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HomeMy WebLinkAbout09662RESOLUTION NO. 9662 A RESOLUTION APPROVING AN AGREEMENT BETWEEN THE CITY OF PUEBLO AND ANYWARE NETWORK SOLUTIONS, INC., IN THE AMOUNT OF $13,470 FOR A STUDY OF FEASIBILITY OF WIRELESS NETWORKING FOR CITY VEHICLES AND AUTHORIZING THE PRESIDENT OF THE COUNCIL TO EXECUTE SAME BE IT RESOLVED BY THE CITY COUNCIL OF PUEBLO, that: SECTION 1. The Agreement between the City of Pueblo and Anyware Network Solutions, Inc. for a mobile wireless network feasibility study, a copy of which is attached hereto and incorporated herein, having been approved as to form by the City Attorney, is hereby approved. The President of Council is hereby directed and authorized to execute the Agreement in the name and on behalf of the City and the City Clerk is directed to affix the seal of the City thereto and attest same. SECTION 2 Payment in the amount of $13,470 shall be paid from Account No. 255 - 9515 - 600.80 -50 and funding exists as part of Police radio Block Grant #5. INTRODUCED August 12, 2002 BY Robert Schilling Councilperson -';e APPROVED: resident of City Council ATTEST: Altyc Background Paper for Proposed RESOLUTION AGENDA ITEM # 1 DATE: AUGUST 12, 2002 DEPARTMENT: INFORMATION TECHNOLOGY DEPARTMENT TITLE A RESOLUTION APPROVING AN AGREEMENT BETWEEN THE CITY OF PUEBLO AND ANYWARE NETWORK SOLUTIONS, INC., IN THE AMOUNT OF $13,470 FOR A STUDY OF FEASIBILITY OF WIRELESS NETWORKING FOR CITY VEHICLES AND AUTHORIZING THE PRESIDENT OF THE COUNCIL TO EXECUTE SAME ISSUE Should Council approve an agreement for a mobile wireless network feasibility study. RECOMMENDATION Approval of this Resolution BACKGROUND The Agreement is to test a particular wireless technology within the City of Pueblo to assess the feasibility of establishing a Citywide mobile wireless network. A component of this study is the assessment strength and channel of pre- existing Radio Frequency signals in the license -free 2.4GHz ISM range, as conducted in no fewer than 32 locations dispersed evenly throughout the City Limits of the City of Pueblo. A second component is the establishment of a single broadcast site to test feasibility of 2.4 GHz Frequency Hopping Spread Spectrum approach in the City of Pueblo. The results of the study will include a recommendation regarding the use of this technology for the purpose of Police Department report filing from within vehicles. FINANCIAL IMPACT The impact of the study is $13,470, to be paid out of an existing grant established for the purpose of allowing remote reporting by police officers. AGREEMENT FOR WIRELESS NETWORK ENGINEERING SERVICES THIS AGREEMENT is made and entered this 13" day of August , 2002, by and between the City of Pueblo, a Municipal Corporation ( "Client ") and Anyware Network Solutions, Inc. ( "Consultant ") for Consultant to provide wireless network engineering services for Client with respect to a the City's WAN and LAN infrastructure, such services to specifically include survey and feasibility analysis of deploying a wireless FHSS system for Client's computer network within Pueblo, Colorado, hereinafter referred to as the "Project." In consideration of the mutual covenants hereinafter set forth, the parties agree as follows: SECTION 1. GENERAL AND SCOPE OF SERVICES (a) Consultant shall satisfactorily perform the wireless network engineering services and furnish test equipment, materials, and incidentals, all as required by Client's Request for Proposal, Project No. 02 -047, Project Name: Wireless Network Engineering Study (hereinafter referred to as the "RFP ") and as more particularly described in Consultant's Proposal for Project No. 02 -047 dated May 10, 2002 (hereinafter referred to as the "Proposal "), which are hereby incorporated in this Agreement by reference. The work to be performed under this Agreement and described in the RFP and Proposal are referred to herein as the "Basic Services." To the extent the RFP requires any services not described in the Proposal, the RFP shall govern unless the Proposal expressly excludes such services or rejects such requirement. Such services shall include all usual and customary consulting and engineering services including any required installation services incident to its work on the Project. (b) To the extent Consultant performs any of the Project work through subcontractors, Consultant shall be and remain as fully responsible for the full performance and quality of services performed by such subcontractors as it is for services performed directly by Consultant. SECTION 2. CONSULTANT'S RESPONSIBILITIES (a) Consultant shall be responsible for the professional quality, technical accuracy and timely completion of Consultant's work, including that performed by the Consultant's consultants and subcontractors, and including reports and other services, irrespective of Client's approval of or acquiescence in same. (b) Consultant shall be responsible, in accordance with applicable law, to Client for all loss or damage to Client caused by Consultant's negligent act or omission; except that Consultant hereby irrevocably waives and excuses Client and Client's attorneys from compliance with any requirement to obtain a certificate of review as a condition precedent to commencement of an action, including any such requirements set forth in Section 13 -20 -602, C.R.S. or similar statute, whether now existing or hereafter enacted. (c) Consultant shall be completely responsible for the safety of Consultant's employees in the execution of work under this Agreement and shall provide all necessary safety and protective equipment for said employees. (d) Consultant acknowledges that time is of the essence with respect to the completion of its services under this Agreement. Consultant represents that Section 6 of its Proposal is the schedule by which Consultant proposes to accomplish its work, with time periods for which it will commence and complete each major work item. Except to the extent the parties agree to time extensions for delays beyond the control of Consultant, Consultant shall adhere to this schedule and perform its work in a timely manner so as not to delay Client's timetable for achievement of interim tasks and final completion of Project work. Consultant further acknowledges that its schedule has accounted for all reasonably anticipated delays, including those inherent in the availability of tools, supplies, labor and utilities required for the work, the availability of information which must be obtained from any third parties, and all conditions to access to public and private facilities. (e) Before undertaking any work or incurring any expense which Consultant considers beyond or in addition to the Basic Services or otherwise contemplated by the terms of this Agreement, Consultant shall advise Client in writing that (i) Consultant considers the work beyond the scope of this Agreement, (ii) the reasons that Consultant believes the out of scope or additional work should be performed, and (iii) a reasonable estimate of the cost of such work. Consultant shall not proceed with any out of scope or additional work until authorized in writing by Client. The compensation for such authorized additional work shall be negotiated, but in the event the parties fail to negotiate or are unable to agree as to compensation, then Consultant shall be compensated for its direct costs and professional time at the rates set forth in the Rate Schedule for Additional Services attached hereto. In the event no Rate Schedule for Additional Services is attached hereto, and the parties fail to negotiate said compensation, Consultant shall receive an amount for its reasonable direct costs and reasonable compensation for professional services not exceeding the median hourly rate customarily charged in Southern Colorado for such services. SECTION 3. FEES FOR SERVICES: PAYMENT (a) Client will pay to Consultant as full compensation for all services required to be performed by Consultant under this Agreement, except for services for additional work or work beyond the scope of this Agreement, the maximum sum of U.S. $13,470.00, computed as set forth in the Proposal and any rate schedule attached hereto. (b) Consultant shall submit periodic, but not more frequently than monthly, applications for payment, aggregating to not more than the maximum amount set forth above, for actual professional services rendered and for reimbursable expenses incurred. Applications for payment shall be submitted based upon the hourly rates and expense reimbursement provisions set forth in the Proposal and any rate schedule attached hereto, and shall contain appropriate documentation that such services have been performed and such expenses incurred. In the event the Proposal does not set forth hourly rates or identify reimbursable expenses and no rate schedule is attached hereto, Client shall determine the amount of periodic payment based upon Client's estimate of the percentage of services satisfactorily completed. Thereafter, Client shall pay Consultant for the approved amount of the application within 40 days of the date such application is received. (c) No separate or additional payment shall be made for profit, overhead, local telephone expenses, lodging, routine photocopying, computer time, secretarial or clerical time or similar expenses unless otherwise provided and listed in the Proposal or a rate schedule attached hereto. (d) No compensation shall be paid to Consultant for services required and expenditures incurred in correcting Consultant's mistakes or negligence. (e) Compensation for authorized work beyond the scope of this Agreement shall be governed by the provisions of Section 2(e). (f) In the event services under this Agreement are phased and to be performed in more than one fiscal year or are subject to annual appropriation, Consultant acknowledges that funds only in the amount of initial appropriation are available and it shall confirm availability of funds before proceeding with work exceeding initial and subsequent annual appropriations. SECTION 4. CLIENT'S RESPONSIBILITIES (a) Client agrees to advise Consultant regarding Client's Project requirements and to provide all relevant information, surveys, data and previous reports accessible to Client which Consultant may reasonably require. (b) Client shall designate a Project Representative to whom all communications from Consultant shall be directed and who shall have limited administrative authority on behalf of Client to receive and transmit information and make decisions with respect to the Project. Said representative shall not, however, have authority to bind Client as to matters of governmental policy or fiscal policy, nor to contract for additions or obligations exceeding a value which is the lesser of $5,000.00 or 10% of the maximum contract price. (c) Client shall examine all documents presented by Consultant, and render decisions pertainin thereto within a reasonable time. The Client's approval of any reports, documents or other materials or product furnished hereunder shall not in any way relieve Consultant of responsibility for the professional adequacy of its work. (d) Client shall perform its obligations and render decisions within a reasonable time under the circumstances presented. Based upon the nature of Client and its requirements, a period of 14 days shall be presumed reasonable for any decision not involving policy decision or significant financial impact. A period of 45 days shall be presumed reasonable for Client to act with respect to any matter involving policy or significant financial impact. The above periods of presumed reasonableness shall be extended where information reasonably required by Consultant is not within the custody or control of Client but must be procured from others. SECTION 5. TERMINATION (a) Client reserves the right to terminate this Agreement and Consultant's performance hereunder, at any time upon written notice, either for cause or for convenience. Upon such termination, Consultant and its subcontractors shall cease all work and stop incurring expenses, and shall promptly deliver to Client all data, drawings, specifications, reports, plans, calculations, summaries and all other information, documents and materials as Consultant may have accumulated in performing this Agreement, together with all finished work and work in progress. (b) Upon termination of this Agreement for events or reasons not the fault of Consultant, Consultant shall be paid at the rates specified in Schedule 3 for all services rendered and reasonable costs incurred to date of termination; together with any reasonable costs incurred within 10 days of termination provided such latter costs could not be avoided or were incurred in mitigating loss or expenses to Consultant or Client. In no event shall payment to Consultant upon termination exceed the maximum compensation provided for complete performance in Section 3(a). (c) In the event termination of this Agreement or Consultant's services is for breach of this A by Consultant, or for other fault of Consultant including but not limited to any failure to timely proceed with work, or to pay its employees and Consultants, or to perform work according to the highest professional standards, or to perform work in a manner deemed satisfactory by Client's Project Representative, then in that event, Consultant's entire right to compensation shall be limited to the lesser of (a) the reasonable value of completed work or (b) payment at the rates specified in the Proposal or rate schedule attached hereto for services satisfactorily performed and reimbursable expenses reasonably incurred, prior to date of termination. In the event the Proposal does not contain such rates, the rates shall not exceed those specified for Additional Services in accordance with Section 2(e) of this Agreement. (d) Consultant's professional responsibility for its completed work and services shall survive any termination. SECTION 6. RESERVED SECTION 7. USE OF DOCUMENTS (a) Plans, reports, surveys, measurements, documents and all other materials prepared or provided by Consultant hereunder shall become the sole property of Client, subject to applicable federal grrant requirements, and Client shall be vested with all rights therein of whatever kind and however created, whether by common law, statute or equity. Client shall have access at all reasonable times to inspect and make copies of all notes, designs, drawings, specifications, and all other technical data or other documents pertaining to the work to be performed under this Agreement. In no event shall Consultant publish work product developed pursuant to this Agreement except (i) with advance written consent of Client and (ii) in full compliance with the requirements of this Agreement and applicable federal regulations. (b) Plans and reports produced under this Agreement, including all drafts thereof, shall contain a disclaimer on the title page which shall read as follows: "This (name of document) was prepared under contract with the City of Pueblo, Colorado. The content of the document does not necessarily reflect the views of the City of Pueblo." and shall identify the Consultant by name and address and state the Project Number. SECTION 8. INSURANCE AND INDEMNITY (a) Consultant agrees that it shall procure and will maintain during the term of this Agreement, such insurance as will protect it from claims under workers' compensation acts, claims for damages because of personal injury including bodily injury, sickness or disease or death of any of its employees or of any person other than its employees, and from claims or damages because of injury to or destruction of property including loss of use resulting therefrom; and such insurance will provide for coverage in such amounts as set forth in subparagraph (b). (b) The minimum insurance coverage which Consultant shall obtain and keep in force is as follows (i) Workers' Compensation Insurance complying with statutory requirements in Colorado and in any other state or states where the work is performed. (ii) Comprehensive General and Automobile Liability Insurance with limits not less than Six Hundred Thousand and No /100 Dollars ($600,000.00) per person and occurrence for personal injury, including but not limited to death and bodily injury, and Six Hundred Thousand and No /100 Dollars ($600,000.00) per occurrence for property damage. (iii) Professional Liability Insurance with coverage of not less than $1,000,000, and with a deductible acceptable to Client. (c) Consultant agrees to hold harmless, defend and indemnify Client from and against any liability to third parties, arising out of negligent acts or omissions of Consultant, its employees, subcontractors and Consultants. SECTION 9. SUBCONTRACTS (a) Client acknowledges that Consultant is the prime contractor and the only party with whom Client has a contractual relationship under this Agreement. To the extent Consultant performs any Project activities through subconsultants or subcontractors, Consultant shall contractually bind each of its subconsultants and subcontractors by subcontract agreement to all of the terms of this Agreement which are for the benefit of Client, and Client shall be a third party beneficiary of those subcontract provisions. (b) Consultant shall indemnify and defend Client from all claims and demands for payment for services provided by subcontractors of Consultant. (c) Consultant acknowledges that, due to the nature of the services to be provided under this Agreement, the Client has a substantial interest in the personnel and Consultants to whom Consultant assigns principal responsibility for services performed under this Agreement. Consequently, Consultant represents that it has selected and intends to employ or assign the key personnel and Consultants identified in its proposal submitted to Client prior to execution of this Agreement to induce Client to enter this Agreement. Consultant shall not change such Consultants or key personnel except after giving notice of a proposed change to Client and receiving Client's consent thereto. Consultant shall not assign or reassign Project work to any person to whom Client has reasonable objection. SECTION 10. MISCELLANEOUS (a) Notices Any and all notices or other communications required or permitted by this Agreement or by law to be served on or given to either Consultant or Client by the other party shall be in writing and shall be deemed duly served and given when personally delivered to the party to whom it is directed, or in lieu of such personal service, when deposited in the United States mail, first -class postage prepaid, addressed to the Client, Attention: John Wilkinson, Director of Information Technology, 150 Central Main, Pueblo, Colorado, 81003, with a copy to Client, Attention: Naomi Heddon, 230 S. Mechanic, Pueblo, Colorado, 81003, or to Consultant at Anyware Network Solutions, Attention: Vince Varga, Vice President, 7335 E. Peakview, Greenwood Village, Colorado, 80111. Either Party may change his address for the purpose of this paragraph by giving written notice of such change to the other party in the manner provided in this paragraph. (b) Entire Agreement This instrument contains the entire agreement between Consultant and Client respecting the Project, and any other written or oral agreement or representation respecting the Project or the duties of either Client or Consultant in relation thereto not expressly set forth in this instrument and its attachments is null and void. (c) Successors and Assigns . This Agreement shall be binding on the parties hereto and on their successors and assigns; provided, however, neither this Agreement, nor any part thereof, nor any moneys due or to become due hereunder to Consultant may be assigned by it without the written consent of Client. (d) Amendments No amendment to this Agreement shall be made nor be enforceable unless made by written amendment signed by an authorized representative of Consultant and by Client in accordance with the requirements of Section 4(b) of this Agreement or upon authorization of Client's governing board. (e) Choice of Law This Agreement shall be governed and interpreted in accordance with the laws of the State of Colorado. Any unresolved dispute arising from or concerning any breach of this Agreement shall be decided in a state court of competent jurisdiction located in Pueblo, Colorado. (f) Equal Employment O000rtunity In connection with the performance of this Agreement, neither Consultant nor its Consultants shall discriminate against any employee or applicant for employment because of race, color, religion, sex, national origin, disability or age. Consultant shall endeavor to insure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, national origin, disability or age. (g) Severability If any provision of this Agreement, except for Section 2, is determined to be directly contrary to and prohibited by law or the requirements of any federal grant or other Project funding source, then such provision shall be deemed void and the remainder of the Agreement enforced. However, it is the intent of the parties that Section 2 of this Agreement not be severable, and that if any provision of said section be determined to be contrary to law or the terms of any federal grant, then this entire Agreement shall be void. IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the day and year first above written. ATTEST: tit �0, as, City CI CLIENT: CITY OF PUEBLO , / A�MUNICIPAL CORPORATION By � e- ' President of the City Council FICITWURCHA51U16CWrofCons Agmr- Proj02 -NI wpd un ai�ma� to: Gt �tyo4�4dU1 (Uhl JFGGER PACE DG 6 CONSULTANT