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HomeMy WebLinkAbout4.15 Amend Telecommunications Consult Agree � 00 CITY OF DUBLIN AGENDA STATEMENT CITY COUNCIL MEETING DATE: August 14, 1989 SUBJECT Amendment to Telecommunications Consultant's Agreement EXHIBITS ATTACHED o Letter dated July 18, 1989 from Glenn Rudh, CSD • Proposed Amendment to Agreement • Current Agreement RECOMMENDATION tl :4pprove Amendment FINANCIAL STATEMENT: Total cost of amendment is not to exceed $1 , 500 . Funds are available in the approved Civic Center project budget. DESCRIPTION Approximately one year ago, the City Council approved an agreement with Communication Sales Dynamics, Inc. (CSD) . The total cost of the services were estimated at $9, 850 . The installation was anticipated to be complete in April. Due to the delay in completing the installation, the Contractor has expended time beyond what the original proposal anticipated. This has been impacted by the additional coordination of the cable installation, working with the telephone vendor, updating schedules and other tasks . In addition, Staff has requested that the consultant review cost accounting features which may be implemented for control purposes. CSD has requested that the contract be amended to provide an additional six hours of service. This was an estimate of the additional time required to complete the installation. The total additional cost would be $900 . Staff is also recommending that the City Council approve up to an additional 4 hours of services beyond what CSD has stated in their letter. The need for the additional time is to address any coordination of the Alameda County computer system, which would be located in the Police Facility. This amount would be billed on a time and materials basis and would only be incurred if the services were required. Given that CSD is familiar with the wiring design, their assistance would facilitate the County' s data processing plans . Staff recommends that the City Council approve the proposed amendment. -------------------------------------------------------------------------- :� COPIES TO: Glenn Rudh, CSD ITEM NO. ��''•� J. '`� 1YED JUL 1. 819s9 July 18, 1989 CITY OF DUBLIN Paul Rankin Assistant City Manager City of Dublin 6500 Dublin Boulevard P.O. Box 2340 - Dublin, CA 94568 Dear Paul: Please consider this letter a formal request to modify the payment schedule set forth in "Exhibit B" of the agreement between the City of Dublin and CSD, dated August 8, 1988. Up to this date, CSD has provided the services as provided in the proposal to the City of Dublin dated June 14, 1988. As you are well aware, the cutover has been delayed from the estimated April, 1989 timeframe originally anticipated. Due to this, CSD has had to perform additional activities between the original planned date and the new anticipated move-in date for the Civic Center facility. CSD wishes to exercise its option of billing for services at the rate of $150 per hour for additional work performed as of this date. It is anticipated the additional time will not exceed six (6) billing hours. Please contact me if you should have any questions regarding this request. Sincerely, 6 Z4" Glenn M. Rudh Vice President, Marketing COMMUNICATIONS SALES DYNAMICS, INC. (415) 570-0505 2855 Campus Drive, Suite 220 e San Mateo, California 94403 FAX: (415) 570-5525 FIRST AMENDMENT TO THE CONSULTANT SERVICES AGREEMENT DATED AUGUST 8, 1988 BETWEEN THE CITY OF DUBLIN AND COMMUNICATION DALES DYNAMICS, INC. (CSD) WHEREAS, THE City of Dublin entered into an agreement dated August 8, 1988, with Communication Sales Dynamics, Inca (CSD) ; and WHEREAS, the original estimate of the services to be provided have been exceeded; and WHEREAS, the City is desirous of having CSD assist with additional tasks related to data wiring; and WHEREAS, CSD has familiarity with the City' s project and expertise required to facilitate the installation of data equipment in the Police Facility; and WHEREAS, the assistance with the data wiring shall be performed on an as needed basis. NOW, THEREFORE, BE IT RESOLVED that the parties do hereby agree to the terms of the amendment attached as Attachment 1 and by reference this amendment shall be incorporated as a part of the agreement. DATED: August 14, 1989 FOR CITY OF DUBLIN Paul C. Moffatt, Mayor ATTEST: City Clerk FOR COMMUNICATION SALES DYNAMICS Glenn M. Rudh, Consultant ATTACHMENT 1 FIRST AMENDMENT TO AGREEMENT BETWEEN CITY OF DUBLIN AND CSD Exhibit B - Payment Schedule of Agreement dated August 8, 1988, shall be amended as follows: A. Consultant may bill for work after August 1 , 1989, on an hourly basis for project work, including meetings and installation supervision on an hourly basis. The cost of all work associated with this addition shall not exceed Nine Hundred Dollars ($900) . Billing shall be as identified in the agreement section noted as "Additional Services" . B. City may request Consultant to assist with data wiring information on the Police Facility. The cost of all work associated with this phase shall not exceed Six Hundred Dollars ($600) . Billing shall be as described above. CONSULTANT SERVICES AGREEMENT THIS AGREEMENT is made at Dublin , California , as of ,4U6Y-57- ,$, 1988, by and between the CITY OF DUBLIN , a municipal corporation ("CITY") , and COMMUNICATIONS SALES DYNAMICS, INC. , ( "CONSULTANT") , who agree as follows : 1 . SERVICES . Subject to the terms and conditions set forth in the Agreement , CONSULTANT shall provide to CITY the services described in Exhibit A. CONSULTANT shall provide said services at the time , place and in the manner specified in Exhibit A. 2 . PAYMENT. CITY shall pay CONSULTANT for services rendered pursuant to this Agreement at the time and in the manner set forth in Exhibit B. The payments specified in Exhibit B shall be the only payments to be made to CONSULTANT for services rendered pursuant to this Agreement . CONSULTANT shall submit all billings for said services to CITY in the manner specified in Exhibit B. 3 . GENERAL PROVISIONS . The general provisions set forth in Exhibit C are part of this Agreement . In the event of any inconsistency between said general provisions and any other terms or conditions of this agreement , the other term or condition shall control insofar as it is inconsistent with the general provisions . 4 . EXHIBITS. All exhibits referred to herein are attached hereto and are by this reference incorporated herein. Executed as of the day first above stated . CITY OF DUBLIN, a municipal corporation BY Ma or Attest : C- City Clerk BY onsultant EXHIBIT A; P—Y. Scope of Services w v Communications Consulting Proposal - City of Dublin B. Installation Coordination CSD will provide the services necessary to ensure a successful and smooth implementation of the system and network facilities that have been selected. These services include, but are not limited to, the following outline: 1. Order Materials and Services a. From Pacific Bell; AT&T Information System b. From Vendor(s) 2. Coordinate Conduits and Wiring - Size and Location 3. Coordinate Equipment Room and Terminal Spaces and Requirements 4. Assist in the preparation of database information 5. Assign Classes of Services 6. Oversee Program for Toll Restrictions, Least Cost Routing and Call Detail Recording 7 . Oversee Program Switch Compatibility with Exchange Network 8. Reconfigure Equipment Prior to Delivery 9. Coordinate Delivery of Components 10. Coordinate System Training a. Operators b. Station Users 11. Written Weekly Progress Reports will be provided by CSD during the installation process. 12. Coordinate the work of other vendors on site and their subcontractors. 13. Oversee the referrals of disconnected telephone numbers and verification of same. June 14, 1988 Prepared by CSD Page 19 Communications Consulting Proposal - City of Dublin C. Cutover CSD will provide the staff and necessary resources to oversee and coordinate with the selected vendor the cutover and installation of the system to comply with the specifications and terms of the contract. CSD will be on site during the actual cutover and will be present for the first day of business with the new system. June 14, 1988 Prepared by CSD Page 20 Communications Consulting Proposal - City of Dublin D. System Testing CSD will coordinate with the selected vendor (hardware, software, and network services) to ensure that the system complies with industry standards and standards set forth by the supplier. This testing shall include but not be limited to the following: a. Test of all functions and class of service features for all stations to insure proper operation. b. Test all switching and call processing functions. c. Tests of all special and optional equipment such as batteries, or call accounting subsystems. d. Test all attendant console functions. e. Adjustment of all equipment components and features for optimum quality operation. f. Proper detailing of all telephones including the extension number, and electronic key system number (if appropriate) . g. Insure that all trunking equipment is properly balanced with local telephone utility trunks, including: WATS, Local Central Office, FEX, DID, OPX, Specialized Common Carriers, if any, and Tie Lines. CSD shall request that Pacific Bell balance its trunks and shall participate in this testing procedure. h. Provide the City of Dublin personnel with complete instructions in the proper operation of the system, by qualified representatives of the selected vendor, at times suitable to the City of Dublin. Audit entire system and approve for payment. Train the City of Dublin personnel in the management of the system. Prepare a written report to management regarding the overall installation. June 14, 1988 Prepared by CSD Page 21 r I EXHIBIT B Payment Schedule CONSULTANT' S renumeration is based upon an installation which is estimated not to exceed 100 telephones . Fee Total fee shall not exceed $9., 850.00 (Nine Thousand Eight Hundred and Fifty Dollars) for the services outlined in Exhibit A . Payment Schedule $3 ,000 upon notification to proceed with services $3 ,000 upon completion of Phase I $2, 000 upon approval of contract with vendor $1 ,000 upon cutover of system $ 850 upon completion of project Additional Services Additional consulting services agreed to by the parties, shall be billed at a rate of $150 (One Hundred Fifty Dollars) per hour plus applicable expenses , or as mutually agreed to by the parties through a written amendment to the Agreement . Prior to commencing additional services, CONSULTANT shall submit in writing a request to CITY outlining the services to be rendered and the estimated cost . Fiduciary Relationships CONSULTANT will not accept any form of compensation from any supplier , vendor , or manufacturer , for recommendations made to the CITY. CONSULTANT certifies that the only compensation received and accepted by CONSULTANT for the consulting project will be that made by the CITY. Guarantee CONSULTANT guarantees the total consulting project outlined in this Agreement . Should the CITY at the completion of the project find that the work performed by CONSULTANT is unsatisfactory in any way , then any or all of the total fee will be returned to the CITY. EXHIBIT C GENERAL PROVISIONS 1. INDEPENDENT CONTRACTOR. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement; however, City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. 2. LICENSES; PERMITS; ETC. Consultant represents and warrants to City that he has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice his profession. Consultant represents and warrants to City that Consultant shall, at his sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice his profession. 3 . TIME. Consultant shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary for satisfactory performance of Consultant's obligations pursuant to this Agreement. Time is the essence of this Agreement. 4. INSURANCE. (a) Public Liability And Property Damage. The Consultant shall take out and maintain in the name of the Consultant and the City during the life of the Agreement, such public liability insurance as shall protect himself, the City, its officials, officers, directors, employees and agents from claims which may arise from operations under the Agreement, whether such operations be by himself, by subcontractors, or by anyone directly or indirectly employed by either of them. This liability insurance shall include, but shall not be limited to, protection against claims arising from bodily and personal injury and damage to property resulting from the Consultant's, City' s or subcontractor's operations, use of owned or nonowned automobiles, products, and completed operations. The amounts of insurance shall not be less than the following: Single limit coverage applying to bodily and personal injury liability and property damage: $1,000,000.00 or a lesser amount deemed sufficient by the City Manager. The following endorsements must be attached to the policy: (1) If the insurance policy covers on an "accident" basis, it must be changed to "occurrence". (2) The policy must cover personal injury as well as bodily injury. (3) The policy must cover complete contractual liability. Exclusions of contractual liability as to bodily injuries, ' personal injuries and property damage must be eliminated from the basic policy endorsements. (4) Broad form property damage liability must be provided. Deductible shall not exceed $500 without special approval of the City. Page 1 of 3 (5) m' City must be named as an additional named insured r the coverage afforded with )ect to the work L ig performed under the Agreemei. (6) An endorsement shall be provided which states the coverage is primary insurance and that no other insurance effected by the City will be called upon to contribute to a loss under this coverage. (7) The insurance policy shall contain a standard form of cross-liability. (8) The insurance policy shall provide for an unconditional notice of cancellation. Should the policy or policies be cancelled before the expiration date thereof, the issuing company will mail 30 days written notice to the City. (b) Worker's Compensation. During the term of this Agreement, Consultant shall fully comply with the terms of the law of California concerning worker's compensation. Said compliance shall include, but not be limited to, maintaining in full force and effect 'one or more policies of insurance insuring against any liability Consultant may have for worker' s compensation. (c) Professional Liability. Consultant shall carry professional liability insurance in an amount deemed by the City to adequately protect the Consultant against liability caused by negligent acts, errors or omissions on the part of the Consultant in the course of performance of the services specified in this Agreement. (d) Certificate of Insurance. Consultant shall take out and keep policies of public liability, property damage, worker's compensation and professional liability insurance in full force and effect during the term of this Agreement and shall submit to City a policy, certificate or certificates of insurance evidencing such coverage prior to commencement of work. 5. CONSULTANT NO AGENT. Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. 6. ASSIGNMENT PROHIBITED. No party to this Agreement may assign any right or obligation pursuant to this Agreement. Any attempted or purported assignment of any right or obligation pursuant to this Agreement shall be void and of no effect. 7. PERSONNEL. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the removal of any such persons, Consultant shall immediately upon receiving notice from City of such desire of City cause the removal of such person or persons. 8. STANDARD OF PERFORMANCE. Consultant shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices his profession. All instruments of service of whatsoever nature which Consultant delivers to City pursuant to this Agreement shall be prepared in a substantial, first class and workmanlike manner and conform to the standards of quality normally observed by a person practicing in Consultant's profession. Page 2 of 3 9 . HOLD HARMLESS AND RESPONSIBILITY OF CONSULTANTS . Consultant shall take all responsibility for the work, shall bear all losses and damages directly or indirectly resulting to him, to any subcontractor, to the City, to City employees, or to parties designated in any Special Provisions, on account of the performance or character of the work, unforeseen difficulties, accidents, occurrences or other causes predicated on active or . passive negligence of the Consultant or of any subcontractor . Consultant shall indemnify and hold harmless the City, its officers, officals, directors, employees and agents from and against any or. all loss, liability, expense, claim, costs (including costs of defense) , suits, and damages of every kind, nature and description directly or indirectly arising from the performance of the work. Approval of the insurance contracts does not relieve the Consultant or subcontractors from liability under this Hold Harmless and Responsibility of Consultants clause . 10 . GOVERNMENTAL REGULATIONS . To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Consultant shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program. 11 . INTEREST OF CONSULTANT . In accepting this Agreement, Consultant covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services hereunder . Consultant further covenants that, in the performance of this Agreement, no subcontractor or person having such an interest shall be employed. Consultant certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of City. 12 . OWNERSHIP OF WORK PRODUCT . If requested in writing by the City, all documents prepared by Consultant shall become the property of the City upon completion of the project or termination of this Agreement. The Consultant may retain a copy of all material produced by Consultant pursuant to this Agreement for use in its general business activities . Should the City desire to use the work completed under this Agreement for purposes other than those intended under this Agreement, the City will notify Consultant in writing prior to any other reuse of said documents .