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HomeMy WebLinkAboutGEOSPATIAL TECHNOLOGIES, INC. 5 -2014N1 1 WSURANCE ON FILFi WORK MAY PROCEED UNTIL IN5 RANCE EMP o 8 CLERK OF COUNCIL. DAIS, /2 °/ SOF`TWAREM A- 2014 -280 THIS AGREEMENT, made and entered into this 1B0 day of December, 2014 by and between GeoSpatial Technologies, Inc., a California Corporation, (hereinafter "GST'), 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 GST to maintain and license automated vehicle locator ( "AV12) tracking software and mobile mapping services. GST represents that it is able and walling to provide these services. B, GST represents that it is the owner of GST automated vehicle locator tracking and mobile mapping software and as such, it is the only company able to maintain the software and provide site licensing for the City's use of the software. C. In undertaking the performance of this Agreement, GST represents that it is knowledgeable in its field and that any services performed by GST under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. D. City has used AVL tracking and .mobile mapping software since approximately 2008 and during that time it has been maintained and licensed by GST, NOW THEREFORE, in consideration of the mutual and respective pronu,ses, and subject to the terms and conditions 'hereinafter set forth, the parties agree as follows: I . SCOPE OF SERVICES GST shall perform those services as set forth in terms and conditions set forth in the attached, Exhibit "A" to this Agreement and incorporated herein by reference. 2. COMPENSATION City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in the quote attached hereto as Exhibit "B" and incorporated herein by reference. The total sum to be expended tinder this Agreement shall not exceed $20,898.OG. 1 TERM This Agreement shall cormnonce on December 16, 2014 and terminate on December 15, 2015, unless terminated earlier in accordance with Section 12, below. 4. ME.PGNDENT CONTRACTOR GST 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 constmed 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 GST performs the services whiob. are the subj ect matter of this Agreement; however, the services to be provided by GST shall be provided in a manner consistent with all applicable standards and regulations governing such services. GST shall pay all salaries and wages, employer's social security taxes, unemployment insurance and simile taxes relating to employees and shall be, responsible for all applicable withholding taxes. 5. INSiiMA,NCE Prior to undertaking performance of work under this Agreement, GST shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance, GST shall maintain comrnereial general liability insurance which 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 GST'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 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be piimaay and not contributory with respect to insurance or self4usurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 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. Q. worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, GST, if GST 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, GST agrees to obtain and maintain any employer's liability insurance with limits not teas than $1,000,000 per accident. d. If GST is or omploys a'licensed professional such as an architect or engineer; Professional Lability (errors and otr ssious) insurance, with a combined single limit of not less than $1,000,000 per claim. e. The following requirements apply to the insurance to be provided by GST pursuant to this section: (i) GST shall maintain E insurance required above in full force curd effect for the entire period covered by this Agreement. (d) Certificates of insurance shall be firnished 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) clays prior written notice to the City, f. If GST 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 tertnination shall not effect EST's right to be paid for its time and materials expended prior to notification of termination, GST 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 GST agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, GSTs, special counsel, and representatives from liability; (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the GST 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, judioial 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 GST farther 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 malce all reasonable decisions with respect to its representation in arty legal proceeding. 7. CONFIDENTIALITY If GST receives from the City information which due to the nature of such information is reasonably rntderstood to be, confidential and /or proprietary, GST 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 vnformation, Confidential information includes not ozily written information, but also information transferred orally, visually, elaotronically, 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 GST disclosed in a publicly available source; (o) is in rightful possession of the GST without an obligation of confidenLiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the GST withoutt reference to information disclosed by the City, 8. CONFLICT OF INTEREST CLAUSE GST covenants that it presently has no interests and shall not have interests, direot 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 connnunication prtrsuant to this Agxeernant shall be in writing and shall be deemed to be property given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsinrile or other telegraphic communication in the marter provided in this S ectioa, 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 Sama Ana, CA 92702.1988 Fax 714- 647 -6956 With courtesy copies to: and To GST: Chiof of Police Santa Aca.Police Department 20 Civic Center Plaza (M�96) P.O. Box 1988 Santa Ana, California 92702 Fax 714 -245 -8007 City Attorney City of Santa Ana 20 Civic Center ,Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -6515 MT. Hong Chou Gee Spatial Technologies'lue, 10055 Slater Avonuo, Suite 214 Fountain. Valley, California 92,708 Fax (714) 861 -7032 A party may change its address by giving notice in writing to the other party. Thereafter, any cormxrunieation shall be addressed and transmitted to the new address. If sent by mail, comrnunioation shall be effective or deemed to have been given threw (3) days after it has been deposited in the United. Stales mail, duly registered or certifted, with postage prepaid, and addressed asset forth above. If sent by teh&csimile, 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 transmitt ug facsin Ile machine, addressed asset forth above. For purposes of ealoulating these time frames, 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 GST, and supersedes any and all other agreements, oral or written, between the Parties, Lithe 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 GST, 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 GST nor the City. Each party to this Agreerent 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. IL ASSIGNMENT Inasmuch as tivs Agreement is intended. to secure the specialized services of GST, GST 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 shalt be construed to limit the City's ability to have any of the services which are the subj ect to this Agreement performed by City personnel or by other GSTs retained. by City, 12. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination• in such event, GST shall be entitled to receive and the City shall pay GST compensation for all services performed by GST prior to receipt or such notice of termination, subj ect to the condition that payment need not be made for work which fails to meet the standard of performance specified in the Recitals ofthis Agreement. 13. DISC.Rr1VIIt`;rATION GST 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. GST affirras that it is all equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. VENUE The parties farther agree that Orange County, California, shall be the venue For any action or procecding that maybe brought or tuTh;e out of, in connection with or by reason of this Agreement, 15. PROFESSIONAL LICENSES GST shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services herounder and required by the Inws arui regulations ofthe United States, the Statc of California, the City of Santa Ana and all other governmental agencies. GST shall notify the City immodiately rand in writing of its inability to obtaui or maintain such permits, licenses, approvals, waivers, and exemptions, Said inability shall be cause for termination of this Agreement. 15. MISCELLANEOUS PROVISIONS a. Each undersiped represents and warrants that its signature hercinbelow has the power, authority and right to bind their respective parties to each of Cite terms of this Agreement, anti shall indcmnify City fully, including reasonable costs and attorney's fees, for any injnn ies or damages to City in the event that such authority or powcr is not, in fact, held by the signatory or is withdrawn. b, All Exhibits referenced herein and attached hereto shall be inoorpornted as if (idly set fbnh in the body of this Agreement, IN WITNESS WFIRREOF, the parties hereto have executed this Agreement the date and year first above written.. ATTEST; MT:.RfA, D. IIUTI_.AR JUA P�" C,'Icrk of the C.ounezil APPROVED AS `MO FORM: SONJA R. CI` RVAU10 City Alaorrey By;G7.,,1l1MiRtt„ hAliRA A. ROSSINI —_� Senior Assistant City Attorney RECONIMENDF:D ItORAPPItOVAI.,: Cartos Rojas Chief of Po lice CITY OF SANTA ANA L)_ Vlla C A70S City Manager C:EOSPATIA'h'CECIINOL OC;IIa:S, INC. Ilong C, u Preside t EXHrBIT A. —Terms and Conclitions �GST GeaSpatial Technologies, Inc. Software Annual Maintenance Agreement GeoSpatial Technologies, Inc. (hereinafter referred to as GST) shall provide tnaintenance and support services under this Software Annual Maintenance Agreement (hereinafter referred to as Agreement) for City of Santa Ana Police Departriet t (hereinafter referred to as Customer) during the period from December 16, 2014 to December 15 2015, with options to extend for addition 4 years, upon payment of the annual maintenance fee for the products listed in the section of Products Covered, 1. PRODUCTS COWRFD GST maintenance and support services are provided only for the software products listed in either Purchase Contract, Purchase Order, GST Quote, or GST Invoice with the entire amount of Software Annual Maintenance Fee paid in full on or before the commencement of each 12 -month period. IT. MAINTENANCE AND SUPPORT GST shall provide maintenance and support services to the End User, Maintenance and support services shall include, but not limited to: (a) Telephone and E -mat Support, GST will provide telephone and email assistance. You must provide GST with remote access through the Internet to the computers installed with GST software, By calling the GST technical support number, you will rcacb a trained support analyst of whom you may ask questions or seek advice relating to the use of GST software. The analyst will assist you in utilizing your GST software, and in identifying and providing a work around, if possible, for any software problems found with GST software. GST support services do not include hardware, network, operating systems, or third party so$wate, Support will be provided weekdays from 9:00 a.m, to 6:00 p.m, Pacific Standard Thao, excluding weekends and holidays. (b) Response Thnes: In the event that the End User experiences a critical system faffure, which shall be deemed to have occurred if the system is down or inoperable, meaning that the End User cannot use tho System and/or the Sysi:enr is off- lino, for longer than ''A hour, GST shall respond and look into correcting the problem immediately upon receipt of a call for service and following the receipt of notifloation and relevant documentation of the problem- For ill other, non - critical fhihcres, GST shall respond and attempt to correct the problem within fear (4) hours upon receipt of a call for service and following the receipt of notification and rolevaut doouu clatation of the problem. If problems cannot be resolved within four (4) hours, (he problem, will be automatically escalated to Application Technical Lead or the VP of Product Management for resolution. After consultation between the Vp of Product Management and support staff, CST will provide a plan of action for resolution to the }and User, (c) Bug -fixes and Upgrades: GST will provide bug -fixes slid upgrades to the GST software when they are available at no additional charge during the ternn of the maintemmoo program, ('G'ST (d) Corrective Maintenance; CST will provide corrections to the supported software using Internet connections, provided you have a high -speed Internet connection on your system allowing GST remote access, during standard, support hours, (e) GST Training; The End User under software annual maintenance program receives 50% disoounts le all training programs held at CST's facility, (f) Software Customization and Enhancement; The End User under the software annual maintenance Program receives a 20% discount for any software customlzation services. End User requested enhancements or modifications of GST software are not included in the support plan price. GST agrees to review requests from the End User and to provide a quote for the requested, enhancetnant based on time and cost anticipated, (g) Excluded Services The maintenance and support described herein does not include the correction of software failures due to causes beyond the control of GST and occurring without the fault or negligence of GST such. as, but not limited to acts of God, catastrophe, fault, or negligence of the End User, operator error, manipulation of the object or source code (unless approved by GST in writing Prior to such manipulation), improper use or misuse of the system or any part thereof. Any such excluded service, whether on -site or off -site, will be provided at the request of die End User at GST Par call rates and farms than in effect. (h) Support of Old Saftwaret Users are required to install all updated sotlwara and any bug fixes in a Timely manner, including operating system software, If you fail to keep your system current, GST may no longer support your system. GST will support old releases of a product for two years after new releases become available, For subsequent years after now releases becomes available, if requested by End User, GST may continue to support such old releases for an annual increase in support fee of 40 %. (i) Lapsed Support; If the Enc1 Usar intends to renew maintenance after the previous maintenance program has expired for over two (2) months, a supplemental fee of 50% of the annual maintenance shall be due GST for the first year of maintenance following your need for maintenance again, in addition to the maintenance fee akeady due herein. (k) On -site support; On -site support is not covered by the standard software maintenance support, per End User's request, GST will provide on-site support if GST determines tb.at such support is required to resolve the reported problem. In this oase, CST will dispatch one or more members of its support staff to your site who will attempt to recreate and resolve the problems) reported, During this Cline it is expected that members of your staff will be available to answer questions and provide information regarding your system, if required, on -site support will be charged at GST Per call rates and fez izfs then in effect, plus travel and per diem for GST staff sent on -site- III. SYSTEM MODIFICATION (a) GST-eonel�ated modifications: Changes or replacement of the, coinputer equipment, operating systcan and its related softwaro, or other third party software may require GST software support and /or (GST software modification to allow GST products to work with the new equipment, operating system, and /or third party sottware. These support anNor modification services will be provided by GST at the End User's request at our then quoted prices, (b) End User- eoutrated naodificatjgns; GST will not be responsible for any damage to your GST software or data caused by upgrades to the operating system or replacement of hardware without CST's prior written concurrence that said upgrade would function properly, Services required as a result of modifications to GST's systems made by the End User are not considered normal maintenance and are not uravid °d as part of DST's Software Maintenance Proe+am (c) Pxiernal System Modifications: In the event any external system is modified beyond that anticipated by the terms of the underlying End User License Agreement, the End User shall notify GST of such changes immediately upon receipt of notification from the respective entity /entities and request that GST prepare a proposal to include a time and cost estimate, for the work to be performed which constitutes a change from the originally agreed upon configuration and work description as presented in the underlying End User License Agreement. GST shall, within thirty (30) days after receiving said notice, furnish a written proposal to the End User provided the required modifications are commercially, technically and practically feasible, Upon receipt of GST's proposal, the End User shall determine whether it desires the work to be performed, and if so shall issue a Notice to Proceed, within ten (10) days, at which time GST will perform the necessary modifications for the additional mutually agreed upon compensation. IV. END USE,RRESPONSIBILITIES (a) Software Problemn and R eRorgng: The End User agrees to limit use of GST maintenance service to occasions when GST system software fails to operate in accordance with the product specifications as defined in the original purchase contract, To faeilitato the problem seiving process, the End User agrees to assist GST in their ef%orts to duplicate the software problem byproviding a written problem report, Additionally, GST may ask that you furnish a liatiug of software problems rather than calling on each individual item over a shortperiod of time so that our support team can better assist you. (b) Payment The End User is responsible for emniiing that all amounts payable 'under the sofhuare annual maintenance program are received by GST on or before the commenoenzent of the maintenanco program, The End User's failure to remit payment to GST for such nkaintenanoc services provided or to be provided shall, entitle GST to deny farther maintenance services to the End Uaex, (c) U dp ates; The find, User and all users of GST soft-ware are responsible for installing all ttpdafes to software, hardware, and fixes in a timely manner, Failure to keep yew system updated can, at GST's Solt discretion, result in the immediate discontinuation of maintenance support, (d) S s em Acbninistration: The End User is responsible for identifying a System Administrator, as well as a back -up System Administrator, who will ftmotion as EST's primary and secondary contact for any maintenanco services to be provided under the software. maintenance program, Such System Administrator, or, in the absence of the Systems Administrator, the back up, shall be DST's sole contact for technical assistance. The System Administrator and backup System Administrator must be trained in the administration of computer hardware, operating system, networking, and database, GST support staff will assist you in identifying system problems as a function of maintenance support. However, if a problem is identified as a system administration ,responsibility, farther assistance from GST support staff is billed at our then current hourly rates and terns. V, WARRANTIES (a) Limited Wananty for Services Any services being provided to the End User in accordance with the software maintenance program are offered on a best - efforts basis only, GST may not be able to resolve every service req.sest made, Although GST will attempt to provide some guidance and direction, GST is not responsible for resolving issues related to networks, operating systems, back- end databases or hardware, It is the End User's responsibility to keep adequate data backups. GST will not be responsible for any lost data. ALL OTHER 'WARRANTIES EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE, ARE HEREBY EXCLUDED. VI, LIMITATION OF LIABILITY The End. U'ser's sole and exclusive remedies for any damage or loss in any way connected with any software or services furnished by GST, after acceptance of the GST software system, whether by GST's breach of warranty, negligence, or any other breach of any other duty, sball be, at GST opdory replacement of the software or re- performance of service or return or credit of an appropriate portion of any payments made, or to be made, to GST with respect to such software or services. Under no circuznotanees shall GST be liable to you ca: any other person for any special, incidental, indirect or coils coo ential damages of any character, including, without limitation, damages for loss of good will, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses, even if GST has been advised of the possibility of such potential loss or damage, VII-CHOICE OF LAW Interpretation of this Agreement shall be governed by the laws of the State of California. VIII. STATUTE OF LIMITATIONS No action or claim relating to or arising out of the software annual maintenance program may be instituted more than one (1) year after the event giving rise to such action or claim. EMIBIT H -Quote 10065 Slater Ave„ Suite 214 Fountain alley, 82708 (GST Phohone: e: (714) 864.7-7 033 Fax; (744) 861.7032 GeoSpattil Tcchnologles, 1,r1c, Quote for Santa Ana Police Department 10/10/2014 rcr annr ravo«„ c.,o« », Notes: 1 AMP paid client Is entitled to iachnlcal support through small and telephone (M,F, 9 :00AM- 6:00PM, PST), bug fixes and free software upgrades through the year, and discounts for GST's training programs and custom lon. 2 Price stated above Is good for ninety (9o) days from the date of this quotation, 3 Payment Terms: AMF paymantis duo prior to the cOmmanpemenf date of each 12 -month period. GST Part Numhaer Description JQTYJ Unit Price Amount AMP covering 1211612014. 12115/2015 Ori Inal Agreement A-2908.332 datec(1211612008 SOW10e SV S'N•AtAF Software Annual Malntananoe Fee for City of Santa Ana P011ce Department an tha following Software Llcanses 1. GST Tracker SeroerAVL Software License 1 $ 20. &88.00 $ 20,Bg8,00 2. GST Viewer AVL Software Slte License 3, GST Mapper MDO AVL Software Site Licanse 4. GST InterOp Bride AVL Software License 5. GST Wireless Host Server AVL Software Lloense (up to 200 vehicles Annual Maintenance Fee Total $ 20,898.00 Qrand Total (AMF and Service) $ 20,898.00 Notes: 1 AMP paid client Is entitled to iachnlcal support through small and telephone (M,F, 9 :00AM- 6:00PM, PST), bug fixes and free software upgrades through the year, and discounts for GST's training programs and custom lon. 2 Price stated above Is good for ninety (9o) days from the date of this quotation, 3 Payment Terms: AMF paymantis duo prior to the cOmmanpemenf date of each 12 -month period. A & CERTIFICATE OF LIABILITY INSURANCE ° "b42; 014 "" THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(iss) must be endorsed. 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). PRODUCER CS &S/NEW CENTURY INS SERVICES INC. PO BOX 946580 Maitland, FL 32794.6580 1- 877 - 724.2669 CONTACT NAME: PHOrvE AID, No, Ea : �`- FAX INC. Nol: EMAIL ADDRESS: INSURERS AFFORDING COVERAGE NAIC If INSURER A National Fire Insurance of Hartford 20478 INSURED GEOSPATIAL TECHNOLOGIES, INC. 10055 SLATER AVENUE, SUITE 214 FOUNTAIN VALLEY, CA 92708 INSURER B: Continental Casualty Company 20443 INSURER C: INSURER 0: INSURER E INSURER R COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDINGANY 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. INSP LTA TYPE OF INSURANCE ADO_ INBR SUeR WVD POLICY NUMBER POLICY EFF WMACONY1 POLICY EXP IMWOOI LIMITS A GENERALLIABIUTY X COMMERCIAL GENERAL LIABILITY CLAIMS-MADE Z OCCUR Y 4029432517 06/01/14 06/01/15 EACHOCCURRENCE $ 1000000 DAud E5— M-Nnio PREMISETOSENTED $ 300 ,000 MED EXP (Any anepemon $ 10,000 PERSONAL &ADV INJURY $ 1,000,000 GENERAL AGGREGATE S 21000,000 GEN'L AGGREGATE POLICY JECT LIMIT APPLIES PER: /'� LOO PRODUCTS � COMPIOP AGO $ 2,000,000 A AUiOMOSILELMBILITY ANY AUTO ALLONNED SCHEDULED AUTOS \/ AUTOS HIREDALMS AUTOS ED 4029432517 06101/14 06/01/15 D SING LIMIT (E&ealdenq s 1,000,000 BOO ILY INJURY(Per pemon) $ EODILYINJURY(Per acddenS S (Peracddwri DAMAGE $ $ B UMBRELLA LIAR EXCE��S,,//S ''��// /Y, OCCUR CLAIMSMADE 4029432498 06/01/14 06107115 EACH OCCURRENCE $ 1000000 AGGREGATE 1 ODO OLIO OED /� RETENTION $ 1 O ODO WORKERS COMPENSATION ANDEMPLOYERS'LIABILITY YIN ANY PROPRIETCHIPARTNERIEXEGUTIVE Oc'PIGERIMEIURER EXCWOED1 (Mandetdry M NH) If yes, deedrite under DESCRIPTION OF OPERATIONS below N/A APPR VEA AS TO Q$$ O , ��� TORV LIMBS O - ER E.L EACH ACCIDENT $ E.1- DISEASE• EA EMPLOYEE $ E,L DISEASE - POLICY LIMIT $ OTHER Assistant City Att0 ey TORV LIMITS ER E, L EACH ACCIDENT $ E.LOISEABE•EAEMPLOYEE $ E.L. DISEASE • POLICY LIMB S DESellIPTION OF OPERATIONS I LOCATIONS VEHIC S (Ansch Atord 101. Additional Rareards U 0. It Ron spaces required) Certificate Holder and It's officers, employees, agents, volunteers & representatives. Named as Additional Insured - Owners, Lessees or Contractors. Insurance Is primary & non- contributory. Per SB147082 -C CERTIFICATE HOLDER CANCELLATION City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 20 CIVIC Center Plaza Santa Ana, CA 92701 AUTHORIZED 119PROSIENI Op 1988 -2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2014105) The ACORD name and logo are registered marks of ACORD ACC>RD' CERTIFICATE OF LIABILITY INSURANCE MTE 0/2014 * av1DreD1a THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certlllcate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. 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). PRODUCER Phone: 628.855.8288 Few. (fi2S 85&0978 KCAL INSURANCE AGENCY 2048 S. HACIENDA BLVD. CONTACT Emery Lee -• - - _ PHONE 628.955.8298 FpX 628 ) 955-0979 ye. HACIENDA HEIGHTS, CA 91745 ... „( EdWL DREes: INSURER($) AFFORDING COVERAGE NAIC# GENERAL LMSILITY Agency Llup; OB07015 IIJSUNERA HARTFORD INSURERS INeUREP .,. ., .. ....... ... GEOSPATIAL TECHNOLOGIES, INC. 10055 SLATER AVE., STE. #214 FOUNTAIN VALLEY CA 92708 INSURER c DAMAGE TSB WEE $ "' INS RER P. 1 I_. NSURER E _ CLAIM$ -MADE OCCUR INSURER bmnitirIA+AICIeumumK; Iwwl KEVISION NUMBER' THIS IS TO CERTIFY T AT 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 ALLTHE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR, LTE TYPE OFIN$URANCE -. �. SUB ADD'L MD POLICY NUMBER POUCYEFF pppCYEXP LIMITS _. IMMmDrrrvv -... _ EACH OCCURRENCE S GENERAL LMSILITY COMMERCIAL GENERAL LIABILITY DAMAGE TSB WEE $ "' 1 I_. PREMIERE IEa oca,ence) _ _ CLAIM$ -MADE OCCUR MEO. EXP (Any one person) $ - PERSONAL &ADV INJURY $ GENERALAGGREGATE $ 'L AGGREGATE LIMIT APPLIES PER _. .— PRODUCTS. - COMPIOP AUG TO FO S �GEN E° POLICY LOG AppROVED AS ' AUTOMOBILE LIABILITY CtlMBINEp SINGLE LIMIT IEa a«aenO $ ANY AUTO V -_. BODILY INJURY person) ....._ $ '- ALLOWNED SCHEDULED AUTOS T' Laura A. Rossini BODILY INJURY (Per aeddwt) $ AUTOS HIRED AUTOS NON -OWNED AUTOS Assistant City Attorul — $ PROPERTY DAMAGE - Perecadenq _ _ UMBRELLA LIAR OCCUR I _ EACH OCCURRENCE $ EXCESS LIAB CLAIMS -MADE - AGGREGATE $ $ DEC RETENTION$ A WORMERS COMPENSATION 72WECEV7186 01/22114 01722115 TATU- -1I OTN' - " S AND EMPLOYERS' LWpILITY ANY PROPMETOWPARTNERIEXECUTINE YIN TO7T—AT—U--]- 'LIMIT6 ER E.L. EACHACCIDENT S 1,600,060 OFFICEWMEMDER EXCLUDED? MIA (MO.d.., In re) . E.L. EAS EL DISEASE-EA EMPLOYEE $ 1,606,060 Ifyae tlexeea ender DESCRIPTION OFOPERATIONS Inbw 'EL. DISEASE - POLICY LIMIT $ 1,660,060 —/LOCATIONS 6E$eRIPT10N OF OPERATIONS / VEHICLES Andeh ACORp lot, Additional Remarks Schedule, if more apace Is required) CERTIFICATE HOLDER CANCELLATION City of Santa Ana SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 20 Civic Center Plaza THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Santa Ana, CA 92701 ACCORDANCE WITH THE POLICY PROVISION$. AUrHORIZEO RFHiESENTpTIVE Attention: Ina AUUKU new and 1090 are registered ni Of AGURD ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company CNA /National Fire Insurance of Hartford This endorsement modifies such insurance as is afforded by the provisions of Policy #4029432517 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 06/01/14 this endorsement form as a part of Policy# 4029432517 lssuedto Geospatial Technologies, Inc. Named Insured Countersigned by ✓� $PRQVEixI FARM Laura A. ROS91r11 Assistant City Attorney Authorized Representative COTC PROCESSING FORM Agreements / Amendments / Deeds 10111 Crf' - I Ohl 9: ,7 CITY OF CLERK OF COI "'; , TO: CLERK OF THE COUNCIL OFFICE FROM: DEPT.: Santa Ana Police Department MAIL STOP: PROJECT MANAGER: Mr. Boris Duran Clear Form M -97 EXT.: 8236 AGREEMENT NUMBER (if amendment): A / N AMENDMENT NUMBER (if applicable): ❑ 1ST ❑ 2ND ❑ 3RD ❑ NAME OF CONSULTANT / PARTY: GeoSpatial Technologies, Inc. AMOUNT: * OVER $25,000 — (A) ❑ *UP TO $25,000 - (N) Note: If your agreement with a vendor exceeds $25,000 within a Fiscal Year, then you will need to obtain Council Approval. ❑ 1) NOT approved by council. ❑ 2) Approved by council. COUNCIL APPROVAL DATE: 11/18/2014 ITEM #: TERM OF AGREEMENT- EFFECTIVE DATE: 12/16/2014 TERMINATION DATE: SIGNATURES REQUIRED: ® VENDOR © AGENCY © CITY ATTORNEY ❑ OTHER 25H 12/15/2015 (INSURANCE APPROVAL REQUIRED BY CAD PRIOR TO SUBMITTING TO COTC) INSURANCE REQUIRED: © YES ❑ NO (Provide City Attorney Office approval) AUTO CGL (Commercial General Liability) ® PROFESSIONAL LIABILITY ® WORKERS COMPENSATION COMMENTS: Insurance already on file covers this Agreement. J,)XV, 'S itt2 * Charter amendment effective December 21, 2006 for City Manager contract authority increase; NS -2717 1: 1AgreementslForm - AGREEMENT PROCESSING FORM_canary.doc Revised: 1 /17/2012