HomeMy WebLinkAboutDATAMATIC, LTD. 1-2004
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INSURANCE ON FILE
WORK MAY PROCEED
UNTIL INSURANCE EXPIRES
;2., - I) '-05
CLERK OF COUNCIL
DATE: /1/5)01' MAINTENANCE AGREEMENT
t.: r'AI It J THIS AGREEMENT made and entered into this 1sT- day of -!!lEy; / , 2004 by
Lí Ccll¿;,h~nd between Datamatic, Ltd., a Texas partnership (hereinafter "Consultant '), and the City of
, Santa Ana, a charter city and municipal corporation organized and existing under the
Constitution and laws of the State of California (hereinafter "City").
N-2004-025
RECITALS
A The City purchased from Consultant, pursuant to Agreement A-2002-054, computer
hardware, software and licenses needed to automate its meter reading system.
B. The City desires to retain a consultant having special skill and knowledge in automatic
meter reading systems, in order to maintain the system provided by Consultant.
C. Consultant represents that Consultant is able and willing to provide such services to the
City.
D. In undertaking the performance of this Agreement, Consultant represents that it is
knowledgeable in its field and that any services performed by Consultant under this
Agreement will be performed in compliance with such standards as may reasonably be
expected from a professional consulting firm in the field.
NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the
terms and conditions hereinafter set forth, the parties agree as follows:
1.
SCOPE OF SERVICES
Consultant shall perform maintenance services as set forth in Exhibit A to this
Agreement.
2.
COMPENSATION
a. City agrees to pay, and Consultant agrees to accept as total payment for its services, a
monthly maintenance charge of$374.69. The total sum to be expended under this Agreement
shall not exceed $4,000.00, annually, during the term of this Agreement.
b. Payment by City shall be made within thirty (30) days following receipt of proper
invoice evidencing work performed, subject to City accounting procedures. Payment need not
be made for work which fails to meet the standards of performance set forth in the Recitals
which may reasonably be expected by City.
3.
TERM
This Agreement shall commence on the date first written above and terminate on
October 31, 2004, unless terminated earlier in accordance with Section 12, below.
.
Maintenance services have been provided since November 1,2003 which services shall be
included within the Scope of this Agreement. This Agreement may be extended for up to six
consecutive one-year terms at the rates and charges in effect for this initial term, upon a writing
executed by the Executive Director ofthe Public Works Agency and the City Attorney.
4.
INDEPENDENT CONTRACTOR
Consultant shall, during the entire term of this Agreement, be construed to be an
independent contractor and not an employee ofthe City. This Agreement is not intended nor
shall it be construed to create an employer-employee relationship, a joint venture relationship, or
to allow the City to exercise discretion or control over the professional manner in which
Consultant performs the services which are the subject matter of this Agreement; however, the
services to be provided by Consultant shall be provided in a manner consistent with all
applicable standards and regulations governing such services. Consultant shall pay all salaries and
wages, employer's social security taxes, unemployment insurance and similar taxes relating to
employees and shall be responsible for all applicable withholding taxes.
s.
INSURANCE
Prior to undertaking performance of work under this Agreement, Consultant shall
maintain and shall require its subcontractors, if any, to obtain and maintain insurance as
described below:
a. Commercial General Liability Insurance. Consultant shall maintain commercial
general liability insurance naming the City, its officers, employees, agents, volunteers and
representatives as additional insured(s) and shall include, but not be limited to protection against
claims arising from bodily and personal injury, including death resulting therefrom and damage
to property, resulting trom any act or occurrence arising out of Consultant's operations in the
performance of this Agreement, including, without limitation, acts involving vehicles. The
amounts of insurance shall be not less than the following: single limit coverage applying to
bodily and personal injury, including death resulting theretrom, and property damage, in the total
amount of $1 ,000,000 per occurrence. Consultant shall supply City with a fully executed
additional insured endorsement in substantially the form attached hereto as Exhibit B upon
execution of this Agreement and shall be approved in form by the City Attorney.
b. Worker's Compensation Insurance. In accordance with the provisions of Section 3300
of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against
liability for worker's compensation or to undertake self-insurance. Prior to commencing the
performance of the work under this Agreement, Consultant agrees to obtain and maintain any
employer's liability insurance with limits not less than $1,000,000 per accident.
c. The following requirements apply to the insurance to be provided by Consultant
pursuant to this section:
(iii)
Consultant shall maintain all insurance required above in full force and
effect for the entire period covered by this Agreement.
Certificates of insurance shall be furnished to the City upon execution of
this Agreement and shall be approved in form by the City Attorney.
Certificates and policies shall state that the policies shall not be canceled
or reduced in coverage or changed in any other material aspect without
thirty (30) days prior written notice to the City.
(i)
(ii)
d. If Consultant fails or refuses to produce or maintain the insurance required by this
section or fails or refuses to furnish the City with required proof that insurance has been procured
and is in force and paid for, the City shall have the right, at the City's election, to forthwith
terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its
time and materials expended prior to notification of termination. Consultant waives the right to
receive compensation and agrees to indemnify the City for any work performed prior to approval
of insurance by the City.
6.
INDEMNIFICATION
Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents,
employees, consultants, special counsel, and representatives trom liability: (1) for personal
injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims
for personal injury, including health, and claims for property damage, which may arise from the
direct or indirect operations of the Consultant or its contractors, subcontractors, agents,
employees, or other persons acting on their behalf which relates to the services described in
section 1 of this Agreement; and (2) from any claim that personal injury, damages, just
compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects
arising from this Agreement. This indemnity and hold harmless agreement applies to all claims
for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to
have been suffered, by reason of the events referred to in this Section or by reason of the terms
of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold
harmless, and pay all costs for the defense of the City, including fees and costs for special
counsel to be selected by the City, regarding any action by a third party challenging the validity
of this Agreement, or asserting that personal injury, damages, just compensation, restitution,
judicial or equitable relief due to personal or property rights arises by reason of the terms of, or
effects arising from this Agreement. City may make all reasonable decisions with respect to its
representation in any legal proceeding.
7.
CONFIDENTIALITY
If Consultant receives from the City information which due to the nature of such
information is reasonably understood to be confidential and/or proprietary, Consultant agrees
that it shall not use or disclose such information except in the performance of this Agreement,
and further agrees to exercise the same degree of care it uses to protect its own information of
like importance, but in no event less than reasonable care. "Confidential Information" shall
include all nonpublic information. Confidential information includes not only written
information, but also information transferred orally, visually, electronically, or by other means.
Confidential information disclosed to either party by any subsidiary and/or agent of the other
party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure
shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is,
through no fault ofthe Consultant disclosed in a publicly available source; (c) is in rightful
possession of the Consultant without an obligation of confidentiality; (d) is required to be
disclosed by operation of law; or (e) is independently developed by the Consultant without
reference to information disclosed by the City.
8.
CONFLICT OF INTEREST CLAUSE
Consultant covenants that it presently has no interests and shall not have interests, direct
or indirect, which would conflict in any manner with performance of services specified under
this Agreement.
9.
NOTICE
Any notice, tender, demand, delivery, or other communication pursuant to this
Agreement shall be in writing and shall be deemed to be properly given if delivered in person or
mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other
telegraphic communication in the manner provided in this Section, to the following persons:
To City:
Clerk ofthe City Council
City of Santa Ana
20 Civic Center Plaza (M-30)
P.O. Box 1988
Santa Ana, California 92702-1988
telefacsimile (714) 647-6956
With courtesy copies to:
Executive Director
Public Works Agency
City of Santa Ana
20 Civic Center Plaza (M-21)
P.O. Box 1988
Santa Ana, California 92702-1988
telefacsimile (714) 647-5622
and,
City Attorney
City of Santa Ana
20 Civic Center Plaza (M-29)
P.O. Box 1988
Santa Ana, California 92702
telefacsimile (714) 647-6515
To Consultant:
Datamatic, Ltd.
P.O. Box 940641
Piano, TX 75094-0641
telefacsimile (972) 234-1134
Attn:
Phil Masters
A party may change its address by giving notice in writing to the other party. Thereafter,
any notice, tender, demand, delivery, or other communication shall be addressed and transmitted
to the new address. If sent by mail, any notice, tender, demand, delivery, or other
communication shall be effective or deemed to have been given three (3) days after it has been
deposited in the United States mail, duly registered or certified, with postage prepaid, and
addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or
other communication shall be effective or deemed to have been given twenty-four (24) hours
after the time set forth on the transmission report issued by the transmitting facsimile machine,
addressed as set forth above. For purposes of calculating these time trames, weekends, federal,
state, County or City holidays shall be excluded.
10.
EXCLUSIVITY AND AMENDMENT
This Agreement represents the complete and exclusive statement between the City and
Consultant, and supersedes any and all other agreements, oral or written, between the parties. In
the event of a conflict between the terms of this Agreement and any attachments hereto, the
terms of this Agreement shall prevail. This Agreement may not be modified except by written
instrument signed by the City and by an authorized representative of Consultant. The parties
agree that any terms or conditions of any purchase order or other instrument that are inconsistent
with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor
the City. Each party to this Agreement acknowledges that no representations, inducements,
promises or agreements, orally or otherwise, have been made by any party, or anyone acting on
behalf of any party, which are not embodied herein.
11. ASSIGNMENT
Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior
written consent of the City and any such assignment, transfer, delegation or subcontract without
the City's prior written consent shall be considered null and void. Nothing in this Agreement
shall be construed to limit the City's ability to have any of the services which are the subject to
this Agreement performed by City personnel or by other consultants retained by City.
12.
TERMINATION
This Agreement may be terminated by the City upon thirty (30) days written notice of
termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant
compensation for all services performed by Consultant prior to receipt of such notice of termination,
subject to the following conditions:
a. As a condition of such payment, the Executive Director may require Consultant to deliver
to the City all work product completed as of such date, and in such case such work product shall be
the property of the City unless prohibited by law, and Consultant consents to the City's use thereof
for such purposes as the City deems appropriate.
b. Payment need not be made for work which fails to meet the standard of performance
specified in the Recitals of this Agreement.
13.
DISCRIMINATION
Consultant shall not discriminate because of race, color, creed, religion, sex, marital
status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
by applicable law, in the recruitment, selection, training, utilization, promotion, termination or
other employment related activities. Consultant affirms that it is an equal opportunity employer
and shall comply with all applicable federal, state and local laws and regulations.
14.
JURISDICTION - VENUE
This Agreement and all questions relating to its validity, interpretation, performance, and
enforcement shall be governed and construed in accordance with the laws of the State of
California. This Agreement has been executed and delivered in the State of California and the
validity, interpretation, performance, and enforcement of any of the clauses of this Agreement
shall be determined and governed by the laws of the State of California. Both parties further
agree that Orange County, California, shall be the venue for any action or proceeding that may
be brought or arise out of, in connection with or by reason of this Agreement.
15.
PROFESSIONAL LICENSES
Consultant shall, throughout the term of this Agreement, maintain all necessary licenses,
permits, approvals, waivers, and exemptions necessary for the provision of the services
hereunder and required by the laws and regulations of the United States, the State of California,
the City of Santa Ana and all other governmental agencies. Consultant shall notify the City
immediately and in writing of her inability to obtain or maintain such permits, licenses,
approvals, waivers, and exemptions. Said inability shall be cause for termination of this
Agreement.
16.
MISCELLANEOUS PROVISIONS
a. Each undersigned represents and warrants that its signature hereinbelow has the power,
authority and right to bind their respective parties to each of the terms of this Agreement, and shall
indemnity City fully, including reasonable costs and attorney's fees, for any injuries or damages to
City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set
forth in the body of this Agreement.
,
IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year
first above written.
u(-
PATRICIA E. HEALY
Clerk of the Council
CITY OF SANTA ANA:
~~
City Manager
ATTEST:
APPROVED AS TO FORM:
JOSEPH W. FLETCHER
City Attorney
By:
Laura Sheedy
Assistant City Attorne
CONSULTANT
RECOMMENDED FOR APPROVAL:
DATAMATIC, LTD.
PHI J. MASTERS
Chief' ancial Officer
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Employer ID # or Individual SS #
EXHIBIT A
ROUTESTAR PURCHASE, LICENSE AND MAINTENANCE AGREEMENT
This RouteSTAR Purchase, License and Maintenance Agreement (hereinafter "Agreement") is made on this day of ,2°- by
and between DATAMATIC.COM, LTD, a Texas ]imited partnership, located at 3600 K Avenue, Texas 75074 (hereinafter referred to as "Datamatic"),
and, City of Santa Ana doing business at 220 S. Daisy, Santa Ana. California 92703, (hereinafter referred to as "Purchaser and/or Licensee").
RECITALS
A.
WHEREAS Datamatic sells computer hardware and licenses, in object fonn on]y, proprietary computer softWan~ as a system, hereinafter referred to
as "System" and provides maintenance on the System; and
B.
WHEREAS Purchaser desires to acquire the System and maintenance from Datamatic;
IN CONSIDERATION of the payment of the deposit, the tenns and conditions of this Agreement, and other good and vaJuabJe consjderation, the receipt
and sufficiency of which is hereby acknowledged, the parties hereto agree as foHows:
ARTICLE 1 - GENERAL TERMS
I.
ASSIGNMENT. The rights and duties of the respective parties may be assigned only with the prior written consent of the nonassigning party.
2.
A.
PROPRIETARY INFORMATION.
Definitions. As used herein, the term "Proprietary Infonnation" sha!1mean and include Datamatic's software, software specifications, and software
routines (inc1uding without limitation the display routines, the routines pemlitting alteration in direction and s~quence, and interface routines
permitting the communication of data over telephone Jines), Datamatic's keyboard layout, and the prompting sequences embodied in Datamatic's
softWare. This definition shall extend to Proprietary Infonnation in whatever fonTI such Proprietary lnfonnation lTIay he embodied, including but not
limited to source code, object code, System documentation, System specifications, flow charts and diagrams, photographic representations, and
variations made to Datamatic Software at the request of Purchaser and special adaptations whether designed by Purchaser or Datamatic, or as the
result of the joint effort of Datarnatic and Purchaser.
The tenn "Proprietary Infonnation" shall not extend to any infonnation, or any embodiment of infonnation, which has
knowledge or is genera1Jy known in the trade.
become general public
B.
Protection of Proprietary Infonnation. The parties hereto agree that a]J Proprietary lnfonnation disclosed by Datarnatic to Purchaser in connection
with this Agreement constitutes the trade secrets and/or confidentiaJ infon11ation of Datamatic, and sha]] be held in trust and confidence by
Purchaser. Purchaser agrees to take reasonable steps to ensure the secrecy of th~ Proprietary Infonnation of Datamaric; such reasonable steps sha1J
include, but are not limited to, the adoption of reasonable security procedures, and notification in writing to persons having access to the Proprietary
Infonnarion that the Proprietary Infonnation embodies the trade secrets and confidential infonnation of Datamatic. and is not to be used or disclosed
wÜhout proper authorization from Datamatic.
3.
TRADE NAMES. Purchaser acknowledges that ROUTEST AR, DA T ASWITCH, ROADRUNNER and FIREFLY are proprietary ITade names of
Datamanc.
4.
ENTIRE AGREEMENT. Jt is agreed that this Agreement and the Exhibits attached hereto and made a part hereby embody the entire agreement of
the parties in relation to the subject matter hereunder, and that there is no other oral or written agreement or understanding between the parties at the
time of execution pertaining to the subject matter of this Agreement. This Agreement sha]] not be modified except by the written agreement of alJ
parties hereto.
5.
GOVERNING LAW. The parties hereto agree that this Agreement is accepted, entered into and enforceable in CoHin County, Texas. This
Agreement shaH be governed by the laws of the State of Texas. To the extent that there is to be a delivery or perfoTIllance of services in connection
with the sale of goods under this Agreement, such services wi!1 be deemed "goods" within the definition of the unifonn Commercial Code.
6.
LEGAL CONSTRUCTION. In case a.ny one or more of the provisiom contained in this Agreement sha]] for any reason be held to be invalid,
il1egaJ, or unenforceable in any respect, such invalidity, illegality, or unenforceability shaI1 not affect any other provision thereof, and this Agreement
shalJ be construed. as if such invaiid, iIJegai, or unenforceable provisions had never been contained herein.
7.
FORCE MAJEURE. Neither party hereto shaH be in default by reason of any failure of its perfonllance under this Agreement if such failure results,
whether directly or indirectly, from fire, explosion, strike, freight embargo, act of God, act of the public ~nemy, war, civj] disturbance, act of
government, de jure or de facto, or any agency or official thereot~ Jabor shortage, transportation contingencies, unusuaHy severe weather, defauJr of
manufacturer or a supplier or subcontractor, quarantine. restriction epidemic, or catastrophe, Jack of timely instructions or essential infom1ation from
the other party. The occun-ence of any event enumerated herein shall extend pClfonnance required under this Agreement by the amount of de1ay
occasioned by such occun-ence.
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8,
INFRINGEMENT. Datamatic will defend, at its own expense, any action brought against Purchaser to the extent that such action is based on a
claim that the System. inc1uding the Hardware as described in Artic1e 3, Paragraph I and the software as described in Article 4, Paragraph 1, or any
part thereof, infringes any patent or copyright, or constitutes misappropriation or unauthorized use of any person's trade secret. Datamatjc shall
indemnify and hoJd Purchaser hann!ess from all damages, costs, and expenses arising from such c1ai1l1s, provided that Purchaser notifies Datamatic
in writing within 10 days ITom the date such ciaim is asserted. Oatamatic shan have the sole right to control the defense, negotiations, settJement and
compromise of any such actior1. If the System andlor Software becomes, or in Datamatic's opinion is likely to become, the subject of such a claim,
Datamatic may, at its option, either (1) obtain for Purchaser the right to continue using such System and/or Software; (2) replace such System and/or
Software with a non-infringing System and/or Software; or (3) modify such System and/or Software to make it non-inmnging, so long as such
replacement or modification is functiona11y equivalent in capabiHty and performance to the then-existing System and/or Software. If Datamatic or
Purchaser ¡earns or shou1d have reasonably ¡earned that such an action has been filed or threatened against DataJ11atic or Purchaser, Datamatic or
Purchaser, as the case may be, shal1 notify the other party promptly in writing. Datamatic shall not be Jiable for, and Purchaser shaH indemnify
Dat,unatic against, damages arising from use of the System and/or Software by Purchaser more than 10 days after Purchaser has 1earned or been
notified of such a filed or threatened action. In no event shall Datamatic be liable for special, consequential or punitive damages arising from such a
filed or threatened action. The foregoing states the entire liability of Datamatic to Purchaser with respect to infringement of any patent or copyright
or any misappropriation or unauthorized use of another person's trade secret. Datamatic shaIJ not be 1iable to Purchaser if any ciaim of patent or
copyright infringement, or claim of misappropriation or unauthorized use of another person's trade secret, is based upon the use of the System and/or
Software, or any part of either, in connection with equipment or software not delivered or licensed by Datamatic, or in a manner for which the
System and/or Software or any part of either, has been modified by or for Purchaser. Purchaser agrees to indemnify DataJT1atic for damages, costs,
and expenses arising ITom a cJaim of patent or copyright infringement or misappropriation of trade secrets, which claim resuJts, in whole or in part,
ITom incorporation of Purchaser's designs, hardware, software, or specifications intO the System.
9.
TAXES, SHIPPING AND INSURANCE. Purchaser shaH pay aU taxes arising out of this Agreement, except for taxes levied upon the net income of
Datamatic. Purchaser agrees to provide an exemption certificate with this contract if Purchaser quaJifies as an exempt organization for state sales and
use tax purposes. Purchaser agrees to pay charges for shipping the equipment and materials described on Schedule A to Purchaser's premises.
Thereafter, the shipping party pays shipping charges. Purchaser agrees that no common carrier whose services are retained by Datamatic shaH be the
agent of Datamatic.
10.
RISK OF LOSS. Risk ofloss as to the System or any part thereofshaJJ pass to Purchaser upon delivery.
Purchaser shall be the responsibility of the Purchaser.
Damage to the system in the possession of
ARTICLE 2 - PAYMENT
I.
Purchaser shall pay Ðatamatic for the System, including training thereon, training manua1s, and shipping charges the sum of $ 57.615.00 . exclusive
of taxes. Payment sha1l be made as follows;
A.
One-half of the amount stated above shan be paid to Datamatic contemporaneously with the execution of this Agreement.
B.
The remaining one-half of the amount stated above sha11 be paid to Datamatic upon delivery of the equipment and software and compJetion of
training identified in Schedule A at Purchaser's premises and notification to Purchaser by Datamatic that the System or Software, as the case may be,
confonns to Specifications. Purchaser agrees that Datamatic may deliver some quantity of equipment Jess than that identified on Schedule A
provided that such lesser quantity of equipmem is sufficient for Datamatic to notify Purchaser of such confonnance. In which case and thereafter,
Purchaser agrees to pay. upon delivery, the remaining one-half of the amount due for any equipment delivered to Purchaser by Datamatic to
complete the deliveries of the tota} quantities of equipment described on Schedule A.
2.
MAINTENANCE. Purchaser agrees to pay a month]y maintenance charge for the maintenance services provided by Datamatic under this
Agreement fol1owing a one vear warrantY period. This warranty period is to begin upon delivery of the system. The first payment shaH be due on
the first day of the month following the one year anniversary of delivery of the completed System and shall contain the pro rata monthly amount due
from the date of the one year anniversary of delivery to the end of the month in which the one year anniversary of delivery occurs, plus the f0110wing
month payable in advance. Thereafter each monthly payment shal1 be due on the first day of each succeeding month payable in advance. The
monthly charge for the first£~y~J:y, two months following the one year anniversary of deliv~ shall be $ 374.69 . The monthly charge is subject to
change in the event Purchaser purchases additionaJ equipment and/or licenses additiona1 software, and also on the seventh anniversary date of
delivery and alJ subsequent anniversary dates of delivery of the completed System. bUt in no event shall the annua] percentage change in the 1110nthJy
charge exceed ten ( 0) percent.
3.
Any principa1 amounts payable hereunder that remain unpaid aher the due date shall be subject to a !ate charge equal to 1.5% per month ITom the
due date until such amount is paid.
ARTICLE 3 - HARDWARE
I.
PURCHASE. The System shall include the hardware and equipment identified in Scheduie A, included herein, and hereby incorporated by
reference, hereinafter referred to as "Hardware".
2
TITLE. Title to said Hardware ~ha]] transfer to Purchaser upon payment to Datamatic of the total surn set forth in Article 2, Paragraph].
ARTICLE 4 - SOFTWARE
J.
SPECIFICA TIONS. The system shall include software to meet the FunctionaJ Specifications appJicabJe at time of Agreement, hereinafter referred to
as "Software" or" Datamatic Software". A copy of the Functional Specifications is attached hercto as Exhibit 1.
2.
Oatarnatic SOFTWARE LICENSE GRANT. Datarnatic hereby grants to Licensee a nontransferab1e and nonexclusive license for the use and
possession of the Oatamatic Software in object code form only. Said license is granted under the tenllS and conditions set forth herein.
A. Licensee agrees that Datamatic retains ownership rights to the Oatamatic software, and that Licensee acquires no title to the Datamatíc Software, nor
any other interest in the Datamatic Software, other than the right to use and possess the Datamatic Software in accordance with the tenns and
conditions of this Agreement. AJ1 rights not explicitly granted to Licensee are retained by Datamatic. Licensee a!so agrees 110t to make any copies
or reproductions ofthe Datamatic Software other than one copy to be used by Licensee as a back-up for emergency situations.
B.
The Datamatic Software may be used only in connection with the ROADRUNNER units purchased from Datamatic under this Agreement or in the
future. Licensee may purchase additional ROADRUNNER units from Datamatic, and may use the Datamatic Software with such units.
C. The Datamatic Software on the DATA SWITCH is warranted by Datamatic to operate only on an IBM-compatible Personal Computer, In the event
Purchaser suppJies any Personal Computer other than an IBM-compatibJe as the DA T ASWlTCH, Oatamatic makes no representations as to System
perfonnance, and Purchaser agrees to make all payments to Datamatic in accordance with ARTICLE 2, Paragraph I.
D.
For the purpose of inspection to detennine Licensee's compliance with the tenns and conditions of this Agreement, Licensee hereby grams
Datamatic the right, during regular business hours, and in compliance with established security procedures to enter Licensee's premises where the
Datamatic Software is located
E.
Licensee shan not use the Datamatic Software in service bureau and/or timesharing operations. Licensee shaH only use the Datamatic Software to
perfonn Licensee's work; and Licensee shan nO! permit anyone but Licensee's employees to use the Datamatic Software.
F.
Licensee agrees that it shall not attempt to or actuaHy sen, give, ¡end, ¡ease, convey, transfer, license, subJease, provide, or in any other manner
transfer any of its rights in the Datarnatic Software, whether or not modified.
ARTICLE 5 - SYSTEM TRAINING
Datamatic shal1 provide Purchaser Six (6) days of System training at Purchaser's location. AJJ travel and living expenses are at Datamatic's expense.
ARTICLE 6 - WARRANTIES
I.
Datamatic warrants that the System on the date of delivery to Purchaser shal1 conform to the Functional Specifications. The exc1usive remedy for
breach of this warranty shall be repair or repJacernent as to nonconfonning hardware, at Datamatic's option; and the provision of confonning
software, as to nonconfoITl1ing software.
2.
DISCLAIMER OF WARRANTY AND LIMITATIONS OF REMEDIES. Purchaser understands and agrees as follows:
A.
THE EXPRESS WARRANTIES AS SET FORTH IN THIS AGREEMENT ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR
IMPLIED INCLUDING. WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE, AND ALL SUCH OTHER WARRANTIES ARE HEREBY DISCLAIMED AND EXCLUDED BY DA TAMA TIC.
B.
DATAMATIC SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY DELAY IN FURNISHING HARDWARE.
PRODUCTS, SERVICES, SOFTWARE OR ANY OTHER PERFORMANCE UNDER OR PURSUANT TO THIS AGREEMENT.
c.
DA T AMA TIC DOES NOT WARRANT THAT THE OPERATION OF FIREFLY'S WILL BE ERROR FREE.
D. THE SOLE AND EXCLUSIVE REMEDIES FOR BREACH OF ANY AND ALL WARRANTIES AND THE SOLE REMEDIES FOR
DATAMATIC'S LIABILITY OF ANY KIND (INCLUDING LIABILITY FOR NEGLIGENCE) WITH RESPECT TO THE SYSTEM,
HARDWARE, PRODUCTS. SERVICES AND SOFTWARE COVERED BY THIS AGREEMENT AND ALL PERFORMANCE BY
DA TAMA TIC UNDER OR PURSUANT TO THIS AGREEMENT. WILL BE LIMITED TO THE REMEDIES SET FORTH IN THIS ARTICLE
EXCEPT AS PROVIDED IN ARTICLE I. PARAGRAPH 8 (INFRINGEMENT).
E.
IN NO EVENT SHALL DATAMATIC'S LIABILITY OF ANY KIND INCLUDE ANY SPECIAL INCIDENTAL, CONSEQUENTIAL OR
PUNITIVE DAMAGES. EVEN IF DA TAMA TIC SHALL HA VE BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL LOSS OR
DAMAGE.
ARTICLE 7 - MAINTENANCE
Datamatic agrees to provide maintenance services on the System subject to the ten11S and conditions set forth herein and upon receipt of the monthly
maintenance charge as provided for in ARTICLE 2, Paragraph 2.
1.
DESCRIPTION. Telephone response time from Oatarnatic shall be within two hours of trouble call. The ROADRUNNER and all equipment
identified in Schedule A except DA T ASWrTCH, ProgrammingIProfiIing Units and FJREFL Y Meter Interface Units' are to be maintained at
Datamatic's headquarters on a best efforts basis.
2.
SCOPE. Datamatic shaJl keep the Hardware and the Datamatic Software in good working order. Maintenance services shan include:
A. Preventive Hardware maintenance as is generally provided by the equipment manufacturers.
B.
Software maintenance, including providing Purchaser with such revisions, updates and improvements in the Datamatic
generally makes available to licensees of the Datamatic Software; and
Software as Datamatic
c.
Remedia1 maintenance of both the Hardware and Datamatic Software.
3.
PERFORMANCE OF MAINTENANCE. Purchaser agrees that Datamatic may subcontract Hardware maintenance services under this Agreement.
4.
EXCLUSIONS. Maintenance services shall not include:
A. Repair of FIREFLY Meter Interface Units.
B.
Electrical work external to the Hardware or maintenance of accessories, alterations, attachments or other devices not furnished by Datamatic;
c.
Repair of damage or increa..,>e in service time caused by accident, transportation, negJect or misuse and alterations (which sha]] incJude, but not be
limited to, any deviation from circuit or structuraJ machine design as provided by Datamatic);
D.
Repair of damage or increase in service time attributable to the use of the Hardware for other than data processing purposes for which designed;
E.
Furnishing platens, batteries, suppJies or accessories; painting or refinishing the machines Of furnishing materia] therefore; making specification
changes or perfonning services connected with reJocation of machines; or adding or removing accessories, attachments or other devices.
ARTICLE 8 - TERMINATION
1.
In the event Purchaser fails to perfonn any non-1l1onetm)' obligation in accordance with the terms and conditions of this Agreement and Datamatîc
notifies Purchaser in writing of the details of said failure of perfonnance, then Datamatic may, at its option, terminate this Agreement if Purchaser
faiJs to cure said deficiencies in perfonnance within ten (10) days of its receipt of said nOtice.
2.
Licensee may tenninate its license of the Datamatic Software upon sixty (60) days written notice to Datamatic.
3.
In the event either party tenninates this Agreement or the license of Datamatic Software, or should Purchaser fail to make any monthly payment for
maintenance, aH Jicenses granted under this Agreement shall be terminated, and Purchaser shall, within fifteen days following such tennination,
return to Datamatic the Datamatic Software in whatever fonn retained, and an copies of Datamatic Software documentation. Purchaser shaJJ certitY
in writing to Datamatic that Purchaser has so returned the Datamatic Software documentation to Datamatic.
DATAMATIC.COM. LTD
CITY OF SANTA ANA
BY:
Philip J. Masters
TfTLE:
::,. ~ iil
---I /1 -t/A ~ .
." / ~ SIG ATURE
//
Financial Officer
~/
QUANTITY
260
SCHEDULE A
HARDWARE, SOFTWARE, AND TRAINING SCHEDULE
DESCRIPTION
ROADRUNNER X7 Handheld Computer (2MB) with FIRER Y RF
3.950.00
Communication/Chanrin2 Cradle
585.00
ROADRUNNER MohiIe Vehicle. Based RF Receiving Unit
19.995.00
Programming/Profilin¡z Unit ~ Water/Gas with Cable
450.00
FIREFLY Meter Interface Unit with Sensor
23.140.00
RouteST AR MVP Route Management Software
4.995.00
UP to 6 Davs On-Site Training
4.500.00
, ,
to
EXHIBIT B
ADDITIONAL INSURED ENDORSEMENT
FOR COMMERCIAL GENERAL LIABILITY POLICY
Insurance Company
This endorsement modifies such insurance as is afforded by the provisions of Policy
# relating to the following:
I. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 9270 I; its
officers, employees, agents, volunteers and representatives are named as additional insureds
("additional insureds") with regard to liability and defense of suits arising from the operations
and uses performed by or on behalf of the named insured.
2. With respect to claims arising out of the operations and uses performed by or on
behalf of the named insured, such insurance as is afforded by this policy is primary and is not
additional to or contributing with any other insurance carried by or for the benefit of the
additional insureds.
3. This insurance applies separately to each insured against whom claim is made or
suit is brought except with respect to the company's limits of liability. The inclusion of any
person or organization as an insured shall not affect any right which such person or organization
would have as a claimant if not so included.
4. With respect to the additional insureds, this insurance shall not be cancelled, or
materially reduced in coverage or limits except after thirty (30) days written notice has been
given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 9270 I.
(Completion of the following, including countersignature, is required to make this endorsement
effective.)
Effective
Policy #
Issued to
, this endorsement form as a part of
Named Insured
Countersigned by
Authorized Representative
ACORD. CERTIFICATE OF LIABILITY INSURANCI;AT~~¿~ S~ DATE (MM/ODlYY)
02/10/04
PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
Horizons Insurance Group, Inc. HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
9101 LBJ treeway, Suite 300 ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Dallas~X 75243-2057 INSURERS AFFORDING COVERAGE
Phone: 972-231-3600 Fax: 972-231-3306
INSURED INSURER A Travelers Property Casualty
INSURER B: Travelers Indemnity Co of CT
Datamatic, LTD. INSURER c:
Phil
P.O. Box 940641 INSURER 0:
Plano TX 75094
INSURER E:
COVERAGES
THE POLICIES OF INSURANCE LISTED BE:LOW HAVE BeEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
LTR
TYPE OF INSURANCE
GENERAL LIABILITY
POLICY NUMBER
DATE MMlDDIYV DATE MMfDDIYY LIMITS
EACH OCCURRENCE , 1000000
02/11/04 02/11/05 FIRE DAMAGE (Anyone fire) '300000
MED EXP (Anyone person) '5000
PERSONAl & ADV INJURY '1000000
GENERAL AGGREGATE , 2000000
PRODUCTS-COM~OPAGG '2000000
COMBINED SINGLE LIMIT , 1000000
02/11/04 02/11/05 (Eaaccìdenl)
BODilY INJURY ,
(Per person)
BODilY INJURY ,
(Per accident)
PROPERTY DAMAGE ,
(Peraccidenl)
AUTO ONLY. fA ACCIDENT ,
OTHER THAN EAACC ,
AUTO ONLY: AGG ,
EACH OCCURRENCE , 5000000
02/11/04 02/11/05 AGGRE:GATE , 5000000
,
,
,
ER
,
E.L. DISEASE - fA EMPLOYEE $
E,L DISEASE - POLICY LIMIT ,
A
X COMMERCiAl GENERAL LIABILITY
CLAIMS MADE [iJ OCCUR
PACP5111A894
LOC
B
X ANY AUTO
ALL OWNED AUTOS
CAP4756A94A
SCHEDULED AUTOS
X HIRED AUTOS
X NON-OWNED AUTOS
GARAGE LIABILITY
ANY AUTO
EXCESS LIABILITY
B X OCCUR 0 CLAIMS MADE
CUP5987Wl82
DEDUCTIBLE
X RETENTION
,5000
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
OTHER
DESCRIPTION OF OPERATlONSlLOCATIONSNEHICLES/EXCLUSIONS ADDED BY E I:)() EllEN SPECIAL PR,
IONS
CERTIFICATE HOLDER
CITYOFS
CANCELLATION
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WIll ENDEAVOR TO MAIL ..3..0..- DAYS WRlTIEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHAll
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR
REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
PORA TION 1988
Y ADDITIONAL INSURED; INSURER LETIER:
City of Santa Ana, California
Attn: Thom Coughran
20 Civic Center Plaza
Santa Ana CA 92702
ACORD 25-S (7/97)
þJY
-
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED. the policy(les) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s}.
If SUBROGATION IS WAIVED. subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 25-5 (7/97)
NOTEPAD:
DATA-01
OP ID SN
INSURED'S NAME Datama tic, LTD.
If policies listed on this certificate include a Blanket
Additional.Insured Endorsement and/or a Blanket Waiver of
Subrogatibn Endorsement, please note that these coverages
only apply when there is a written contract that requires
this coverage between the named insured and the certificate
holder.
TEXAS SURPLUS LINES GUARANTY STAMP
If any of the policies listed on this certificate are with
surplus carriers, then the following statement applies: The
insurance coverages shown are with an insurer not licensed to
transact insurance in this state and are issued and delivered
as a surplus lines coverage pursuant to the Texas insurance
statutes. The State Board of Insurance does not audit the finances
or review the solvency of the surplus lines insurer providing
this coverage, and this insurer is not a member of the property
and casualty insurance guaranty association created under
Article 21.28-C, Insurance Code. Article 1.14-2, Insurance Code,
requires payment of 4.85 percent tax on gross premium.
PAGE 3
DATE 02/10/04
PRODUCER
AON RISK SERVICES, INC. OF FLORIDA
1001 BRICKELL BAY DRIVE, SUITE #1100
MIAMI, FL 33131-4937
800-743-8130
Serial # A 14403
DATE (MMfDDNY)
03/04/2004
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
COMPANIES AFFORDING COVERAGE
AMERICAN HOME ASSURANCE COMPANY
ACORD"
CERTIFICATE OF LIABILITY INSURANCE
COMPANY
A
INSURED
ADP TOTALSOURCE. INC.
10200 SUNSET DRIVE
MIAMI, FL 33173
'ALTERNATE EMPLOYER.
DATAMATlC, LTD.
COMPANY
B
COMPANY
C
COMPANY
. 0
THIS IS TO THE OF LISTED BELOW THE INSURED THE POLICY
INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED B Y THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES, LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
POLICY EFFECTIVE 'I: POLICY EXPIRATION
DATE (MMIDDNY) DATE (MMIDDNY)
TYPE OF INSURANCE
POLICY NUMBER
LIMITS
CO
LTR
GENERAL LIABILITY
COMMERCIAL GENERAl LIABILITY
. CLAIMS MADE I
OCCUR
GENERAL AGGREGATE $
PRODUCTS - COMPIOP AGG $
PERSONAL & ADV INJURY $
EACH OCCURRENCE $
FIRE DAMAGE (Any one fire) $
MED EXP (Any ooe person) $
OWNER'S & CONTRACTOR'S PROT
AUTOMOBilE LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON-OWNED AUTOS
COMBINED SINGLE LIMIT
$
BODILY INJURY
(Per person)
$
BODILY INJURY
(Per accident}
.
, PROPERTY DAMAGE
.
GARAGE LIABILITY
ANY AUTO
~ AUTO ONLY - EA ACCIDENT
OTHER THAN AUTO ONLY'
$
EACH ACCIDENT $
AGGREGATE $
EXCESS lIABllIrf
UMBRELLA FORM
OTHER THAN UMBRELLA FORM
EACH OC: 'URRENCE
AGGREGATE
:.
,
$
$
WORKER'S COMPENSATION AND
A EMPLOYERS' LIABILITY
RMWC 3476336
06/30/2003
06/30/2004
X Ih'CGTATU-
! TORY LIMITS -
I EL EACH ACCIDENT
OTH-
ER
.
1,000.000
1.000.000
1,000.000
THE PROPRIETOR!
PARTNERSJEXECUTIVE
OFFICERS ARE.
, INCl
,
i EXCL
EL DISEASE" POLICY LIMIT 1$
EL DISEASE - EA EMPLOYEE! $
OTHER
~CUM
DESCRIPTION Of OPERATIONSlLOCATIONSNEHICLESlSPEClAL ITEMS
ALL EMPLOYEES WORKING FOR THE ABOVE NAMED 'cL1ENT COMþANY, PAID UNDER ADP TOTALSOURCE, INC.'S PAYROLL, WILL BE COVERED
UNDER THE ABOVE STATED POLICY. 'THE ABOVE NAMED CLIENT IS AN ALTERNATE EMPLOYER UNDER THIS POLICY
TX
CITY OF SANTA ANA
ATTN: THOM COUCHRAN
P.O. BOX 1988
SANTA ANA. CA 92702
11 ¡;:
SHOULD Af'olY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
30 DAYS WRlTIEN NOTICE TO THE CERTIACATE HOLDER NAMED TO THE LEFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES.
AUTH~EDREPRESENTAT1VE
~~~~~~
~}-
PRODUCER
AON RISK SERVICES, INC. OF FLORIDA
1001 BRICKELL BAY DRIVE, SUITE #1100
MIAMI, FL 33131-4937
800-743-8130
Serial # A14403
DATE (MM/DDNY)
06/07/2004
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
COMPANIES AFFORDING COVERAGE
AMERICAN HOME ASSURANCE COMPANY
COMPANY
A
INSURED
ADP TOTALSOURCE, INC.
10200 SUNSET DRIVE
MIAMI, FL 33173
*AL TERNA TE EMPLOYER:
DATAMATIC, LTD,
COMPANY
B
tJ - ~l.\ - 0'1.5
COMPANY
C
COMPANY
0
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICiES DESCRIBED HEREIN is SUBJECT TO ALL THE TERMS.
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
CO POLICY EFFECTIVE POLICY EXPIRATION LIMITS
LTR TYPE OF INSURANCE POLICY NUMBER DATE (MM/DDIYY) DATE (MM/DDIYY)
GENERAL UABILlTY GENERAL AGGREGATE $
COMMERCIAL GENERAL LIABILITY PRODUCTS - COMP/OP AGG $
CLAIMS MADE OCCUR PERSONAL & ADV INJURY $
OWNER'S & CONTRACTOR'S PROT EACH OCCURRENCE $
FIRE DAMAGE (Anyone fire) $
MED EXP (Anyone person)
AUTOMOBILE LIABILITY
COMBINED SINGLE LIMIT $
ANY AUTO
ALL OWNED AUTOS BODILY INJURY $
SCHEDULED AUTOS (Per person)
HIRED AUTOS BODILY INJURY
$
NON-OWNED AUTOS (Per accident)
PROPERTY DAMAGE $
GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $
ANY AUTO OTHER THAN AUTO ONLY
EACH ACCIDENT $
AGGREGATE $
EXCESS LIABILITY EACH OCCURRENCE $
UMBRELLA FORM AGGREGATE $
OTHER THAN UMBRELLA FORM $
RMWC 3476336 06/30/2004 07/01/2005 X WC STATU- OTH.
WORKER'S COMPENSATION AND TORY LIMITS ER
A EMPLOYERS' LIABILITY EL EACH ACCIDENT $ 1,000,000
THE PROPRIETORI INCL EL DISEASE - POLICY LIMIT $ 1,000,000
PARTNERSlEXECUTIVE
OFFICERS ARE. EXCL EL DISEASE - EA EMPLOYEE $ 1,000,000
OTHER
DESCRIPTION OF OPERA TlONS/LOCA TlONSNEHICLES/SPECIAL ITEMS
ALL EMPLOYEES WORKING FOR THE ABOVE NAMED CLIENT COMPANY, PAID UNDER ADP TOTALSOURCE, INC.'S PAYROLL, WILL BE COVERED
UNDER THE ABOVE STATED POLICY. *THE ABOVE NAMED CLIENT IS AN ALTERNATE EMPLOYER UNDER THIS POLICY.
TX
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
BUT FAiLURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KIND UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES.
AUTH~ED REPRESENTATIVE
~i:2~=--=" ~~
CITY OF SANTA ANA
ATTN: THOM COUCHRAN
P.O. BOX 1988
SANTA ANA, CA 92702
I ACORD-
CERTIFICATE OF LIABILITY INSURANCE
OPID J
DATA-01 02 10 05
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
PRODUCER
Compass Insurance Agency, Inc.
Horizons Division
9101 LBJ Freeway, Suite 300
Dallas TX 75243-2057
Phone: 972-231-3600 Fax:972-231-3306
INSURED
Datamatici LTD.
Attn: Phi
P.O. Box 940641
Plano TX 75094
¡J- ;}oo 1-0 :;<,,5
INSURERS AFFORDING COVERAGE
INSURER A: Chubb Group
INSURER B:
NAIC#
INSURER c:
INSURER D:
INSURER E'
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABove FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO W'HICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS
I~~~ ~~~ TYPE OF INSURANCE POLICY NUMBER PD~~~1J~rJó'tW;E PM¡~I.,;EY MMIDDIYY LIMITS
GENERAL LIABILITY EACH OCCURRENCE , 1000000
c- 501120 02/11/05 02/11/06 PREMæEs (E~~d~~nce) , 300000
A X COMMERCIAL GENERAL LIABILITY
I I CLAIMS MADE ŒJ OCCUR MED EXP (Anyone person) '5000
PERSONAL & ADV INJURY , 1000000
GENERAL AGGREGATE ,2000000
~'" AGGREGATE LIMIT APPLIES PER PRODUCTS-COMP/OPAGG I $ 2000i!.Oq-~
,nPRO- n
POLICY JECT LOC
~TOMOBILE LIABILITY COMBINED SINGLE LIMIT , 1000000
A ~ ANY AUTO 501120 02/11/05 02/11/06 (Eaeccident)
--- I
ALL OWNED AUTOS BODILY INJURY
- I'
SCHEDULED AUTOS (Per person)
- --
~ HIRED AUTOS BODILY 1NJURY
,
~ NON-OWNED AUTOS (Pereccidenl)
PROPERTY DAMAGE ,
(Per accident}
GARAGE LIABILITY AUTO ONLY - EA ACCIDENT ,
~ ANY AUTO ! ,.-....--
¡ OTHER THAN EA ACC , - -----
; AUTO ONLY: AGG ,
EXCESSfUMBRELLA LIABILITY EACH OCCURRENCE ,5000000
A Ð OCCUR D CLAIMS MADE 501120 02/11/05 02/11/06 AGGREGATE , 5000000
-
,
~ ~EDUCTlBlE ! ;$
X RETENTION '5000 ,
WORKERS COMPENSATION AND ,\PPROVElJ f S TO FOR M ITOv~Y~~I~~~S I IV~~~ -
EMPLOYERS' LIABILITY
ANY PROPRIETOR/PARTNER/EXECUTIVE /1LL EL EACH ACCIDENT ,
OFFICER/MEMBER EXCLUDED? tiel ;_.EL DISEASE - EA EMP~~ -'-
~PË(;I~tS~~~v~s?å~s below ------
I E.L DISEASE - POLICY LIMIT ,
laTHER .adra Sti }í"hCCÖY
! ,:,!S[<.mt Ci & Attorney
i
DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
Certificate holder is named as additional insured in regards to the general
liability policy. FX#712-647-3345
CERTIFICATE HOLDER
CANCELLATION
CITYOFS
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL ~ DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER,ITS AGENTS OR
City of Santa Ana
Thorn Coughran
PO Box 1988
Santa Ana CA 92702
ACORD 25 (2001/08)
I
.
~
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED. the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the poiicy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend. extend or alter the coverage afforded by the policies listed thereon.
APPROVED AS TO FORM
y-¿/
Laura Stitt Sheedy
Assistant City Attornev
ACORD 25 (2001/08)
A QORDm CERTIFICATE OF LlA
DATE (MMIDDNY)
06/22/2005
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
COMPANIES AFFORDING COVERAGE
AMERICAN HOME ASSURANCE COMPANY
PRODUCER Serial # A14403
AON RISK SERVICES, INC. OF FLORIDA
1001 BRICKELL BAY DRIVE, SUITE #1100
MIAMI, FL 33131.4937
800-743-8130
ADP TOTALSOURCE NH XXVIII,
10200 SUNSET DRIVE
MIAMI. FL 33173
'ALTERNATE EMPLOYER:
DATAMATIC, LTD.
-- ---- --~
INC, N--;juo1-C,).5 I
10' ,:;i[,[yl-O,}.6 '01
I
,
COMPANY
A
INSURED
COMPANY
B
COMPANY
C
COMPANY
o
IS CERTIFY THAT THE POLICIES HAVE BEEN ABOVE
INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED B Y THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS,
-~ I TYPE OF INSURANCE - r POLICY NUMBER r~~~~~~:~~i)E I-~~~~~~~~~iivi~ 1- LIMITS
I GENERAL LIABILITY ' IGEN~~_~~~_GREG~TE ,___ ,I_~_
~1~:~:LM:"DN:"2J^:~::R I I:EA:~C~H~OCI_~:C-~U;R~R-~E--~N.C;E~;0.::, -=
!~ER'S & CON"TRACTOR'S PR01 I t --j
rl ~~- \ ~:~~~i:::::;~:,:"=t: -
I AUTOMOBILE LIABILITY
I~ ANY AUTO COMBINED SINGLE LIMIT $
d ALL OWNED AUTOS BODILY INJURY $
'8' 'SCHEDULED AUTOS (Per person)
HIRED AUTOS BODILY INJURY $
NON-OWNED AUTOS (Per accident)
i PROPERTY DAMAGE
n.' GARAGE LIABILITY I"UT(}ONLY-EAAC~I~ENT " $
ANY AUTO I, OT~~~ n;~~Ul-; ()~~:- +-
r=-- -~-__~"C~9C;;;~NT ,~
AGGREGATE $
~CESS LIABILITY EACH OCCURRENCE _ ~.!.._
U UMBRELLA FORM I~~~EGA~E _=-- ','
OTHER THAN UMBRELLA FORM
I X I we STATU. 'OTH_
A I~~:~~~~~~L~::I~;~TIONAND ,we 5230038 1 07/01/2005 I 07/01/2006 ~?~~Y;~~!;E\'~ L!'~__'$__
~:~~~{,~~~~"" n;x~~ \Fl'RUViclJ AS ro FORM 1:~:::t~~:Lt:p~i:E 1:-
1,000,000
---,- - ----
1,000,000
1j)00~000
OTHER
. //
<'j
)/l
IUfa
I,
/.
Stia . 'ceJy
,j\UliH Cit
DESCRIPTION OF OF'ERATIONSlLOCATlONSlVEHICLESlSPECIAL ITEMS
ALL EMPLOYEES WORKING FOR THE ABOVE NAMED CLIENT COMPANY, PAID UNDER ADP TOTALSOURCE. INC:S PAYROLL. WILL BE COVERED UNDER
THE ABOVE STATED POLICY 'THE ABOVE NAMED CLIENT IS AN ALTERNATE EMPLOYER UNDER THIS POLICY,
'"
CITY OF SANTA ANA
ATTN: THOM COUCH RAN
P.O. BOX 1988
SANTA ANA. CA 92702
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING COMPANY WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE l.EFT,
BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY
OF ANY KINO UPON THE COMPANY, ITS AGENTS OR REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE