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Home My WebLink About25E - AGMT - WEB-SITE AND PROMO COMMUNICATIONSREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCx 2, 2009 TITLE: AGREEMENT WITH WESTBOUND COMMUNICATIONS FOR WEB-SITE AND PROMOTIONAI~ COMMUNICATIONS SERVICES FOR READY OC CITY A G R RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ^ As Recommended ^ As Amended ^ Ordinance on 1S` Reading ^ Ordinance on 2"d Reading ^ Implementing Resolution ^ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute the attached agreement with Westbound Communications, subject to non- substantive changes approved by the City Manager and City Attorney. Westbound will provide web-site and promotional communications services for ReadyOC (administered through the City of Santa Ana) that support web site and promotional needs for the Emergency Preparedness Campaign and for the primary benefit of the Anaheim/Santa Ana Urban Area. These services will be provided for an amount not to exceed $220,000. DISCUSSION The United States Department of Homeland Security, Office of Grants and Training has developed the Urban Areas Security Initiative (UASI) funding program. UASI provides funds to local emergency first responders to enhance security and overall preparedness to prevent, respond to, and recover from acts of terrorism. The grant specifically provides funding for anti-terrorism equipment, planning, training, and exercises. Santa Ana has been designated as an Urban Area Core City for the fifth year. The City of Santa Ana has fiscal responsibility for the FY07 UASI grant for the Santa Ana / Anaheim Urban Area which encompasses the 34 jurisdictions in Orange County. The Santa Ana Police Department accepted the winning bid submitted by Westbound Communications and will enter into an agreement to provide various web based and communication services. With oversight by the Santa Ana Police Department Homeland Security Division, Westbound will revise, improve, and expand the current ReadyOC web site. Westbound Communications will plan malti-media events over the 3-year contract period to encourage Orange County residents to become pro-active and involved within their respective communities. 25E-1 Agreement with Westbound Communications March 2, 2009 Page 2 FISCAL IMPACT Funds are available in the FY 2007 UASI Grant fund account (no.125-337- 6291) . APPROVED AS TO FUNDS AND ACCOUNTS: ,~ Paul M. Walters Chief of Police Police Department Francisco Gutierrez ~~ Executive Director Finance & Mgmt. Services Agency 25E-2 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this 2°d day of March, 2009 by and between Westbound Communications, Inc. (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"). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of professional Web site and promotional communications services. B. City, acting through the Santa Ana Police Department in its capacity as the Core City for the Santa Ana Urban Area under the FY07 Urban Areas Security Initiative, has applied for, received and accepted a grant from the federal Department of Homeland Security, Office of Domestic Preparedness, through the State of California, Office of Homeland Security, to enhance countywide emergency preparedness, hereinafter referred to as "the Grant. 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: SCOPE OF SERVICES Consultant shall perform web site building and hosting services, as well as promotional services for the ReadyOC (ROC) Emergency Preparedness Campaign, as set forth in Exhibit A attached to this Agreement. 2. COPYRIGHT Except as otherwise provided in the terms and conditions of this agreement, Consultant may copyright any books, publications or other copyrightable materials developed in the course of or under this agreement. However, the federal awarding agency, State Administrative Agency (SAA) and City reserve aroyalty-free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: 25E-3 (1) the copyright in any work developed through this agreement; and (2) any rights of copyright to which the subcontractor purchases ownership with support through this grant. The federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall not exceed $220,000.00 during the term of this Agreement. b. Out of pocket expenses, including mileage, copies and phone, will be billed separately on the first of each month, for the preceding month. Expenses that individually exceed $500, or aggregate $1,000 in any one month, will require prior written approval of City. c. 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. 4. TERM This Agreement shall commence on the date first written above and terminate on completion of all training pursuant to this Agreement, unless terminated earlier in accordance with Section 13, below. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the 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. 6. INSURANCE 25E-4 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 insureds) 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 from 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 therefrom, and property damage, in the total amount of $1,000,000 per occurrence, $2,000,000.00 general aggregate. 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. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non-owned automobiles. c. 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. d. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. 25E-5 (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) 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, ten (10) days notice if cancellation is due to non payment of premium. e. 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. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability 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, to the extent the same are due to their negligence or other wrongful conduct. 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 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. 8. 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 of the 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 25E-6 disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. 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. 10. 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 of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Fax (714) 647-6956 With courtesy copies to: Chief of Police City of Santa Ana 60 Civic Center Plaza (M-97) P.O. Box 1981 Santa Ana, California 92702 Fax (714) 245-8007 and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 647-6515 To Consultant: Westbound Communications Rick Miltenberger 625 The City Drive, Suite 360 Orange, California 92868 Fax 714-663-8181 A party may change its address by giving notice in writing to the other party. Thereafter, communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been 25E-7 deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, 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 frames, weekends, federal, state, County or City holidays shall be excluded. 11. 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. 12. 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. 13. TERMINATION This Agreement maybe terminated by either party 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. 14. DISCRIMINATION 25E-8 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. 15. JURISDICTION -VENUE 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. 16. 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 its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. CONSULTANT CERTIFICATIONS a. Audit Records -With respect to all matters covered by this agreement all records shall be made available for audit and inspection by the City, the grant agency and/or their duly authorized representatives for a period of three (3) years from the termination of this Agreement. For a period of three years after final delivery hereunder or until all claims related to this Agreement are finally settled, whichever is later, Consultant shall preserve and maintain all documents, papers and records relevant to the services provided in accordance with this Agreement, including the Attachments hereto. For the same time period, Consultant shall make said documents, papers and records available to City and the agency from which City received grant funds or their duly authorized representative(s), for examination, copying, or mechanical reproduction on or off the premises of Consultant, upon request during usual working hours. b. Consultant shall provide to City all records and information requested by City for inclusion in quarterly reports and such other reports or records as City may be required to provide to the agency from which City received grant funds or other persons or agencies. c. Section 504 of the Rehabilitation Act of 1973 (Handicapped -All recipients of federal funds must comply with Section 504 of the Rehabilitation Act of 1973 (The Act). Therefore, the federal funds recipient pursuant to the requirements of The Act hereby gives assurance that no otherwise qualified handicapped person shall, solely by reason of handicap be excluded from the participation in, be denied the benefits of or be subject to discrimination, including discrimination in employment, in any program or activity that receives or benefits from 25E-9 federal financial assistance. The Consultant agrees it will ensure that requirements of The Act shall be included in the agreements with and be binding on all of its contractors, subcontractors, assignees or successors. d. Americans with Disabilities Act of 1990 - (ADA) Consultant must comply with all requirements of the Americans with Disabilities Act of 1990 (ADA), as applicable. e. Political Activity -None of the funds, materials, property, or services provided directly or indirectly under this agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office, or otherwise in violation of the provisions of the "Hatch Act". f.. Civil Rights Compliance and Notification of Findings -Consultant will comply, and all its contractors (or subrecipients) will comply, with the nondiscrimination requirements of the Omnibus Crime Control and Safe Streets Act of 1968, as amended, 42 USC 3789 (d), or Victims of Crime Act (as appropriate); Title VI of the Civil Rights At of 1964, as amended; Section 504 of the Rehabilitation Act of 1964, as amended; Subtitle A, Title II of the Americans with Disabilities Act (ADA) (1990); Title IX of the Education Amendments of 1972; the Age Discrimination Act of 1975; Department of Justice Non-Discrimination Regulations, 28 CFR Part 42, Subparts C, D, E, and G; and Department of Justice regulations on disability discrimination, 28 CFR Part 35 and 39. In the event a Federal or State court, Federal or State administrative agency, or the Consultant makes a finding of discrimination after a due process hearing on the grounds of race, color, religion, national origin, sex, or disability against a recipient of funds, the Consultant will forward a copy of the findings to the City which will, in turn, submit the findings to the Office of Civil Rights, Office of Justice Programs, U.S. Department of Justice. 18. 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 indemnify 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. ATTEST: PATRICIA E. HEALY CITY OF SANTA ANA DAVID N. REAM 25E-10 Clerk of the Council APPROVED AS TO FORM: JOSEPH W.FLETCHER City Attorney By: Laura Sheedy Assistant City Attorney City Manager WESTBOUND COMMUNICATIONS, INC. RICK MILTENBERGER Senior Vice President Tax ID# 25E-11 EXHIBIT A STATEMENT OF WORK 25E-12 TABLE OF CONTENTS Task 1 : Project Initiation ..................................................................................................................... Task 1-A: Finalize Hardware Requirements and Conduct Site Survey/Preparation ........................ Task 1-B: Develop Project Schedule ..................................................................................................... Task 1-C: Design Documentation .......................................................................................................... Task 1-D: Update Web Site Design, Implement Alterations and Install .......................................... Task 1-E: ReadyOC Site Testing ..................................................................................... ....................... Task 1-F: ReadyOC Site Launch ............................................................................................................ Task 2 : Marketing Plan ........................................................................................................................ Task 3 : Design, Approval and Printing of Collateral Marketing Materials .................................... Task 4 : ReadyOC Site Optimization, Expansion and Maintenance ................................................ Task 5 : Advertising and Event Marketing ........................................................................................ Task 6 : Publicity ................................................................................................................................... Task 7 : ReadyOC Phase 1 Completion .............................................................................................. .15 .......... 17 .......... 18 .......... 19 .......... 20 .......... 21 .......... 22 .......... 23 .......... 24 .......... 25 .......... 26 .......... 27 .......... 28 25E-13 EXHIBIT A STATEMENT OF WORK General Information: The following Statement of Work (SOW) defines the principal activities and responsibilities of all parties for professional web site and promotional communications services to support the ReadyOC (hereinafter ROC) Emergency Preparedness Campaign. This scope of work shall stand as an agreement between the City of Santa Ana (hereinafter Santa Ana) and Westbound Communications Inc. (hereinafter WBC). WBC will supply the following services: o ROC Web Site Alterations o Design and Launch Services o Site Capability Expansion o Site Optimization and Maintenance o Marketing and Advertising for ROC Program o Establishment of a Marketing Plan o Design and Printing of Collateral Materials o Advertising Services o Event Marketing o Publicity Services o Project Administration Services Software versions will be defined as the most current version at time of installation. No deviation of this SOW will be allowed without written consent from the Santa Ana Project Manager. Nevertheless, Santa Ana recognizes that projects of this magnitude will likely encounter various unforeseeable events that may cause tasks to overlap or change, and such change will be permissible with the approval of Santa Ana Project Manager. This SOW is contingent upon both WBC and Santa Ana fulfilling their respective responsibilities as defined in the Agreement and within this document. Attachments The following attachments are included with this SOW: 25E-14 Attachment A-1 Marketing Plan Attachment A-2 Project Change Order Attachment A-3 Project Schedule Attachment A-4 Design Documentation Attachment A-5 Milestone Payment Schedule 25E-15 General Project Management Responsibilities Project management occurs throughout the project and is involved in every task. The overall project management activities are listed here for reference. Westbound Responsibilities: a. Maintain project communications with Santa Ana's Project Manager. b. Manage the efforts of the Westbound staff and coordinate Westbound activities with the Santa Ana Project Manager. c. Conduct on site status meetings with Santa Ana's Project Manager on a monthly basis, or when reasonably required at the discretion of Santa Ana to discuss project status. d. Provide timely responses, within ten (10) business days, to issues raised by Santa Ana's Project Manager. e. Prepare and submit, no later than the fifth business day of each month, a status report that includes: the accomplishments of the previous month, activities planned for the current month and any update to the project schedule. f. Prepare and submit project Change Proposals to Santa Ana's Project Manager as necessary. g. Prepare and submit Task Completion Letter(s) to Santa Ana's Project Manager as necessary. Santa Ana Responsibilities: a. Maintain project communications with the Westbound Project Manager. b. Manage the efforts of ReadyOC involved staff and coordinate ReadyOC activities with the Westbound Project Manager. c. The Project Manager must ensure that their personnel have ample time, resources, and expertise to carry out their respective tasks and responsibilities. d. The Project Manager or his designee will participate in the status meeting with the Westbound Project Manager on a monthly basis or as may otherwise be reasonably required to discuss project status. e. Provide timely responses, within ten (10) business days, to issues raised by the Westbound Project Manager. f. Liaison with all Santa Ana-provided third-party vendors and associated systems. g. Ensure acceptable Change Orders are approved by authorized signature(s). h. Ensure acceptable Task Completion Letter(s) are approved by the Project Manager or his designee. i. Ensure timely payment of invoices. j. Ensure Westbound access to server and network equipment and work areas on a 24x7 basis, with pre-authorization for off-hours. k. Provide workspace for Westbound personnel as reasonably requested. 25E-16 SOW Format: Each task includes the following: Title, Objective, Task Description, Responsibilities and Completion Criteria. The tasks are depicted on the project schedule. All parties recognize that the SOW is not formatted chronologically with contractual obligations defaulting to Project Schedule unless otherwise noted. Task 1: Proiect Initiation Objective: Establish project schedules and procedures. Task Description: The project will be initiated with a Project Initiation including all key Santa Ana and Westbound project participants. The objectives of this first multi-day task are: 1. To introduce all project participants 2. Review roles of key participants 3. Establish a clear chain of communication and authority 4. Establish a project action item log process 5. Review overall project scope and objectives 6. Review resource and scheduling requirements 7. Finalize Hardware Requirements and conduct site survey/preparation 8. Develop project schedule Responsibilities: Westbound shall: a. Designate a Project Manager who will direct Westbound's efforts and serve as the primary point of contact for Santa Ana. The responsibilities of the Westbound Project Manager include: 1. Maintain project communications with Santa Ana's Project Manager. 2. Manage the efforts of Westbound staff and coordinate Westbound activities with Santa Ana's project team members. 3. Measure, evaluate and report the progress against the Project Schedule, to be developed. 25E-17 4. Resolve deviations from the Project Schedule. 5. Monitor the project to ensure that support resources are available as scheduled and as identified in the Agreement. 6. Coordinate and oversee the installation of all Westbound activities. 7. Review and administer change control procedures through Santa Ana's Project Manager, whereby Santa Ana's requested change and associated payment schedule is described in a Standard Change and Approval Letter commonly referenced as a "Project Change Order", issued by the Westbound Project Manager. 8. Conduct on-site status meetings with Santa Ana's Project Manager on a monthly basis, or as may otherwise be reasonably required to discuss project status. Westbound must make themselves available for monthly on-site meetings, recognizing that Santa Ana may waive their right to hold an on-site meeting if conditions warcant. 9. Provide timely responses to issues related to project progress raised by Santa Ana's Project Manager. 10. Prepare and submit, no later than the fifth business day of each month, a status report that identifies the activities of the previous month, as well as activities planned for the current month, including an updated Project Schedule. b. Establish a schedule, location and agenda to meet with Santa Ana personnel for the requirements validation meetings related to the overall project. c. Work with Santa Ana personnel in designing and approving of the format of an action item log to be used in conjunction with the Project Schedule. The purpose of the log is to identify outstanding issues, provide continual status updates on specific tasks and to identify responsibilities of the parties. Santa Ana shall: a. Designate a Project Manager whose responsibilities include: 1. Maintain project communications with Westbound's Project Manager. 2. Identify the efforts required of Santa Ana staff to meet Santa Ana's task requirements and milestones in the Statement of Work and Project Schedule. 3. Assist Westbound in developing a detailed Project Schedule defining the detailed tasks and a schedule of Westbound and Santa Ana responsibilities. 4. Review the Project Schedule with Westbound's Project Manager. 5. Monitor the project to insure that support resources are available as scheduled. 6. Attend status meetings with Westbound's Project Manager. 7. Provide timely responses to issues related to project progress raised in writing by Westbound's Project Manager. 8. Liaison and coordinate with other ReadyOC partners, other governmental agencies, contractors and common carriers. 9. Review and administer change control procedures, hardware and software certification, and all related project tasks required to maintain the implementation schedule. 25E-18 10. Ensure that all documents are approved or rejected by Santa Ana within ten (10) business days of submission, unless explicitly addressed in the Contract or Statement of Work. 11. Approve and release payments in a timely manner. Ensure that all appropriate Santa Ana personnel attend and actively participate in the Project Initiation Session. c. Ensure acceptable Standard Change Order and Approval Letter(s) are approved by authorized signature(s). d. Work with Westbound personnel in designing and approving of the format of an action item log to be used in conjunction with the Project Schedule. The purpose of the log is to identify outstanding issues, provide continual status updates on specific tasks and to identify responsibilities of the parties. Completion Criteria: This task is considered complete when the Project Initiation Session has been held with Westbound representatives in attendance, an action item log has been developed by both Westbound and Santa Ana, and a schedule has been prepared and all subtasks have been completed in their entirety. Task 1-A: Finalize Hardware Requirements and Conduct Site Survev/Preparation Objective: Validate and finalize ReadyOC's hardware and third-party software requirements. Task Description: Westbound will evaluate the proposed hardware configuration for accuracy and completeness in concert with representatives from the County of Orange Information Technology section. This validation step will also include verification of hardware, operating system software, and third- party software warranty periods and future maintenance costs (if any). Responsibilities: Westbound shall: a. Verify with County of Orange Information Technology personnel, Westbound recommended computer processor(s), operating system software, third-party software, all associated workstations, printers, communications and related components. 25E-19 b. Assign a hardware evaluator to review proposed hardware, operating system software and third-party products. c. Pre-plan installation activities with County of Orange Information Technology personnel and any other stakeholders. Santa Ana shall: a. Ensure cooperation between County of Orange Information Technology personnel, other stakeholders and representatives form the City of Santa Ana. b. Ensure County of Orange Information Technology personnel provide, upon request, information on existing hardware and operating system software components and terminal networks, as well as projected utilization statistics and other information as is reasonably required to validate final hardware requirements. c. Ensure County of Orange Information Technology personnel review the final hardware and operating system software configuration with the Westbound project team. Completion Criteria: This task is considered complete when: The final hardware and operating system software configuration is complete when operating system software and third-party software are determined and documented. Task 1-B: Develop Project Schedule Objective: Establish the Project Schedule Task Description: The objective of this task is to finalize the Project Schedule based upon the requirements identified and the associated project objectives, plans, schedules, approvals, priorities and inter- dependencies among tasks. The resulting document defines the specific project tasks to be completed and documents the final implementation schedule for each subcategory. Westbound shall: a. Review with Santa Ana personnel and other Stakeholders the identified implementation tasks, priorities, inter-dependencies and other requirements needed to establish the final Project Schedule. b. Prepare the final Project Schedule document and deliver it to Santa Ana. c. Review the Project Schedule with Santa Ana personnel and make changes and/or corrections that are mutually agreed upon. 25E-20 Santa Ana shall: a. Analyze with Westbound project personnel the identified requirements and make such implementation decisions as are reasonably required to finalize the Project Schedule. b. Review the final Project Schedule and identify in writing any specific deficiencies found within twenty (20) business days. Completion Criteria: This task is considered complete upon the resolution of deficiencies found during the twenty-day Project Schedule review, and upon mutual agreement of the finalized project schedule. Task 1-C: Design Documentation Objective: Establish design documentation for ReadyOC website. . Task Description: Westbound shall provide subject matter experts to articulate and document the design of the proposed upgraded ReadyOC website: Site Information and Content Map a. Details all pages, sections and content positions; 1. includes two rounds of client input. b. Site Sketches 1. Includes one design iteration with two rounds of client input/alterations Westbound shall: a. Review with Santa Ana personnel the design documentation and make appropriate alterations, as needed. b. Provide Santa Ana with a Site Information and Content Map document. c. Provide site sketches and design document. d. Outline a Site Shell. Santa Ana shall: a. Ensure Stakeholders are made available to Westbound for all aspects of the design 25E-21 b. Sign off on final design specifications. Completion Criteria: This task is considered complete when Westbound has provided an agreed upon design document. Task 1-D• Update Web Site Design Implement Alterations and Install Objective: Based on agreed upon design document, update current ReadyOC website functionality and architecture. Task Description: Westbound shall provide subject matter experts to update the capability, functionality and overall web site architecture for the ReadyOC web site. These updates shall include: Platform Restructure a. Technical restructuring, including navigation, downloading capabilities, URL optimization 1. Site platform build out to include up to 50 content pages and a minimum of 20 reserved pages for local jurisdictions/stakeholders b. Hosting platform enhancements c. Database platform enhancements d. Remote upload structure/process e. Analytics structure and system Design Enhancements Page re-templating (fonts, images, ADA type size, page continuity, etc.) Applications & Programming a. Linking platform, message board/feedback platform, survey template, embedded media player, etc. Site Content a. Edit and add original site content, including: 25E-22 1. Preparedness showcase, highlighting local city/county preparedness efforts and successes 2. Monthly blog, written by municipalities and edited by Westbound 3. Readiness quotient survey 4. Community message board 5. Case studies and/or testimonials (community, residents and businesses) 6. Posting of resources (brochures, forms, kits, etc.) 7. Development and copywriting of site content pages. Portal Content a. Portal content links (municipalities, county, AIertOC, etc.) b. Links to existing resource links (plans, forms, kits, etc.) Westbound shall: a. Perform all activities associated with content development and build out. b. Perform site testing in concert with members of the County of Orange Information Technology group. c. Install all upgrades to the ReadyOC web site. Santa Ana shall: a. Ensure Stakeholders are made available to Westbound for all aspects of the design and implementation. b. Sign off on final design specifications. c. Provide subject matter experts to assist in the O&A portion of development. d. Provide subject matter experts to ensure successful installation of web site upgrades. Completion Criteria: This task is considered complete when Westbound has performed all work associated with platform restructuring, design enhancements, installation and deployment to Santa Ana's satisfaction. Task 1-E: ReadvOC Site Testing Objective: Perform quality and assurance testing of installed ReadyOC site. Task Description: 25E-23 Perform platform testing. a. Platform beta testing b. Debugging c. Final approved programming per design document Responsibilities: Westbound shall: a. Perform testing as need to ensure site application meets design documentation. b. Perform industry standard debugging. Santa Ana shall: a. Provide representatives to assist in website testing. b. Complete documents as necessary to alert Westbound of site issues. Completion Criteria: This task is considered complete when ReadyOC is placed into production. Task 1-F: ReadvOC Site Launch Objective: Launch ReadyOC web site. . Task Description: Westbound shall deploy/launch the Ready OC Website. Responsibilities: Westbound shall: c. Assist Santa Ana staff in placing ReadyOC into a production status. Monitor the initial operation of ReadyOC and answer any operational questions raised by Santa Ana. d. Ensure Internet browser functionality has been enhanced through the use of key words 25E-24 and browser optimization technologies. e. Provide, at a minimum, the services of one (1) technical person for a maximum of eight (8) hours per day for three (3) calendar days off-site to monitor the system. The exact hours will be determined by Santa Ana. Santa Ana shall: a. Ensure the ReadyOC site has been placed into production in consultation with Westbound and in accordance with the Project Schedule. Completion Criteria: This task is considered complete when ReadyOC is placed into production. Task 2: Marketing Plan Objective: Develop a 12 month marketing plan for ReadyOC . Task Description: Westbound in cooperation with Santa Ana and associated stakeholders will design and provide a 12 month marketing plan for ReadyOC to Santa Ana Responsibilities: Westbound shall: a. Provide subject matter experts in the design of a marketing plan. b. Offer options regarding possible marketing strategies. c. Document the marketing plan and submit to Santa Ana for approval. Santa Ana shall: a. Provide stakeholders, as needed, to Westbound for concept incorporation into marketing plan. b. Following review accept the 12 month marketing plan and alert Westbound of its acceptance. 25E-25 Completion Criteria: This task is considered complete Westbound presents and Santa accepts a documented 12 month marketing plan for ReadyOC. Task 3: Design A~oroval and Printing of Collateral Marketing Materials Objective: Based on the 12 month Marketing plan Westbound will provide collateral marketing materials to Santa Ana Task Description: Westbound in collaboration with Santa Ana stakeholders will design several printable documents referenced as collateral materials. Upon agreement between Santa Ana and Westbound, documents will be printed and presented to Santa Ana or used as part of detailed marketing plan. Collateral materials are described as: a. ReadyOC Fact Sheet Create, develop and print up to a total of 25,000 color copy 8.5" x 11"fact sheets (front and back). b. ReadyOC Flyers Create, develop and print up to a total of 75,000 color copy 8.5" x 11"promotional flyers (front and back). Responsibilities: Westbound shall: a. Work with Santa Ana stakeholders to design collateral materials. b. Following agreement, Westbound will print referenced documents. c. Provide printed documents to Santa Ana and/or utilize the documents as reference in the marketing plan. . Santa Ana shalt: Assign appropriate personnel, to assist in the design of collateral materials. Completion Criteria: This task is considered complete when Westbound designed and printed the referenced collateral 25E-26 materials. Task 4: ReadvOC Site Optimization Expansion and Maintenance Objective: Enhance ReadyOC web site capabilities. Task Description: ReadyOC website capabilities will be enhanced and optimized through the: a. Creation of a Spanish mirror site 1. Establishment of a link within the Ready.Org URL that connects to Spanish language content mirroring ROC original content. b. Content enhancements as recommended/approved by ReadyOC project team 1. Example -Creation of ASP.net Email form unique to ReadyOC c. Key words and search engine optimization 1. Monthly keyword purchasing and search engine optimization Responsibilities: Westbound shall: a. Provide subject matter experts to enhance ReadyOC site capabilities b. Ensure ReadyOC has a Spanish capability and this capability is linked to the ReadyOC website. Santa Ana shall: a. Provide requested information ReadyOC enhancements. b. Provide subject matter experts to ensure enhancements are in concurrence with the design document. Completion Criteria: This task is considered complete when all enhanced have been tested and placed into production. 25E-27 Task 5: Advertising and Event Marketing Objective: Westbound will utilize the Marketing Plan to employ industry standard advertising techniques to publicize the ReadyOC web presence. Task Description: Through the use of the Marketing Plan, Westbound will advertise ReadyOC's web presence through the use of: a. Sponsored Advertisements 1. Identify and pursue up to 2 major partners (ex. Register and/or ARC) for sponsored advertising Sponsored Links 1. Identify and pursue up to 2 major partners (ex. Register and/or ARC) web linking. b. Radio Advertisements 1. Develop and implement up to 2 radio PSA/ads running on up to 2 local stations (frequency/rates pending negotiation). c. Public Service Announcements 1. Develop and implement up to 2 radio PSA/ads running on up to 2 local stations (frequency/rates pending negotiation). d. Other advertising as outlined in the Marketing Plan. Responsibilities: Westbound shall: a. Utilize the Marketing Plan to advertise the ReadyOC web presence. b. Provide subject matter experts to professionally present radio advertisements and public service announcements. c. Establish advertisements in various media markets. d. Provide training to Santa Ana and stakeholders in the area of media relations Santa Ana shall: a. Approve advertisements b. Provide trainees in regards to media relations Completion Criteria: 25E-28 This task is considered complete upon the deployment of advertising and event marketing as per the Marketing Plan and/or agreed upon departures. Task 6: Publicity Objective: Westbound will provide professional publicity services to Santa Ana. Task Description: Westbound will utilize the Marketing Plan to provide Santa Ana and ReadyOC stakeholders with publicity expertise and products directly related to publicizing the ReadyOC web presence Responsibilities: Westbound shall provide Santa Ana with a. ReadyOC Press Releases and concept "Pitching" expertise 1. Write and distribute up to 6 releases; includes outreach to all appropriate OC print/broadcast media. b. ReadyOC By-Lined Articles 1. Write and place up to 4 by-lined articles from ROC representatives. c. Media Spokespersons On-Camera Training Session 1. One half-day training for 2-3 selected ROC media spokespersons. d. ReadyOC Feature Story Pitching 1. Develop, pitch and secure up to 6 different stories related to ROC/emergency preparedness. e. ReadyOC Monthly Media Management, Monitoring & Evaluation 1. Monthly monitoring of all media, including clips and coverage analysis. Santa Ana shall: a. Provide subject matter experts to attend described training. b. Engage in all training opportunities. c. Work with Westbound to approve all media related activities. Completion Criteria: 25E-29 This task is considered complete when all publicity related activities are completed. Task 7: ReadvOC Phase 1 Completion Objective: Completion of all listed Scope of Work Activities. Task Description: All aforementioned Phase1 ReadyOC tasks have been completed and agreed upon. Responsibilities: Westbound shall: Meet with Santa Ana staff to discuss project completion and review all outstanding action items with Santa Ana project team. Identify target resolution dates for any identified issues requiring correction. Santa Ana shall: a. Prepare final action item list, identifying any issues requiring resolution. b. Work with Westbound to expediently resolve any outstanding issues. c. Issue final payment (or withhold payment) based upon satisfactory resolution of project issues. Completion Criteria: This task is considered complete upon verification that the ReadyOC web site and all associated tasks are completed and Phase 1 completion is agreed upon. Any Westbound supplied system, subsystem, ancillary system, interface or service that is not in concert with total system operation will prevent final payment of any moneys subject to holdback. 25E-30 Attachment A-1 Marketing Plan - To be developed by mutual agreement. Attachment A-2 Project Change Order L~ Change Order Attachment A-3 Project Schedule - To be developed by mutual agreement. Attachment A-4 Design Documentation - To be developed by mutual agreement. Attachment A-5 Milestone I Payment Schedule -h ~u~ Attachment AS.doc 25E-31 F.XHTRTT R 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: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; 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 92701. (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 25E-32