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03.17 Police Department CAD/RMS Software Upgrade .:;�lp.F().��.� . ,..�G. �(�iJ':IP�1.'':�,�: Y.'wl• l•� ��� ' (��4ti,.._ `.� � . ���� � ��� AGENDA ITEM � �a, ����.. . L Y v�•, ����� �-_ _ June 11, 2019 TO: Honorable Mayor and Members of the City Council THRU: Rick Otto, City Manager �/ FROM: Thomas C. Kisela, Chief of Police � REVIEW: City Mana er Finance �� 1. SUBJECT Agreement with TriTech Software Systems for software upgrades and maintenance of the Police DepartmenYs Computer Aided Dispatch and Records Management System. 2. SUMMARY Annual soffinrare support of the Orange Police Department's systems is vital to the operations of the Department. This agreement allows for continuation of services for Fiscal Year 2019-2020. 3. RECOMMENDED ACTION Approve agreement with TriTech Software Systems in an amount not to exceed $116,426.28 for software upgrades and maintenance, and authorize the Mayor and City Clerk to execute on behalf of the City. 4. FISCAL IMPACT The total expenditure for this agreement is$116,426.28 and will be funded upon adoption of the proposed Fiscal Year 2019-2020 budget through General Fund (100). 5. STRATEGIC PLAN GOALS Goal 1: Provide for a safe community a: Provide staffing and resources to deliver services that ensure public safety. 6. DISCUSSION AND BACKGROUND The Police Department purchased and implemented the VisionAlR Records Management System (RMS) in 1999. The VisionAlR product was bought out by TriTech Software Systems (TriTech) and reached the end of its service life in December 2016. The inability to secure technical support and upgrades prompted the Police Department to research other options for replacement. However, a switch to a different vendor of Computer Aided Dispatch and Records Management System (CAD/RMS) products would have .been unrealistic and cost-prohibitive. In January 2017, the Department secured the ITEM 3 •11 1 06/11/2019 continuation of technical support for basic operations through an upgrade of the RMS product. The functionality of the newest TriTech RMS component of the CAD/RMS software system was similar to what the Department was previously using, making the learning curve and training shorter and less complicated. The RMS upgrade was far less costly than using another product and included Field Based Reporting (FBR), a paperless reporting process. The Vision CAD & Mobile solutions component of the CAD/RMS product was also re-engineered and upgraded during Fiscal Year 2018-2019. The CAD & Mobile upgrade provided several application improvements and complemented the _ upgraded RMS product and new FBR system. An agreement with TriTech is needed for annual software upgrades and maintenance services for Fiscal Year 2019-2020. Annual renewals provide for continued support and upgrade services for these systems vital to the operation of the Department. As TriTech is proprietary software, non-renewal would effectively stop all hot-fixes, product updates, and upgrades. Based on the complexity of the CAD/RMS software system, the Department is requesting the continuation of annual software upgrades and maintenance services with TriTech for a total not to exceed amount of$116,426.28. 7. ATTACHMENT • Agreement with TriTech Software Systems ITEM 2 06/11/2019 CONSULTANT SERVICES AGREEMENT THIS CONSULTANT SERVICES AGREEMENT (the "Agreement") is made at Orange, California, on this day of ,2019(herein referred to as the"Effective Date")by and between the CITY OF OR.ANGE, a municipal corporation("City"), and TRITECH SOFTWARE SYSTEMS, a California corporation("Consultant"), who agree as follows: 1. Services. Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to the reasonable satisfaction of City the services set forth in Exhibit"A," which is attached hereto and incorporated herein by this reference. As a material inducement to City to enter into this Agreement, Consultant represents and warrants that it has thoroughly investigated and considered the scope of services and fully understands"the difficulties and restrictions in performing the work. Consultant represents that it is experienced in performing the work and will follow the highest professional standards in performance of the work. All services provided shall conform to all federal, state and local laws, rules and regulations and to the best professional standards and practices. The terms and conditions set forth in this Agreement shall control over any terms and conditions in Exhibit "A"to the contrary. Jason Hurd-Servin, Communications Manager (herein referred to as the "City's Project Manager"), shall be the person to whom the Consultant will report for the performance of services hereunder. It is understood that Consultant's performance hereunder shall be under the direction and supervision of City's Project Manager(or his/her designee), that Consultant shall coordinate its services hereunder with City's Project Manager to the extent required by City's Project Manager, and that all performances required hereunder by Consultant shall be performed to the satisfaction of City's Project Manager and the City Manager. 2. Compensation and Fees. a. Consultant's total compensation for all services performed under this Agreement, shall not exceed ONE HiJNDRED SIXTEEN THOUSAND FOUR HUNDRED TWENTY SIX DOLLARS and 28/100 ($116,426.28) without the prior written authorization of City. b. The above fee shall include all costs, including, but not limited to, all clerical, administrative, overhead, insurance, reproduction, telephone, travel, auto rental, subsistence and all related expenses. 3. Pavment. a. Payment for the annual software support to be provided under this Agreement is due in accordance with Exhibit"A". b. City will pay Consultant the amount invoiced within thirty (30) days after the approval of the invoice. c. Payment shall constitute payment in full for all services, authorized costs and authorized extra work covered by that invoice. Payment schedules shall not apply to the payment of invoices which are reasonably in dispute. 4. Change Orders. No payment for extra services caused by a change in the scope or complexity of work, or for any other reason, shall be made unless and until such extra services and a price therefor have been previously authorized in writing and approved by the City Manager or his designee as an amendment to this Agreement. The amendment shall set forth the changes of work, extension of time for preparation and adjustment of the fee to be paid by City to Consulfant. 5. Licenses. Consultant represents that it and any subcontractors it may engage, possess any and all licenses which are required under state or federal law to perform the work contemplated by this Agreement and that Consultant and its subcontractors shall maintain all appropriate licenses, including a City of Orange business license, at its cost, during the performance of this Agreement. 6. Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and not an employee of City. City shall have the right to control Consultant only insofar as the result of Consultant's services rendered pursuant to this Agreement. City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to this Agreement. Consultant shall, at its sole cost and ' expense, furnish all facilities, materials and equipment which may be required for furnishing services pursuant to this Agreement. Consultant shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its subcontractors, agents and employees,including compliance with social security,withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. Consultant acknowledges that Consultant and any subcontractors, agents or employees employed by Consultant shall not,under any circumstances, be considered employees of City, and that they shall not be entitled-to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave,vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 7. Consultant Not A�ent. 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, to bind City to any obligation whatsoever. 8. Desi�nated Persons. Except as otherwise authorized by City's Project Manager, only those persons designated in Exhibit "A", if any, shall perform work provided for under this Agreement. It is understood by the parties that clerical and other nonprofessional work may be performed by persons other than those designated. 9. Assi�nment or Subcontracting. No assignment or subcontracting by Consultant of any part of this Agreement or of funds to be received under this Agreement shall be of any force or effect unless the assignment has had the prior written approval of City. City may terminate this 2 Agreement rather than accept any proposed assignment or subcontracting. Such assignment or subcontracting may be approved by the City Manager or his designee. 10. Time of Completion. Consultant agrees to commence the work provided for in this Agreement ixnxnediately after the Date of Execution as set forth in the Agreement and to diligently prosecute completion of the work. 11. Time Is of the Essence. Time is of the essence in this Agreement. Consultant shall do all things necessary and incidental to the prosecution of Consultant's work. 12. Reserved. 13. Delays and Extensions of Time. Consultant's sole remedy for delays outside its control, other than those delays that are caused by City, shall be an extension of time. No matter what the cause of the delay, Consultant must document any delay and request an extension of time in writing at the time of the delay to the satisfaction of City. Any extensions granted shall be limited to the length of the delay outside Consultant's control. If Consultant believes that delays caused by City will cause it to incur additional costs, it must specify, in writing,why the delay has caused additional costs to be incurred and the exact amount of such cost at the time the delay occurs. No additional costs can be paid that exceed the not to exceed amount absent a written amendment to this Agreement. 14. Products of Consultant. Excluding the Consultant's, or if applicable a third party vendor's, intellectual property, including but not limited to the software and its associated documentation and services owned by Consultant, or if applicable a third party vendor, the documents, materials, manuals, hardware and other products written, produced or provided by Consultant for this Agreement shall become the property of City upon receipt. Consultant shall deliver all such products to City prior to payment for same. City may use,reuse or otherwise utilize such products without restriction. Software and its associated documentation are licensed in accordance with the Consultant's,or if applicable,third party vendor's software license provisions. 15. Equal Emplovment Opportunity. During the performance of this Agreement, Consultant agrees as follows: a. Consultant shall not discriminate against any employee or applicant for employment because of race, color,religion, sex,national origin, mental or physical disability, or any other basis prohibited by applicable law. Consultant shall ensure that applicants are employed and that employees are treated during employment, without regard to their race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. Such actions shall include,but not be limited to the following: employment,upgrading, demotion or transfer,recruitment or recruitment advertising;layoff or termination,rates of pay or other forms of compensation and selection for training, including apprenticeship. Consultant agrees to post in conspicuous places, available to employees and applicants for employment, a notice setting forth provisions of this non-discrimination clause. 3 b. Consultant shall, in all solicitations and advertisements for employees placed by, or on behalf of Consultant, state that all qualified applicants will receive consideration for employrnent without regard for race, color, religion, sex, national origin, mental or physical disability, or any other basis prohibited by applicable law. c. Consultant shall cause the foregoing paragraphs (a)and(b)to be inserted in all subcontracts for any work covered by this Agreement, provided that the foregoing provisions shall not apply to subcontracts for standard commercial supplies or raw materials. 16. Conflicts of Interest. Consultant agrees that it shall not make, participate in the making, or in any way attempt to use its position as a consultant to influence any decision of City in which Consultant knows or has reason to know that Consultant, its officers, pariners, or employees have a financial interest as defined in Section 87103 of the Government Code. 17. Indemnitv. As to claims arising under this Agreement, Consultant agrees to hold City, its officers, agents and employees harmless from any and all claims, liabilities or losses for personal injury, death or property damage, including workers compensation claims, arising out of or in connection with work undertaken or equipment provided pursuant to th�is Agreement to the extent any such claim is caused by or results from any wrongful or negligent acts or omissions, or intentional misconduct of Consultant, its employees or its agents. Further, Consultant agrees to provide City, its officers, agents and employees, at the request of City and at Consultant's sole expense, with the defense of any and all such actions, suits or other legal proceedings brought against City, its officers, agents and employees arising out of or in connection with the work undertaken pursuant to this Agreement. Consultant shall pay any judgment or settlement rendered against the City, its agents, officers and employees, including any award for attorneys' fees. Consultant shall not be liable for the indemnification and defense of City on claims or litigation to the extent that such claims or litigation arise from the sole negligence or wrongful act or omission of the City. In cases of joint liability Consultant's indemnity obligations hereunder shall be reduced to the extent of such actions or omissions based on the principle of comparative fault. The total liability of Consultant for any claim or damage arising under this Agreement or renewals thereof, whether in contract, tort, by way of indemnification or under statute shall be limited to (i) direct damages which shall not exceed the fees paid for the services under this Agreement by Client to Consultant for the twelve(12)month term during which the cause of action for such claim or damage arose or (ii) in the case of bodily injury or property damage for which defense and indemnity coverage is provided by Consultant's insurance carrier(s), the coverage limits of such insurance. � IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT, REGARDLESS OF WHETHER A PARTY HAD KNOWLEDGE OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE. 4 18. Insurance. a. Consultant shall carry workers' compensation insurance as required by law for the protection of its employees during the progress of the work. Consultant understands that it is an independent contractor and not entitled to any workers' compensation benefits under any City program. , b. Consultant shall maintain during the life of this Agreement the following minimum amount of comprehensive general liability insurance or commercial general liability insurance: the greater of(1) a combined single limit of One Million Dollars ($1,000,000); or (2) all the insurance coverage and/or limits carried by or available to Consultant. Said insurance shall cover bodily injury, death and property damage and be written on an occurrence basis. c. Consultant shall maintain during the life of this Agreement, the following minimum amount of automotive liability insurance: the greater of(1) a combined single limit of One Million Dollars ($1,000,000); or (2) all the insurance coverage and/or limits carried by or available to Consultant. Said insurance shall cover bodily injury, death and property damage for all owned,non-owned and hired vehicles and be written on an occurrence basis. d. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits, which are applicable to a given loss, shall be available to City. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Consultant under this Agreement. e. Each policy of general liability and automotive liability shall provide that City, its officers, agents, and employees are declared to be additional insureds under the terms of the policy, but only with respect to the work performed by Consultant under this Agreement. A policy endorsement to that effect shall be provided to City along with the certificate of insurance, which endorsement shall be on Insurance Services Office, Inc. Form CG 20 10 10 O1. In lieu of an endorsement, City will accept a copy of the policy(ies) which evidences that City is an additional insured as a contracting party. The minimum coverage required by subsection b and c, above, shall apply to City as an additional insured. f. Consultant shall maintain during the life of this Agreement professional liability insurance covering errors and omissions arising out of the performance of this Agreement with a combined single limit of One Million Dollars($1,000,000). Consultant agrees to keep such policy in force and effect for at least five(5)years from the date of completion of this Agreement. g. The insurance policies maintained by Consultant shall be primary insurance and no insurance held or owned by City shall be called upon to cover any loss under the policy. Consultant will determine its own needs in procurement of insurance to cover liabilities other than as stated above. h. Before Consultant performs any work or prepares or delivers any materials, Consultant shall furnish certificates of insurance and endorsements, as required by City, evidencing the aforementioned general liability, automotive and professional liability insurance 5 coverages on forms acceptable to City, which shall provide that the insurance in force will not be canceled or allowed to lapse without at least ten(10) days prior written notice to City. i. Except for professional liability insurance coverage that may be required by this Agreement, all insurance maintained by Consultant shall be issued by companies admitted to conduct the pertinent line of insurance business in the State of California and having a rating of Grade A or better and Class VII or better by the latest edition of Best's Key Rating Guide. In the case of professional liability insurance coverage, such coverage shall be issued by companies either licensed or admitted to conduct business in the State of California so long as such insurer possesses the aforementioned Best's rating. j. Consultant shall immediately notify City if any required insurance lapses or is otherwise modified and cease performance of this Agreement unless otherwise directed by City. In such a case, City may procure insurance or self insure the risk and charge Consultant for such costs and any and all damages resulting therefrom, by way of set-off from any sums owed Consultant. k. Consultant agrees that in the event of loss due to any of the perils for which it has agreed to provide insurance, Consultant shall look solely to its insurance for recovery. Consultant hereby grants to City, on behalf of any insurer providing insurance to either the Consultant or to City with respect to the services of Consultant herein, a waiver of any right to subrogation which any such insurer of said Consultant may acquire against City by virlue of the payment of any loss under such insurance. 1. Consultant shall include all subcontractors, if any, as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor to City for review and approval. All coverages for subcontractors shall be subject to all of the requirements stated herein. 19. Termination. City may for any reason terminate this Agreement by giving the Consultant not less than five (5) days written notice of intent to terminate. Upon receipt of such notice, the Consultant shall immediately cease work, unless the notice from City provides otherwise. Upon the termination of this Agreement, City shall pay Consultant for services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Agreement,unless termination by City shall be for cause,in which event City - may withhold any disputed compensation. City shall not be liable for any claim of lost profits. 20. Maintenance and Inspection of Records. In accordance with generally accepted accounting principles, Consultant and its subcontractors shall maintain reasonably full and complete books, documents, papers, accounting records, and other information (collectively, the "records")pertaining to the costs of and completion of services performed under this Agreement. City and any of their authorized representatives shall have access to and the right to audit and reproduce any of Consultant's records regarding the services provided under this Agreement. Consultant shall maintain all such records for a period of at least three (3) years after termination or completion of this Agreement. Consultant agrees to make available all such records for 6 inspection or audit at its offices during normal business hours and upon three (3) days notice from City, and copies thereof shall be furnished if requested. 21. Compliance with all Laws/Immigration Laws. a. Consultant shall be knowledgeable of and comply with all local, state and federal laws which may apply to the performance of this Agreement. b. Consultant represents and warrants that Consultant: (1) Has complied and shall at all times during the term of this Agreement comply, in all respects, with all immigration laws, regulations, statutes, rules, codes, and orders, including, without limitation, the Immigration Reform and Control Act of 1986 (IRCA); and (2) Has not and will not knowingly employ any individual to perform services under this Agreement who is ineligible to work in the United States or under the terms of this Agreement; and (3) Has properly maintained, and shall at all times during the term of this Agreement properly maintain, all related employment documentation records including, without limitation, the completion and maintenance of the Form I-9 for each of Consultant's employees; and (4) Has responded, and shall at all times during the term of this Agreement respond, in a timely fashion to any government inspection requests relating to immigration law compliance and/or Form I-9 compliance and/or worksite enforcement by the Department of Homeland Security, the Deparhnent of Labor, or the Social Security Administration. c. Consultant shall require all subcontractors or sub-consultants to make the same representations and warranties as set forth in Section b. d. Consultant shall, upon request of City, provide a list of all employees working under this Agreement and shall provide,to the reasonable satisfaction of City,verification that all such employees are eligible to work in the United States. All costs associated with such verification shall be borne by the Consultant. Once such request has been made, Consultant may not change employees working under this Agreement without written notice to City, accompanied by the verification required herein for such employees. e. Consultant shall require all subcontractors or sub-consultants to make the same verification as set forth in Section d. f. Any Consultant, subcontractor or sub-consultant who knowingly employs an employee providing work under this Agreement who is not authorized to work in the United States, and/or fails to follow federal laws to determine the status of such employee shall constitute 7 a material breach of this Agreement and may be cause for immediate termination of this Agreement by City. g. The Consultant agrees to indemnify and hold City, its officials, and employees harmless for, of and from any loss, including but not limited to fines, penalties and corrective measures, City may sustain by reason of the Consultant's failure to comply with said laws, rules and regulations in connection with the performance of this Agreement. 22. Governing Law and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of California and Consultant agrees to submit to the jurisdiction of California courts. Venue for any dispute arising under this Agreement shall be in Orange County, California. 23. Integration. This Agreement constitutes the entire agreement of the parties. No other agreement,oral or written,pertaining to the work to be performed under this Agreement shall be of any force or effect unless it is in writing and signed by both parties. Any work performed which is inconsistent with or in violation of the provisions of this Agreement shall not be compensated. 24. Notice. Except as otherwise provided herein, all notices required under this Agreement shall be in writing and delivered personally or by first class mail, postage prepaid, to each party at the address listed below. Either party may change the notice address by notifying the other party in writing. Notices may be sent by either e-mail or U.S. Mail. Notices shall be deemed received upon receipt of same or within three (3) days of deposit in the U.S. Mail, whichever is earlier. Notices sent by e-mail shall be deemed received on the date of the e-mail transmission. "CONSULTANT" "CITY" TriTech Software Systems City of Orange 1000 Business Center Dr. 300 E. Chapman Avenue Lake Mary, FL 32746 Orange, CA 92866-1591 Attn.: Brad Surminsky Attn.: Jason Hurd-Servin Telephone No.: 858-799-7000 Telephone No.: 714-744-7449 E-Mail Address: brad.surminsky@tritech.com E-Mail Address: jhurd-servin@orangepd.org 25. Counterparts. This Agreement may be executed in one or more counterparts,each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Signatures iransmitted via facsimile and electronic mail shall have the same effect as original signatures. [Signatures on next pageJ 8 IN WITNESS of this Agreement, the parties have entered into this Agreement as of the year and day first above written. "CONSULTANT" ��CITY" TRITECH SOFTWARE SYSTEMS, CITY OF OR.ANGE, a municipal corporation a California corporation J *By: By: ' Printed Name: Mark A. Murphy, Mayor Title: *By: ATTEST: Printed Name: Title: Pamela Coleman, City Clerk APPROVED AS TO FORM: Mary E. Binning, Sr. Assistant City Attorney *NOTE: City requires the following signature(s) on behalf of the Consultant: -- (1) the Chairman of the Board, the President or a Vice President, AND (2) the Secretary, the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant Treasurer. If only one corporate officer exists or one corporate officer holds more than one corporate office,please so indicate. OR -- The corporate officer named in a corporate resolution as authorized to enter into this Agreement. A copy of'the corporate resolution, certified by the Secretary close in time to the execution of the Agreement, must be provided to City. 9 Quote 0000010422 Page No �., ���s;`�,,,s�� 1 SOFTWARF SYSTEMS �477 Waples St., Suite 100 www.tritech.com 3an Diego� CA 92121 (858)799-7000 Ext. OC Fax: 858-799-7015 )range Police Department ;hief Andy P. Romero 107 North Batavia , ;ity: Orange State: CA Zip: 92867 �greement Number: VA 0000010422 Description: Budgetary qte FY18-20 'urchase Order Number Customer ID Contract Start Contract End Quote Expiration Master Contract 2019.2020 CA131 7/1/2019 6/30/2020 0/0/0000 Quantity Item Number/Description Item Start Item End Price 1.00 V-VMEMBL002 VA MTC 7/1/2019 6/30/2020 $51,309.19 Mobile 24x7 Software Support #990328 Mobile server and workstations,#037113 Mobile law vehicle 4,AVL 4, includes FBR 1.00 V-VMECAD002 VA MTC 7/1/2019 6/30/2020 $31, 047.71 CAD 24x7 Software Support #990328 CAD Server and workstations, CLETS and ELETE IF,#000118 Supvisor,#061011 Supvisor,#072022 1.00 V-VMERMS001 VA MTC 7/1/2019 6/30/2020 $21,755.10 RMS 8x5 Software Support #990328 RMS Server and 30 WS, 000087 Narc/Int,037150, 072014 Auto Citation Importer;#057014 Evi& 1.00 V-VMEOTH001 VA MTC 7/1/2019 6/30/2020 $1, 637.03 MNHS 8x5 Software Support MNHS 8x5 Software Support 1.00 V-VOTOTH002 VA MTC 7/1/2019 6/30/2020 $400.00 Custom Interface Remote Support Connectivity(Formerly Go To Assist) 1.00 V-GEOMTE002 VA 3RD MTC 7/1/2019 6/30/2020 $5, 904. 62 GeoComm GeoLynx 9-1-1 Software Support per client #072022-6 GeoComm GeoLynx 9-1-1 Software,#101111084 Geolnx upgrade MO to V7 1.00 V-VMECAD002 VA MTC 7/1/2019 6/30/2020 $256.96 CAD 24x7 Software Support SO#7154- 1 VisionCAD GeoRelay Software 1.00 V-GEOMTE002 VA 3RD MTC 7/1/2019 6/30/2020 $824.82 GeoComm GeoLynx 9-1-1 Software Support per client S/O#7154- 1 GeoComm GeoLynx Desktop 1.00 V-VMERMS001 VA MTC 7/1/2019 6/30/2020 $1, 668.60 RMS 8x5 Software Support SO#6877- 1 Inform RMS Test or Training System 1.00 V-VMERMS001 VA MTC 7/1/2019 6/30/2020 $1, 622.25 RMS 8x5 Software Support SO#6877- 1 Inform RMS Coplogic Interface