a three -year term in the amount of $80,000. An additional $10,000 contingency has been added for unanticipated system modifications, for a total not to exceed amount of $90,000. The three -year term will cover the period of July 1, 2014 through June 30, 2017. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #1 Community Safety, Objective #3, Promote fiscal accountability to ensure financial responsibility at all levels of the organization, Strategy 3a, Continuously evaluate and assess fiscal aspect of service delivery to ensure that the Police Department provides programs and services efficiently and effectively. 25C -1 Agreement with Linear Systems October 7, 2014 Page 2 FISCAL IMPACT Funds are available in the Police Department's Forensic Services contract services account (no. 01114455 62300). APPROVED AS TO FUNDS AND ACCOUNTS: �Az R ile a Carlos Rojas Francisco Gutierrez Chief of Police Executive Director Santa Ana Police Department Finance & Mgt. Services Agency 25C -2 MAINTENANCE AND SUPPORT AGREEMENT THIS MAINTENANCE AND SUPPORT AGREEMENT, made and entered into this 7th day of October, 2014 by and between Linear Systems (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. The City desires to retain a Contractor having special skill and knowledge in the field of providing maintenance to and support as necessary for the Police Department's digital imaging management system (DIMS) which maintains all photograph, video and audio evidence for the Police Department. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. Contractor has provided maintenance and support for the DIMS system since it was originally purchased in 2004, 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: SCOPE OF SERVICES Contractor shall provide maintenance and support as needed to the DIMS system as outlined in the attached Exhibit "A ". This shall include a one year warranty for enhanced digital acquisition station, image server, forensic services field personnel kits, and two forensic services lab kits. It shall also include on -site maintenance and support for the data base case management rack server, PDD library and digital output devices. 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 $40,000.00 over the term of this Agreement. This includes a $10,000 contingency for unanticipated system modifications. 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. 25C -3 TERM This tern of this Agreement shall be for a three year (3) year period commencing on July 1, 2014 and terminating on June 30, 2017, unless terminated earlier in accordance with Section 12 of this Agreement. 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. Contractor shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives 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 Contractor'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. Contractor shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit C upon execution of this Agreement and shall be approved in form by the City Attorney. b. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 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. 25C -4 c. The following requirements apply to the insurance to be provided by Contractor pursuant to this section: (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. d. 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, Contractors, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, 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 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 Contractor 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. 25C -5 CONFIDENTIALITY If Contractor receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Contractor 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 Contractor disclosed in a publicly available source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Contractor without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Contractor covenants that it presently has no interests and shall not acquire any interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. No persons having such interest shall be employed by or associated with Contractor. 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 Fax (714) 647 -6956 With courtesy copies to: Chief of Police, Santa Ana Police Department City of Santa Ana 60 Civic Center Plaza (M -97) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 245 -8007 25C -6 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: Linear Systems 8403 Maple Place Rancho Cucamonga, California 91730 Fax (909) 899 -4346 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, any 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. 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 25C -7 12. TERMINATION This Agreement may be terminated by the City with thirty (30) days written notice. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Police Chief 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 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. 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. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS Contractor shall carry out all services pursuant to this Agreement in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City. 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 25C -8 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: MARIA HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Laura A. Rossini Senior Assistant City Attorney CITY OF SANTA ANA DAVID CAVAZOS City Manager CONTRACTOR LINEAR SYSTEMS WE 25C -9 Tax. ID # (Title) EXHIBIT A 25C -10 LINEAR SYSTEMS 8403 Maple Place Rancho Cucamonga CA. 91730 90M99 -4343 909. 899.4348 FAX BILL TO City of Santa Ana Purchasing Division M. 16 20 Civic Center Plaza Rm 429 Santa Ana, CA 92701 Sharon Licit (714)6475467 SHIP TO Santa Ann PD Photo Lab 60 Civic Center Plaza Santa Ana, CA. 92702 Min: Heather Heider Account # SAN8471 INVOICE DATE INVOICE # 6/1/2014 20149914 P.O. # TERMS REP SHIP VIA FOB SHIP DA... DUE DATE INVOICED ANNUAL Net 30 JH N/A Source 7/1/2014 7/112014 0610112014 ITEM DESCRIPTION QTY. B/0 LIST $ I UNIT $ TOTAL LSHG0DSD Linear I Year Depot Warranty for Enhanced Digital Acquisition Station 3 2,750,00 8,250,00 LSI1001SO Linear I Year On -Site Warranty for ImageServer 3 8,750,00 26250.00 LSH000SIT Linear I year on -sito maintenance & support COT Database Case Management 3 3,500.00 10,500.00 Rack Server 1,9II000SIT Linear I year software maintenance & support 3 8,750.00 26,250.00 LS[IOOOSWAE Linear ]year additional warranty Forensic Services Field Personnel Kits 3 2,985.75 8,957.25 1,811000SWAE Linear I year additional warranty Forensic Services Lab Kit Canon 3 975,00 2,925.00 LSIl000SWAE Linear I year additional warranty Forensic Services Lab Kit XL -2 3 215.00 645.00 LSII00OSWAE Linear l year on -site maintenance & support for Digital Output Devices 3 5,400.00 16,200.00 DISCOUNT Preferred Customer +Multi -Year Discount - 19,977.25 - 19,977.25 * *Warranty to Cover Period From: 7/1/2014 through 6130/2017 ** Thank you for your business. Sales Tax (8.0 %) Total $80,000000 00 Balance Due $80,000.0. 0' 20°/ restocking fee on all returned merchandise. 50% restocking fee on special orders or on product returned without all original packing materials. No returns on soRwure. All products will be considered shipped complete and undamaged unless Linear is notified otherwise within 48 hours. No returns without a RMA k issued by Linear. All products Carry manufacturers warranty only unless specified in writing. All additional service contracts (Preferred Customer Program) must be listed on invoice. Signature an invoice or acceptance of shipment acknowledges receipt of order. Customers with past due invoices will not be shipped any new orders or RNIAS, Past due invoices from the date of invoice will be charged 25% interest per day as per Department of General Services Prompt Payment Act. Linear Systems is a CERTIFIED SMALL BUSINESS with the Department of0eneml Services REF 90020657. This requires all customers and agencies to be in compliance with prompt payment terms. 25C -11 25C -12