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HomeMy WebLinkAbout25B - AGMT WITH IWATER FOR DIGITAL WATER MAPPINGREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: APPROVE AN AGREEMENT WITH (WATER, INC. FOR DIGITAL WATER MAPPING AND SUPPORT SERVICES FOR A THREE YEAR PERIOD IN AN ANNUAL AMOUNT OF $376,000 (TOTAL NOT TO EXCEED $1,880,000) CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2n° Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with iWater, Inc. to provide digital water system mapping and support services for a three-year period, beginning April 1, 2020 and expiring March 31, 2023, with provisions for two one-year extensions exercisable by the City Manager and City Attorney, in an annual amount not to exceed $376,000, for a total agreement amount not to exceed $1,880,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The City of Santa Ana Public Works Agency — Water Resources Division oversees and maintains the daily operations of the water system and sanitary sewer system. The City of Santa Ana's water system has an average daily demand of 43 million gallons (MG) with 45,000 service connections. It is comprised of approximately 444 miles of water main, 45 MG of water storage at seven sites, seven Metropolitan Water District connections, 21 groundwater wells, seven pump stations, four pressure -regulating stations, and utilizes two pressure zones. The City's sanitary sewer system has approximately 8,000 maintenance holes, 390 miles of sewer mains, and two lift stations. The sewer system collects all sewage and transports it to the Orange County Sanitation District for treatment. Maintenance of these systems is supported by the use of iWater, Inc.'s infraMAP software, which provides the City's digital water mapping and data collection system. City maintenance crews and water operations engineering staff use this digital system to respond quickly to emergencies; collect, store, and retrieve data; and to facilitate routine maintenance on water infrastructure assets in a paperless environment. In addition, users are able to view water data via the Public Works Agency Geographic Information System (GIS), facilitating data sharing and records research by other City agencies. 25B-1 Approve Agreement with iWater, Inc. for Digital Water Mapping and Support Services March 17, 2020 Page 2 Since 2009, the City has had an agreement with iWater, Inc., for digital water mapping services, computer hardware configuration and installation, professional on -call services, and system service support of infra MAP software. On April 7, 2015, City Council approved an agreement expanding the scope of work to include GIS mapping updates, continual software and hardware maintenance and support, cloud -based systems integration with deployment of the infraMAP-NOW application, and on -site support for both office and field staff. This agreement (Exhibit 1) continues these services and ensures that there is no interruption to the City's ability to utilize these valuable resources. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funds are budgeted and available in the following account for the specified year: Fiscal Year Accounting Unit Fund Description Accounting Unit, Account Amount -Account No. No. Description FY 2019-20 06017645-62300 Water Water Admin/Engineering, $94,000 April — June Contract Services -Professional FY 2020-21 06017645-62300 Water Water Admin/Engineering, $376,000 July — June Contract Services -Professional FY 2021-22 06017645-62300 Water Water Admin/Engineering, $376,000 July — June Contract Services -Professional FY 2022-23 06017645-62300 Water Water Admin/Engineering, $282 000 July — March Contract Services -Professional Total 3-Year Term $1,128,000 25B-2 Approve Agreement with iWater, Inc. for Digital Water Mapping and Support Services March 17, 2020 Page 3 Renewal Options FY 2022- 2023 06017645-62300 Water Water Admin/Engineering, $94,000 April — June Contract Services -Professional FY 2023- 2024 06017645-62300 Water Water Admin/Engineering, $282,000 July — March Contract Services -Professional Total Renewal Option — Year 1 $376,000 FY 2023- Water Admin/Engineering, 2024 06017645-62300 Water Contract Services -Professional $94,000 April — June FY 2024- Water Admin/Engineering, 2025 06017645-62300 Water Contract Services -Professional $282,000 Jul — March Total Renewal Option — Year 2 $376,000 TOTAL EXPENDITURES: $1,880,000 Nabil Saba, PE Acting Executive Director Public Works Agency NS/CB Exhibit: 1: Agreement with iWater, Inc. APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 25B-3 EXHIBIT 1 iWater, Inc. 12 Goodyear, Suite 130 6Water SOFTWARE LICENSE AND SUPPORT AGREEMENT Irvine, CA 92618-3747 � mfrafTlR�' Phone:949-768-4549 ' Fax: 949-768-4155 This agreement effective as of the last. date signed below (the "Effective Date") is between iWater, Inc, ("iWater"), and City of Santa Ana ("Licensee") and consists of this infraMAP6 Software License and Support Agreement and the attached exhibits referenced below (collectively, "Agreement"). SCOPE OF LICENSE GRANT For a maximum term of five (5) years from the Effective Date, subject to payment of Monthly License Support Fee and applicable fees set forth on Exhibits A and B, Licensor hereby grants to Licensee, and Licensee hereby accepts, a nonexclusive, non -transferable license to use the iWater infraMAPO Software and Related Materials (collectively, the "Software") as defined in, and in accordance with the terms of this Agreement. The initial term is for three (3) years with an option to renew annually for an additional two (2) years from the Effective Date. SUPPORT AND MAINTENANCE iWater shall provide Software Maintenance & Support as detailed below, in exchange for payment of Monthly License Support Fee. After the initial three (3) years, at the sole option of the Licensee, Maintenance & Support may be extended in one (1) year increments for the remaining 2-year period at the prices and payment terms stated in Exhibits A and B. Software Maintenance & Support services include: 1. Improvements, updates, or modifications to the infraMAP® Software product purchased that iWater makes generally available as a minor release or update. 2. Access to i Water's Technical Support Team ("Help Desk") to answer questions, provide email and telephone support, as well as assistance during normal business hours for current versions of infraMAP® software. iWater will investigate all questions and problems promptly. Licensee agrees to provide adequate information to iWater to assist in the investigation and to confirm that any problems have been resolved. If deemed necessary, iWater may also provide on - site support. 3. Software License Support fees must be pre -paid monthly and are non-refundable for any reason. GENERAL PROVISIONS AND DEFINITIONS I. Software: "Software," as used in this Agreement, includes the following infraMAP® software products and extensions thereof: infraMAP®, infraMAP® Enterprise, infraMAP® Field, infraMAPO Manager, infraMAP® NOW, infraMAP® PLUS, infraMAPO Standard, infraMAP© 811 Tickets, infraMAP® Desktop, infraMAP® IOS, infraMAPO Android, infraMAP® Server, (individually and collectively, "Licensed Products" or "Software"), and additional or successor Software products marketed or licensed. 2. License Use: Licensee shall not copy the License Products or Software, nor shall the Licensee allow their use by others, without the express and written permission of iWater, excluding the use for backup, archival, and in-house disaster recovery purposes. Licensee furthermore agrees not to: A. Reverse engineer any part of the Licensed Products, in part or in their entirety; B. Distribute, sell, or otherwise transfer any part of the Licensed Products. C. Create any derivative works or products based on or derived from the Licensed Products or documentation or modify any Licensed Products or documentation without the prior written consent of iWater. In the event of a breach of this provision, said modification, derivative work, or product based on the Licensed Products or documentation is hereby deemed assigned to iWater (without limiting their remedies). 3. Protection of Intellectual Property Rights: Licensee will reproduce and include any copyright, patent, trademark, or restrictive legends or notices on all items licensed under this Agreement and shall take other necessary steps to protect iWater's and its licensor's intellectual property rights. 4. No Implied Waivers: The failure of either party to uphold or enforce any provision of this Agreement shall not be deemed a waiver of the provisions or of the right of such party thereafter to enforce that or any other provision. 5. Severability: The parties mutually agree that if any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make the intent of the language enforceable. 6. Independent Contractor: iWater is, and at all times will be, an independent contractor. Nothing in this Agreement shall be deemed to create an employer/employee, principal/agent, or joint venture relationship. Neither party has the authority to enter into any contracts on behalf of the other party or otherwise act on behalf of the other party. 7. Force Majeure: If the performance of this Agreement or any obligation except the making of payments, is prevented, restricted, or interfered with by reason of fire, flood, earthquake, explosion, or other casualty or accident; strikes or labor disputes; inability to procure or obtain delivery of parts, supplies, or power; war, terrorist act, cyber-attack, or other violence; any law, order, proclamation, regulation, ordinance, demand, or requirement of any governmental agency; or Page l of 6 infraMAP®Sofl J,irens4andSupport Agreement 1.272020 6WQter,41, nfra t AP any act or condition whatsoever beyond the reasonable control of the affected party; the party so affected, upon giving prompt notice to the other party, shall be excused from such performance to the extent of such prevention, restriction, or interference. 8. Counterparts: This Agreement may be executed in counterparts, all of which, taken together, shall be deemed one (1) original document. 9. Successor and Assigns: Neither iWater nor Licensee shall assign, sublicense, or transfer its rights nor delegate its obligations under this Agreement without the other party's prior written consent, which shall not be unreasonably withheld, and any attempt to do so without consent shall be void. This Agreement shall be binding upon the respective successors and assigns of the parties to this Agreement. 10. Equitable Relief. The parties agree that any breach of this Agreement by one party may cause irreparable damage to the non -breaching party and that, in the event of such breach, in addition to any and all remedies at law, the non - breaching party shall have the right to seek an injunction, specific performance, or other equitable relief in any court of competent jurisdiction to prevent violation of these terms and without the requirement of posting a bond or undertaking or proving injury as a condition for relief. 11. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of California without reference to conflict of laws principles. Either party may give the other party written notice of any dispute not resolved in the normal course of business. The parties shall thereupon attempt in good faith to resolve such a dispute promptly by negotiations between executives who have the authority to settle the dispute. If the dispute has not been resolved within sixty (60) days, after such written notice is given, either party may avail itself of any process or means legally available to it to resolve the dispute. 12. Insurance: iWater shall maintain during the performance of this Agreement policies of insurance as follows: General Liability: iWater shall maintain commercial general liability (CGL) insurance written on Insurance Services Office form CG 00 01 or equivalent and shall cover claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work or services hereunder by iWater, its agents, employees, representatives, or subcontractors. The limit for this insurance shall be not less than $1,000,000.00 per occurrence, and $2,000,000 in the annual aggregate. Automobile Liability: iWater shall maintain business automobile liability insurance with coverage for vehicles including those owned, hired, and non -owned. The limit amount for this insurance shall be not less than $1,000,000.00 per occurrence, combined single limit for bodily injury and property damage. Workers' Compensation: iWater shall maintain Workers' Compensation insurance, as required by law in the State of California, and Employers' Liability Insurance in an amount not less than $1,000,000.00 per occurrence. Professional Liability: iWater shall maintain professional liability insurance with coverage for wrongful acts, errors, or omissions committed by iWater in the course of work performed for Licensee under this Agreement. This insurance shall include coverage for liability assumed under this Agreement when iWater's wrongful acts, errors, or omissions cause such liability. The limit for this insurance shall be not less than $1,000,000.00 per claim. Insurers shall have a current A.M. Best's rating of no less than A:6 or equivalent unless otherwise approved by Licensee in writing. In addition, all insurers must be authorized to conduct business in the State of California, as evidenced by a listing in the official publication of the Department of Insurance of the State of California. The premiums for insurance coverage shall be paid in full by iWater, exclusive of any waivers of subrogation. Upon written request, Certificates of insurance and endorsements, verifying the insurance coverage required by this Agreement, shall be provided to Licensee within five (5) calendar days. 13. Pricing and Sales Tax: Licensee shall be responsible for all state or local sales tax, whether or not specified previously or elsewhere. 14. Term and Termination: A. iWater has the unilateral right, but not obligation, to terminate this Agreement and the corresponding right to use Software, without further action or notice and without refund of fees for the applicable period, immediately upon any material breach by Licensee of any provision of this Agreement. In this case, Licensee shall promptly uninstall and return all Software and Related Materials to iWater, and permanently erase all from any computer and storage media, and provide proof thereof. B. Licensee agrees to pay iWater in full for all Software and services for the applicable period provided prior to termination of Agreement. Page 2 of 6 infraMAP® Sofgyp gnsgnd Support Agreement 1.27.2020 (/Ater, 1r fra i flP C. Upon termination of this Agreement for any reason, all obligations and fees that accrued prior to the effective date of termination and any remedies for breach of this Agreement shall survive any termination. No refunds will be given for unused portion of any annual services or licenses. 15. Notices: All notices, demands, requests, or approvals to be given under this Agreement, shall be given in writing and shall be deemed served when delivered personally or on the third business day after confirmed email or the deposit thereof in the United States mail, postage prepaid, registered or certified, addressed as hereinafter provided. To iWater: iWater, Inc. Attn: Julie Rhodes, CFO 12 Goodyear, Suite 130 Irvine, CA 92618 Email: jrhodes@a iwater_org To Licensee: Licensee: City of Santa Ana Attn: Clerk of the Council Address: 20 Civic Center Plaza, P.O. Box 1988_ Santa Ana, CA 92702 With copy to: Executive Director, Public Works Agency (at the same address) The parties acknowledge that they have read and understand this Agreement and agree to be bound by its terms and conditions. This Agreement constitutes the sole and entire agreement of the parties as to the subject matter set forth herein and supersedes any previous agreements, understandings, and arrangements between the parties relating to such subject matter. Any modifications or amendments to this Agreement must be in writing and signed by an authorized representative of each party. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and effective as of the last date written below. (Licensee) By: Printed Name: Title: Date: Authorized Signature iWater, Inc. (iWater, Inc.) By: ->� Authorized Signature Printed Name: Julie Rhodes Title: CFO Date: Y Page 3 of 6 infraMAPO Sofgyag bensEand Support Agreement 1.27.2020 6WQteir, infraMHO Attest: Clerk of the Council Approved as to Form: jJQ/Y.. 1 John M.Funk Assistant City Attorney Attachments: Exhibit A Exhibit B Page 4 of 6 infraMAP® So,/ivarre,en,�,pnd Support Agreement 1.27.2020 6lwater - Infra(f,Ft Exhibit A - Scope of Work Continued infraMAPO Data Acquisition Software Support for City of Santa Ana Water Resources Division. Category A: !Water License and Support This includes software licensing and technical support of all iWater Data Acquisition Software. 6 Field data acquisition licensing software for unlimited users in the Water and Sewer Departments. 6 Software troubleshooting with unlimited telephone. 6 Up to 40 hours per week of onsite software training. 6 infraMAPO Software upgrades. 6 System improvements including patches. Business analytics bringing in data from multiple locations and displaying to all staff. Monthly License and Maintenance Fee: $15,500 Monthly Data Acquisition Software Support: $4,500 Monthly Total: $20,000 per month Yearly Total for Category A: $240,000 Category B: iWater GIS/Database Support This includes support for My 811 Tickets, Data Analytic Tools, Portal users and infraMAP® Data Acquisition software that is cloud based and onsite. iWater will remotely monitor, configure, and support all related IT infrastructure for the scope of this project. • Data backups. 6 Quality control of data. 6 Configure a Project Plan Check Database Tool. • Compatibility with Cities other software data. Data integrity for staff and contractor updates. On -Site Support and Off -Site Services: iWater, Inc., will provide professional on -site or off -site services for projects requested by City of Santa Ana. This may include, but not limited to database support, data QA/QC, map infrastructure data updates from new construction or other project specific needs outlined by City of Santa Ana. Estimated cost per year: $101,000 Field Crew Support: !Water, Inc., will provide two man crews with CA Department of Health Water Distribution Certificates to support City of Santa Ana field crews. All vehicles and equipment will be furnished by iWater for each specific project. Project information will be captured by iWater team members and provide back to the Cities Data Acquisition Software. Estimated cost per year: $15,000 Meter Crew Support: iWater, Inc., will provide a one man crew with a CA Department of Health Water Distribution Certificate to support City field crews. All vehicles and equipment will be furnished by iWater for each specific project. Project information will be captured by iWater team members and provide back to the City's Data Acquisition Software. Estimated cost per year $20,000 Category B Total: Up to $135,000 per year, invoiced following Exhibit B rate schedule Contract Total: $376,000 per year Pages of 6 tnfraMAPOSoft 2 6e=s6andSupport Agreement 1.27.2020 Water .r lnfra(71HP Exhibit B - Rate Schedule Rates: iWater, Inc., proposes the following rates for support services rendered from April 1, 2020 to March 30, 2025. Type of Service Title Hourly Rate Software Development Senior Software Engineer $150 On -Site Data Acquisition Mapping Quality Support GIS Specialist/GIS Analyst $150 Software Integration Support Software Engineer $100 Database Support Software Engineer $100 Off -Site Data Acquisition Mapping Quality Support GIS Specialist/GIS Analyst $75 Field Crew/Meter Crew Support iWater Field Crew $75 Materials procured through support services will be pre -approved by City, billed at the rate of cost plus 20% and any applicable tax. Page 6 of 6 infraMAP® Sof&arz ae=.tp&and Support Agreement 1.27.2020