HomeMy WebLinkAboutMendocino County Executive Office - Information Services Division 2022-07-01 COU#2223-106
COUNTY OF MENDOCINO
SERVICE LEVEL AGREEMENT
This Agreement is by and between the MF;NDOC(NO COUNTY EXECUTIVE OFFICE.
hereinafter referred to as the "COUNTY IT", and CITY
OF UKIAH POLICE DEPARTMENT, hereinafter referred to as the "CUSTOMER".
WITNESSETH
WHEREAS, CUSTOMER desires to obtain COUNTY IT for its professional assistance
and support with regard to the technical support activities of the Mendocino COUNTY IT;
and,
WHEREAS, COUNTY IT is willing to provide such services on the terms and conditions
set forth in this AGREEMENT and is willing to provide same to CUSTOMER.
NOW, THEREFORE it is agreed that CUSTOMER does hereby retain COUNTY IT to
provide the services described in Exhibit"A", and COUNTY IT accepts such engagement,
on the General Terms and Conditions hereinafter specified in this Agreement, the
Additional Provisions attached hereto, and the following described exhibits, all of which
are incorporated into this Agreement by this reference:
Exhibit A Definition of Services
Exhibit B Payment Terms
The term of this Agreement shall be from July 1, 2022, and shall continue through June
30, 2023
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Updated 8/15/2022
IN WITNESS WHEREOF
DEPARTMMT CAL REVIEW: CONTRACTOR/COMPANY NAME:
DEPARTM HEAD DATE By: S
Budgeted: ®Yes ❑ No NAME AND ADDRESS OF CONTRACTOR:
Budget Unit: 1960 City of Ukiah, Police Department
Line Item: 826392 300 Seminary Avenue
Grant ❑ Yes ®No
Ukiah, CA 95482
Grant No.: NIA Date: Aug 31 , 2022
COUNTY OF MENDOCINO By signing above, signatory warrants and
represents that he/she executed this Agreement
By: in his/her authorized capacity and that by his/her
TED WILLIAMS, Chair signature on this Agreement, he/she or the entity
BOARD OF SUPERVISORS upon behalf of which he/she acted, executed this
Agreement
Date:
ATTEST: COUNTY COUNSEL REVIEW:
DARCIE ANTLE, Chief Executive Officer
APPROVED AS TO FORM:
By: CHRISTIAN M. CURTIS,
Deputy County Counsel
I hereby certify that according to the provisions of M&Okew K
Government Code section 25103,delivery of this By:
document has been made. Deputy
DARCIE ANTLE, Clerk of said Board
Date:-
-
Deputy
INSURANCE REVIEW: EXECUTIVE OFFICEIFISC EVIEW:
r
By, y
Risk Management Depu CEO
09/2-5/2022
Date: Date:
Signatory Authority:$0-25,000 Department;$25,001-50,000 Purchasing Agent:$50,001+Board of Supervisors
Exception to Bid Process Required/Completed❑
Mendocino County Business License:Valid❑
Exempt Pursuant to MCC Section:
2
GENERAL TERMS AND CONDITIONS
1. INDEPENDENT CONTRACTOR: No relationship of employer and employee is
created by this Agreement; it being understood and agreed that COUNTY IT is an
Independent Contractor. COUNTY IT is not the agent or employee of the
CUSTOMER in any capacity whatsoever and CUSTOMER shall not be liable for
any acts or omissions by COUNTY IT nor for any obligations or liabilities incurred
by COUNTY IT.
2. WORKERS' COMPENSATION: Each party shall be responsible for providing its
own Worker's Compensation insurance.
3. CONFORMITY WITH LAW AND SAFETY:
a. In performing services under this Agreement, COUNTY IT shall
observe and comply with all applicable laws, ordinances, codes, and
regulations of governmental agencies, including federal, state,
municipal, and local governing bodies, having jurisdiction over the
scope of services, including all applicable provisions of the California
Occupational Safety and Health Act. COUNTY IT shall indemnify and
hold CUSTOMER harmless from any and all liability, fines, penalties,
and consequences from any of COUNTY IT's failures to comply with
such laws, ordinances, codes, and regulations.
b. Accidents: If a death, serious personal injury, or substantial property
damage occurs in connection with performance of this Agreement
while at or in transit to CUSTOMER's location, COUNTY IT shall
immediately notify CUSTOMER's Risk Manager's Office by
telephone. COUNTY IT shall promptly submit to CUSTOMER a
written report, in such form as may be required by CUSTOMER of all
accidents which occur in connection with this Agreement. This report
must include the following information: (1) name and address of the
injured or deceased person(s); (2) name and address of involved
sub-contractor, if any; (3) name and address of COUNTY IT's liability
insurance carrier; and (4) a detailed description of the accident and
whether any of CUSTOMER's equipment, tools, material, or staff were
involved.
C. COUNTY IT further agrees to take all reasonable steps to preserve
all physical evidence and information which may be relevant to the
circumstances surrounding a potential claim, while maintaining public
safety, and to grant to the CUSTOMER the opportunity to review and
inspect such evidence, including the scene of the accident.
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4. PAYMENT: For services performed in accordance with this Agreement, payment
shall be made to COUNTY IT as provided in Exhibit"B" hereto as funding permits.
If CUSTOMER overpays COUNTY IT for any reason, COUNTY IT agrees to return
the amount of such overpayment to CUSTOMER, or at CUSTOMER's option,
permit CUSTOMER to offset the amount of such overpayment against future
payments owed to COUNTY IT under this Agreement or any other agreement.
5. TAXES: Payment of all applicable federal, state, and focal taxes shall be the sole
responsibility of CUSTOMER.
5. THIRD PARTY LICENSES: If contemplated in Exhibit A of this agreement,
COUNTY IT may provide copies, licenses, sublicenses, or other right to computer
software at the rate for reimbursement so provided. Such software is subject to all
terms, conditions, and other restrictions under which it may be licensed by its
author, vendor, or other licensor. CUSTOMER agrees to adhere to and be bound
by such licensing terms. COUNTY IT is not the manufacturer of any such software,
and provides no warranties or representations, including but not limited to any
warranty as to fitness for any particular purpose.
7. NOTICES: All notices, requests, demands, or other communications under this
Agreement shall be in writing. Notices shall be given for all purposes as follows:
Personal delivery: When personally delivered to the recipient, notices are effective
on delivery.
First Class Mail: When mailed first class to the last address of the recipient known
to the party giving notice, notice is effective three (3) mail delivery days after
deposit in a United States Postal Service office or mailbox. Certified Mail: When
mailed certified mail, return receipt requested, notice is effective on receipt, if
delivery is confirmed by a return receipt.
Overnight Delivery: When delivered by overnight delivery (Federal
Express/Airborne/United Parcel Service/DHL WorldWide Express) with charges
prepaid or charged to the sender's account, notice is effective on delivery, if
delivery is confirmed by the delivery service.
Facsimile transmission: When sent by facsimile to the facsimile number of the
recipient known to the party giving notice, notice is effective on receipt, provided
that, (a) a duplicate copy of the notice is promptly given by first-class or certified
mail or by overnight delivery, or (b) the receiving party delivers a written
confirmation of receipt. Any notice given facsimile shall be deemed received on
the next business day if it is received after 5:00 p.m. (recipient's time) or on a
non-business day.
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Addresses for purpose of giving notice are as follows:
To COUNTY IT: MENDOCINO COUNTY EXECUTIVE OFFICE
INFORMATION TECHNOLOGY
501 Low Gap Road, Room 1440
Ukiah, CA 95482
Attn: Administration
To CUSTOMER: CITY OF UKIAH, POLICE DEPARTMENT
300 Seminary Avenue
Ukiah, CA 95482
ATTN: Administration
Any correctly addressed notice that is refused, unclaimed, or undeliverable
because of an act or omission of the party to be notified shall be deemed effective
as of the first date that said notice was refused, unclaimed, or deemed
undeliverable by the postal authorities, messenger, or overnight delivery service.
Any party may change its address or facsimile number by giving the other party
notice of the change in any manner permitted by this Agreement.
8. USE OF CUSTOMER PROPERTY: COUNTY IT shall not use CUSTOMER
property (including equipment, instruments, and supplies) or personnel for any
purpose other than in the performance of his/her obligations under this Agreement.
9. AUDITS; ACCESS TO RECORDS: Each party shall make available to the other,
its authorized agents, officers, or employees, for examination any and all ledgers,
books of accounts, invoices, vouchers, cancelled checks, and other records or
documents evidencing or relating to the expenditures and disbursements charged
in connection with this agreement.
Each party shall maintain full and adequate records to show the actual costs incurred
by in the performance of this Agreement. Each party further reserves the right to
examine and reexamine said books, records and data during the four(4)year period
following termination of this Agreement or completion of all work hereunder, as
evidenced in writing, and each party shall in no event dispose of, destroy, alter, or
mutilate said books, records, accounts, and data in any manner whatsoever for four
(4) years after the CUSTOMER makes the final or last payment or within four (4)
years after any pending issues between the CUSTOMER and COUNTY IT with
respect to this Agreement are closed, whichever is later.
10. TIME OF ESSENCE: Time is of the essence in respect to all provisions of this
Agreement that specify a time for performance; provided, however, that the
foregoing shall not be construed to limit or deprive a party of the benefits of any
grace or use period allowed in this Agreement.
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11. TERMINATION: CUSTOMER has and reserves the right to suspend, terminate or
abandon the execution of any work by the COUNTY IT without cause at any time
upon giving to the COUNTY IT prior 30 day written notice.
COUNTY IT has and reserves the right to suspend, terminate or abandon the
execution of any work for CUSTOMER without cause at any time upon giving to
CUSTOMER prior 30 day written notice.
In the event this Agreement is terminated prior to June 30, 2023, COUNTY IT shall
be paid on a prorated basis for only that portion of the Agreement term during
which COUNTY IT provided services pursuant to this Agreement.
12. NON APPROPRIATION. If CUSTOMER should not appropriate or otherwise
make available funds sufficient to purchase, lease, operate or maintain the
products set forth in this Agreement, or other means of performing the same
functions of such products, CUSTOMER may unilaterally terminate this Agreement
only upon ninety (90) days written notice to COUNTY IT. Upon termination,
CUSTOMER shall remit payment for all products and services delivered to
CUSTOMER and all expenses incurred by COUNTY IT prior to COUNTY IT's
receipt of the termination notice.
13. CHOICE OF LAW: This Agreement, and any dispute arising from the relationship
between the parties to this Agreement, shall be governed by the laws of the State
of California, excluding any laws that direct the application of another jurisdiction's
laws.
14. VENUE: All lawsuits relating to this contract must be filed in Mendocino County
Superior Court, Mendocino County, California.
15. WAIVER: No waiver of a breach, failure of any condition, or any right or remedy
contained in or granted by the provisions of this Agreement shall be effective
unless it is in writing and signed by the party waiving the breach, failure, right or
remedy. No waiver of any breach, failure, right or remedy shall be deemed a
waiver of any other breach, failure, right or remedy, whether or not similar, nor
shall any waiver constitute a continuing waiver unless the writing so specifies.
16. ENTIRE AGREEMENT: This Agreement, including all attachments, exhibits, and
any other documents specifically incorporated into this Agreement, shall constitute
the entire agreement between CUSTOMER and COUNTY IT relating to the subject
matter of this Agreement. As used herein, Agreement refers to and includes any
documents incorporated herein by reference and any exhibits or attachments. This
Agreement supersedes and merges all previous understandings, and all other
agreements, written or oral, between the parties and sets forth the entire
understanding of the parties regarding the subject matter thereof. This Agreement
may not be modified except by a written document signed by both parties. In the
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event of a conflict between the body of this Agreement and any of the Exhibits, the
provisions in the body of this Agreement shall control.
17. HEADINGS: Herein are for convenience of reference only and shall in no way
affect interpretation of this Agreement.
18. MODIFICATION OF AGREEMENT: This Agreement may be supplemented,
amended, or modified only by the mutual agreement of the parties. No
supplement, amendment or modification of this Agreement shall be binding unless
it is in writing and signed by authorized representatives of both parties.
19. ASSURANCE OF PERFORMANCE: If at any time the CUSTOMER has good
objective cause to believe COUNTY IT may not be adequately performing its
obligations under this Agreement or that COUNTY IT may fail to complete the
Services as required by this Agreement, CUSTOMER may request from COUNTY
IT prompt written assurances of performance and a written plan acceptable to
CUSTOMER, to correct the observed deficiencies in COUNTY IT IT's
performance. COUNTY IT shall provide such written assurances and written plan
within thirty (30) calendar days of its receipt of CUSTOMER's request and shall
thereafter diligently commence and fully perform such written plan. COUNTY IT
acknowledges and agrees that any failure to provide such written assurances and
written plan within the required time is a material breach under this Agreement.
20. SUBCONTRACTING/ASSIGNMENT: COUNTY IT shall not subcontract, assign,
or delegate any portion of this Agreement or any duties or obligations hereunder
without the CUSTOMER's prior written approval.
a. Neither party shall, on the basis of this Agreement, contract on behalf of or
in the name of the other party. Any agreement that violates this Section
shall confer no rights on any party and shall be null and void.
b. Only the department head or his or her designee shall have the authority to
approve subcontractor(s).
21. SURVIVAL: The obligations of this Agreement, which by their nature would
continue beyond the termination on expiration of the Agreement, including without
limitation, the obligations regarding Indemnification (Paragraph 2), shall survive
termination or expiration for two (2) years.
22. SEVERABILITY: If a court of competent jurisdiction holds any provision of this
Agreement to be illegal, unenforceable, or invalid in whole or in part for any reason,
the validity and enforceability of the remaining provisions, or portions of them, will
not be affected, unless an essential purpose of this Agreement would be defeated
by the loss of the illegal, unenforceable, or invalid provision.
T
23. INTELLECTUAL PROPERTY WARRANTY: During the course of this
AGREEMENT, COUNTY IT may access CUSTOMER's computers or other
electronic devices for the purposes of providing the services contemplated in Exhibit
A or any amendment or addendum thereto. CUSTOMER represents and warrants
that it has obtained all appropriate licenses for any software or other intellectual
property on such devices. Said licenses shall be sufficient for both CUSTOMER's
ordinary operation of the devices and all maintenance or other services COUNTY IT
performs pursuant to this agreement. In the event COUNTY IT is subject to any
claim, lawsuit,or demand by a third party related to such software or other intellectual
property, CUSTOMER shall indemnify and defend COUNTY IT pursuant to
Paragraph 2 of this Agreement.
24. ELECTRONIC COPIES: The parties agree that an electronic copy, including
facsimile copy, email, or scanned copy of the executed Agreement, shall be
deemed, and shall have the same legal force and effect as, an original document.
25. COOPERATION: COUNTY IT and CUSTOMER shall cooperate in the
performance of all work hereunder.
[END OF GENERAL TERMS AND CONDITIONS]
A
EXHIBIT A
Definition of Services
1. General
a.
lnglus[Qns— !GQIJNIY IT will provide:
i. Microwave and Radio systems support with the following contact
information and response times
1. Primary IT Contact Information for Support
Phone: (707)234-6000
2. COUNTY IT agrees to provide emergency response to any
calls for service to the Mission Critical Public Safety COUNTY
IT base, remote and repeater sites, within two (2) hours of
notification including nights, weekends, and holidays. All
other non-mission critical equipment will be serviced within
twenty-four (24) hours of notification of malfunction.
3. COUNTY IT agrees to make every effort to supply all services
as soon as possible after a request is made irrespective of
these two and twenty-four hour limits.
4. Exceptions to this response time would be only in cases of
extreme weather, fire, or other such events rendering remote
sites to be inaccessible by vehicle. In the event a remote site
or sites are inaccessible to perform service/repairs, COUNTY
IT will work with UPD to utilize backup systems as needed
until repairs can be completed.
ii. Microwave and Radio systems support and maintenance
1. COUNTY IT's maintenance personnel will inspect all
equipment listed in the attached documents, referenced as
Exhibit B, at least once every 180 days, making such repairs,
adjustments and replacements of component parts as may be
necessary to maintain the equipment in normal operating
condition and consistent with the manufacturer's
specifications. This is regarding the UPD's VHF Radio
Communications Systems.
2. COUNTY IT will provide technical engineering and labor
required, UPD will provide all replacement component parts,
which may be necessitated because of routine maintenance
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or normal service failure. This includes all parts and labor for
any incidental and emergency repairs required on listed
equipment. This is regarding the UPD's VHF Radio
Communications Systems.
3. At least twice each year, COUNTY IT shall provide the
transmitter performance measurements required by the
Federal Communications Commission, consisting of at least
frequency measurement, deviation measurement and all
transmitters listed herein. This is regarding the UPD's VHF
Radio Communications Systems.
4. COUNTY IT shall maintain or cause to be maintained, records
of all work performed, separately, for each item of equipment
covered by this maintenance contract. FCC license(s) held
by UPD shall be kept current by UPD with assistance of
COUNTY IT as needed.
5. COUNTY IT agrees to provide fully qualified and trained
personnel currently licensed by the Federal Communications
Commission or certified industry equivalent that will perform
all required services, tests and measurements and maintain
required records.
6. COUNTY IT further agrees to procure all necessary State and
Local license and permits, and to comply with all State and
Local laws and regulations in carrying out this contract.
7. All Dispatch, Control, Base, Remote and Repeater sites listed
as covered equipment in Exhibit B.
8. Mobile equipment maintenance can be performed by
COUNTY IT at sites agreed upon by COUNTY IT and UPD.
9. All portable hand-held equipment can be delivered to
COUNTY IT's principle business site for maintenance (501
Low Gap Road, Suite 1440) or COUNTY IT can pick up
equipment at UPD Dispatch at COUNTY IT's convenience.
10.COUNTY IT warrants that all services performed hereunder
shall be of the nature and quality necessary to assure
performance of the equipment in accordance with the
manufacturer's published specifications.
1D
11.COUNTY IT agrees to maintain those items listed in Exhibit B
for UPD
12.COUNTY IT can provide additional consultation, engineering
or other radio and communications related services as
needed on a time and materials basis.
b. Exclusions — COUNTY IT will NOT provide
i. Maintenance of any towers, portable antennas, batteries, and mobile
antennas unless such work is listed in the attached documentation.
H. The following items are no longer supported by the
manufacturer and COUNTY IT does not maintain spare parts
for. UPD may need to secure spare parts if a quick turn-around
time is required in the event of a part failure.
• R1225 Base Stations, (Schls, FD, PW)
• R1225 Tone Remote adaptors
• Carlson Comm lDU-T1-EI
• Carlson Comm IDU-TI-El
W. Repairs to covered equipment for other than normal use or repairs
occasioned by wrecking of a vehicle, physical mistreatment,
equipment destruction, accidental damage, water/liquid intrusion,
and tampering or service by unauthorized personnel not employed
by the COUNTY IT.
[END OF DEFINITION OF SERVICES]
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EXHIBIT B
PAYMENT TERMS
COUNTY IT will receive payment according to the Technical Services and Support rates
listed below.
Within 30 days following each month, COUNTY IT shall submit to CUSTOMER an invoice
detailing the COUNTY IT hours spent performing technical support as specified in this
Agreement for which reimbursement is sought. Based on the expenses identified in the
invoice, CUSTOMER shall remit payment within thirty (30) days, following acceptance of
cost report/invoice.
COUNTY IT and CUSTOMER will exercise due diligence in resolving any questions that
may arise regarding services and/or billings. CUSTOMER shall not be charged for
operational mistakes and errors unless the errors clearly originated in CUSTOMER.
COUNTY IT shall bill CUSTOMER for direct costs of any equipment purchases including
but not limited to the following:
QTY DESCRIPTION PLACE OF SVC PER UNIT TOTAL
1 ea MTR3000 Repeater PD Main _ Spanish Mountain $40.00 $40.00
1 ea MTR3000 Base Station (CLEMARS) CUSTOMER Radio $40.00 $40.00
Vault
1 ea MTR2000 Repeater(Fire Command) CUSTOMER Radio $40.00 $40.00
Vault
1 ea MTR2000 Base Station (PD Control) CUSTOMER Radio $40.00 $40.00
Vault
3 ea MTR2000 Voting Receiver CUSTOMER Radio $20.00 $60.06
Vault/MCSO Radio
Vault/Airport
1 ea XTL5000 Base Station Console CUSTOMER Radio $20.00 $20.00
Vault
1 ea Telewave Master Receive CUSTOMER Radio $10.00 $10.60
Dist.Filter/Ant System Vault
2 ea Telewave Master Transmit CUSTOMER Radio $10.00 $20.00
Combinin IAnt System Vault
1 ea Motorola MLC-8000 Voting Comparator Spanish Mtn $20.00 $20.00
1 ea Carlson Comm Trailblazer 4.9 MW S anish Mtn $20.00 $20.00
1 ea Carlson Comm Trailblazer 4.9 MW CUSTOMER Radio $20.00 $20.00
Vault
1 ea Carlson Comm Trailblazer 4.9 MW Ukiah Airport $20.00 $20.60
1 ea Carlson Comm Trailblazer 4.9 MW Spanish Mtn $20.00 $20.00
1 ea Charles Ind T1 MUX Shelf, Controller, Spanish Mtn $20.00 $20.00
12 Chan
1 ea Charles Ind T1 MUX Shelf, Controller, CUSTOMER Radio $20.00 $20.00
12 Chan Vault
Monthly Total $410.00
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COUNTY IT shall bill CUSTOMER for time associated with services provided under this
agreement, based upon the following rate schedule:
MENDOCINO COUNTY INFORMATION TECHNOLOGY
TECHNICAL SERVICES AND SUPPORT STANDARD RATES
SUPPORT COSTS" RATE UNIT OF COST
ADMINISTRATIVE ASSISTANT $48.78—$59.28 PER HOUR
APPLICATIONS DEVELIANALYST $78.76--$110.72 PER HOUR
BUSINESS SYSTEMS ANALYST $82.68—$115.58 PER HOUR
COMMUNICATIONS COORDINATOR $91.09—$110.72 PER HOUR
COMMUNICATIONS TECHNICIAN $71.40—$86.81 PER HOUR
GIS COORDINATOR $86.88—$105.59 PER HOUR
GIS TECHNICIAN $71.40—$86.81 PER HOUR
IS SPECIALIST $70.09—$85.20 PER HOUR
IS TECHNICIAN $57.67—$85.20 PER HOUR
NETWORK SYSTEMS ANALYST $81.93—$115.16 PER HOUR
TRAVEL COSTS RATE UNIT OF COST
MILEAGE $0.625 PER MILE
1. Weighted average salary rate is per hour based on the above referenced class
specifications. Weighted rates may be modified during the term of this agreement
when updates are provided by the Mendocino County Auditor's Office.
a. Weighted average salary rates include 5% management administration
overhead.
2. Requests for services outside of regular business hours, as identified in Exhibit A,
will be billed at the following rates:
a. Service charges will equal 1.5 times the weighted average salary rate
b. The minimum call out will equal three (3) hours
3. Mileage rate is based on the Internal Revenue Service standard mileage rates and
mileage calculations are based on travel from 501 Low Gap, Ukiah and returning
to same address.
[END OF PAYMENT TERMS]
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Signature: j� Signature: -Darcy hn(i ,202214:01 PDT)
Email: mhorger@cityofukiah.com Email: dvaughn@cityofukiah.onmicrosoft.com
Signature: 1Q,�,t� �
Email: smannion@cityofukiah.com
