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HomeMy WebLinkAbout25J - AGMT - REGIONAL INTEROPERABILITY FIRE COMMREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JULY 18, 2011 TITLE: AGREEMENT WITH FATPOT TECHNOLOGIES FOR REGIONAL INTEROPERABILITY ?Lk CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15t Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Direct the City Attorney to prepare and authorize the City Manager and Clerk of the Council to execute an agreement with Fatpot Technologies, subject to non-substantive changes approved by the City Manager and City Attorney, in a fiscal year amount not to exceed $192,000. DISCUSSION In August 2009, through Resolution 2009-042, City Council accepted the 2009 Urban Area Security Initiative grant. Projects within the grant have been identified to enhance Interoperable Communications. The Fatpot project is a regional effort to provide bi-directional interfaces between the six fire communications centers in Orange County. This will allow for Computer Aided Dispatch (CAD) to CAD communications rather than land line inquiries and requests for mutual and automatic aid. The Santa Ana Fire Department is the project lead agency. FISCAL IMPACT Funding is identified and budgeted through the 2009 Urban Area Security Initiative grant (acct no. 12514407-62300-10426901182-3495). APPROVED AS TO FUNDS AND ACCOUNTS: L? l 1 i-- ?f David Thomas Fire Chief Fire Department Francisco Gutierrez Executive Director Finance & Management Services Agency 25J-1 25J-2 CONSULTANT AGREEMENT THIS AGREEMENT made and entered into this 1 st day of August, 2011 by and between FATPOT Technologies, LLC a Utah corporation (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 Information technologies, to build bi-directional interfaces between countywide communication centers thereby completing the regional interoperability project. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. 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 provide bi-directional interfaces for Computer Aided Dispatch (CAD) data between Santa Ana, Brea, Costa Mesa, Laguna Beach, Metronet (Anaheim), Orange County Fire Authority (OCFA) Communication Centers and link these into existing Peer-IntelligenceTM installations in place from the regional Automatic Vehicle Locator (AVL) project. The overall scope of work and installation schedule is set forth in Exhibit A. In the case that each jurisdiction stated above incurs additional costs related to the FATPOT migration as it relates to interface design, hardware, or additional software that are in excess to Exhibit A Tentative Schedule, each jurisdiction will incur those costs separately and under separate agreement. I 25J-3 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for each completed milestone, the rates and charges as identified Exhibit A. The total sum to be expended under this Agreement shall not exceed $192,000.00 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of a proper invoice evidencing work performed and accepted, 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 April 13, 2012 unless terminated earlier in accordance with Section 13, below. 4. DELIVERY OF WORK PRODUCT Consultant shall deliver to City all work products arising from the services provided. Said work product shall be submitted in a hard copy and produced in a form compatible with City's computer system, as agreed between the City and Consultant. 5. 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. 2 25J-4 6. 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 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. Consultant shall supply City with a fully executed additional insured endorsement in substantially the form attached hereto as Exhibit C 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: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (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. 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 affect 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. 3 25J-5 7. 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 negligent 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. 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 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. 4 25J-6 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 telefacsimile (714) 647-6956 With courtesy copies to: Fire Chief and City of Santa Ana 1439 S. Broadway Santa Ana, California 92707 telefacsimile (714) 647-5779 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: FATPOT Technologies Brian Taylor Chief Executive Officer 655 E. Medical Drive, Suite 100 Bountiful, Utah 84010 Teleacsimile (801) 397-3973 5 25J-7 A party may change its address by giving notice in writing to the other party. Thereafter, any 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 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. 6 25J-8 13. 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 City 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. 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 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. 7 25J-9 17. 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: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney By: MELISSA M. CROSTHWAITE Deputy City Attorney CITY OF SANTA ANA PAUL M. WALTERS Interim City Manager FATPOT TECHNOLOGIES Erik B. Cooley Chief Operating Officer Tax ID# 26-0224200 Additional signatures below. 8 25J-10 RECOMMENDED FOR APPROVAL DAVID THOMAS Fire Chief City of Santa Ana KEITH RICHTER Fire Chief Orange County Fire Authority WOLFGANG KNABE Fire Chief City of Brea KRIS HEAD Fire Chief City of Laguna Beach RANDY R. BRUEGMAN Fire Chief City of Anaheim KIRK DOMINIC Fire Chief City of Costa Mesa 9 25J-11 25J-12 Exhibit A Orange County Regional CAD Interoperability Project Statement of Work May 25, 2011 FATPOT ? - 1 TECIINOLOGIES T FATPOT ECHUOi rinc ECHNOLOGIES 25J-13 GE CO '011311*11 mpg= ?i y Project Scope: FATPOT TECHNOLOGIES This project is a migration from the Keystone CAD2CAD message switch to the FATPOT CADfusion product. This migration will allow for a central interface for all current and future county wide projects as well as allow all participating agencies to operate in the CAD2CAD environment. The project addresses several gaps in the Keystone message switch. These gaps were identified in the county wide AVL project. During the AVL implementation process, it was discovered that the FATPOT CADfusion product does not require a custom or one-off interface for each CAD implementation in the county. The Keystone message switch forces each CAD to write a custom interface to the message switch. This forces each agency to utilize a non standard CAD interface. The project addresses the Costa Mesa CAD issue where the Motorola CAD is written to version 1.0 of the message switch. This version of the switch only supports a single or direct connection to MetroNet. Costa Mesa is currently not part of the overall CAD2CAD infrastructure since they can only communicate to MetroNet and not any other agencies via the message switch. The issue of custom or one off interfaces for each agency is addressed and subsequently corrects the Costa Mesa issue, allowing the entire county to participate in the CAD2CAD infrastructure. The project will have a regional impact by creating a single central interface for not just CAD2CAD, but for other projects, such as the ePCR project hosted by OC Health as well as a possible county wide MUM project. The FATPOT product will also support future projects such as a county wide RMS2RMS project. Scope of Work: FATPOT Technologies will provide Bi-Directional interfaces for CAD data to Brea, Costa Mesa, Laguna Beach, Metronet, Orange County Fire (OCFA), and Santa Ana Fire and link these into existing CADfusion TM installations already in place from the Regional AVL Project. The interfaces to Brea, Laguna Beach, Metronet, and Santa Ana are already in place from existing work. FATPOT will migrate these interfaces to a CADfusion TM Server at the Metronet dispatch center and then build out interfaces to Costa Mesa and OCFA. In addition to software licensing, FATPOT will provide professional services in the form of: • Project Management • On-Site Meeting and Coordination • Installation and Configuration of Software • Testing and Documentation of the overall system 2 25J-14 GE CoG 01111611111i"'T INK FATPOT r ,may ? .)' TECIINOLOGIES This work can be broken down into the following finite steps: 1. Project Kickoff 2. Schedule Intergraph InterCAD deployment for Brea 3. Confirm final system design with County agencies 4. Confirm that Brea T-1 to Metronet is ready and provisioned 5. Prep Metronet FATPOT Server 6. Migrate Laguna Beach CADfusion Server to Metronet (Currently at OCFA) 7. Bring up Brea test environment 8. System tests between Brea and Metronet 9. Migrate Brea Live 10. Establish SOP for common code set maintenance 11. Convert to model where Metronet codes are Metronet specific and now mapped to new COMMON code set 12. Migrate Santa Ana CADfusion to Metronet 13. Migrate Laguna Beach from Keystone Interface back to standard InterCAD on CADfusion 14. Establish Test link to Orange County Fire Authority 15. Migrate Orange County Fire Authority to CADfusion 16. Establish Test link to Costa Mesa 17. Migrate Costa Mesa to CADfusion Based on this breakdown, the project can be broken down into 8 milestones: 1. Project Kick Off / Approved Statement of Work 2. Integrate Brea into the Regional CAD2CAD (price point $4,000) 3. Establish basic project structure and documentation (price point $10,000) 4. Migrate Laguna Beach and SA onto the Metronet Server (price point $1,000) 5. Migrate OCFA onto the Metronet Server (price point $33,000) 6. Migrate Costa Mesa onto the Metronet Server (price point $33,000) 7. Convert central management of CAD Sharing from Keystone to CADfusion TM 8. Final Acceptance and Maintenance activation (price point $32,000) Maintenance included in this SOW: Annual maintenance fee Calendar year 2011 -12 included in first year Annual maintenance fee Calendar year 2012 -13 prepaid Annual maintenance fee Calendar year 2013 -14 prepaid Maintenance not included in this SOW: Annual maintenance fee fiscal year 2014- 2015 and beyond. 3 25J-15 E CO 07 1 ,rcl FATPOT TECIINOLOGIES This fee will be the responsibility of each agency at a cost sharing price of 2,667.00 per the six participating agency per annual renewal. The cost sharing strategy is predicated on six participating agencies. In the event that any one agency discontinues participation, the remaining agencies shall be responsible for the cost share balance. FATPOT Technologies reserves the right to increase maintenance costs after fiscal year 2014-15 at a rate of 5% annually. 4 25J-16 GE CO ;1 lf,.t Off: Tentative Schedule FATPOT .?' TECHNOLOGIES What Who Start End Coordinate with Brea, Metronet, and Metronet 5/2/2011 5/3/2011 Intergraph Brea Intergraph Configure and Test Brea InterCAD Metronet 5/4/2011 5/10/2011 Brea Intergraph Establish SOP for Code Management ALL 5/11/2011 6/17/2011 Establish full project roll out Migrate Santa Ana CADfusion to Santa Ana 6/18/2011 6/22/2011 MetroNet Server Metronet Convert Laguna to standard Intergraph Laguna Beach 6/23/2011 6/27/2011 CAD Interface Metronet Migrate OCFA from Keystone to OCFA 6/28/2011 7/8/2011 CADfusion Metronet Migrate Costa Mesa from Keystone to Costa Mesa 7/9/2011 7/22/2011 CADfusion Metronet Migrate Keystone to NIEM Interface ALL 7/23/2011 8/5/2011 Transition central message handling from Keystone to CADfusion Final Acceptance Testin ALL 8/6/2011 8/12/2011 25J-17 25J-18