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HomeMy WebLinkAboutNETXACT, INC. - 2005-06-06(7) June 6, 2005 - Council/Agency Agenda - Page 7 DRAFT Councilmember Bohr inquired about lease details. Acting Assistant City Administrator Robert Beardsley introduced Economic Development Consultant Mike Hennessey, who responded. Approved 6 — 0 — 1 (Cook absent) E-3. (City Council) Adopt Resolution Number 2005-39 Approving the Submittal of Applications to the Orange County Transportation Authority (OCTA) for Three Improvement Projects Under the Combined Transportation Funding Programs (CTFP) (located Bolsa Chica Street/Warner Avenue to Interstate 405; Pacific Coast Highway at Warner Avenue; and Pacific Coast Highway at Brookhurst Street) (800.45) — Adopt Resolution Number 2005-39 — "A Resolution of the City Council of the City of Huntington Beach Approving the Submittal of Three Improvement Projects to the Orange County Transportation Authority for Studies and Street Improvement Funding Under the Combined Transportation Funding Program." Submitted by the Acting Public Works Director. Funding Source: No funding source is required for this action. If grants were awarded, matching funds would be required for one of the three projects. Traffic Impact Fees and fair share contributions from recent developments are appropriate matching fund sources. Adopted 6 — 0 — 1 (Cook absent) E-4. (City Council) Adopt Resolution Number 2005-40 to Establish Portions of Atlanta Avenue East of Brookhurst Street as Diagonal Parking Zones (560.10) — Adopt Resolution Number 2005-40 - "A Resolution of the City Council of the City of Huntington Beach Designating Portions of Atlanta Avenue as Diagonal Parking Zone." Submitted by the Acting Public Works Director. Funding Source: The recommended action will require the expenditure of approximately $4,000 in staff time and materials and can be provided within the current operating budget of the Public Works Department, Traffic Signs and Markings, Business Unit 10085302. Adopted 6 — 0 — 1 (Cook absent) E-5. (City Council) Approve Professional Services Contract with Inc. for l Information Services Technical Support (600.10) —Approve and authorize the execution by the Mayor and City Clerk of the Professional Services Contract Between the City of Huntington Beach and NetXact, Inc. for Support of JDE Business System Software. Submitted by the Acting Information Services Director. Funding Source: Current funding for this contract is dmii7� Business Unit 30143002. available iDeftrmd by ChyAbudget in B tom$ E-6. (City Council) Approve Deletion of Financial Policy Requiring a Biannual Two -Year Budget and Amend Language to Reflect Annual Budget Preparation — Approve the 3-way Designation of the General Fund Balance in Excess of the Required 7% Reserve, with 50% Designation to the General Fund, 25% Towards the Capital Improvement Fund and the Remaining 25% Towards the Infrastructure Fund (310.10) —1. Approve the deletion of the current financial policy requiring a biannual preparation of a two-year budget; and 2. Approve the 50/25/25 proportion of General Fund balance in excess of the required seven percent (7%) reserve MEETING DATE: 6/6/05 DEPARTMENT ID NUMBER:IS 05-007 Council/Agency Meeting Held: Deferred/Continued to:-j�j=- UA) &) ❑ Approved ❑ Conditionally Approved O Denied u.M C Cle s Sig0fiture Council Meeting Date: 6/6/05 Department ID Number: IS,05-0 7 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION - SUBMITTED TO: HONORABLE MAYO CITY OF'MIM L EMBE SUBMITTED BY:�kPENELOPE CULBRETH-G FT, CITNISTRATO PREPARED BY: Behzad Zamanian, Acting Information Services Director -� SUBJECT: Approve the Professional Services Contract between the City of Huntington Beach and NetXact, Inc. for Information Services Technical Support Statement of issue, Funding Source, Recommended Action, Alternative Action(s), Analysis, Environmental Status, Attachment(s) Should the City Council approve a Professional Services Contract with NetXact, Inc. to provide technical consultant services in support of the City's primary business systems application? Funding Source: Current funding for this contract is available in FY 04/05 budget in Business Unit 30143002. Recommended Action: Motion to approve and authorize the execution by the Mayor and City Clerk of the contract between NetXact Inc. and the City of Huntington Beach. Alternative Action(s): Do not approve the execution of contract between NetXact Inc. and the City of Huntington Beach. Analysis: The City currently maintains a Professional Services Contract with Atrilogy Solutions Group, Inc. through which technical services support is provided for various systems. Technical support for the City's primary business software is provided by a consultant obtained through this contract. This consultant has worked for the City for about 4 years and his knowledge of 112005 RCAXIS 05-007 NetXact Agreement.doc -2- 5/26f=15 8:39 AM 5 MEETING DATE: 6/6/05 DEPARTMENT ID NUMBER:IS 05-007 the City's systems is unique and very valuable. Staff has successfully negotiated with Atrilogy Solutions Group, Inc. to release the consultant from their employ, allowing the City to enter into a contract directly with the consultant's company, NetXact, Inc. This change in contracts eliminates the administrative overhead costs paid to Atrilogy Solutions Group, Inc. and saves approximately 25% of the cost of maintaining the City's business software. Staff recommends the approval of the Professional Services Contract with NetXact, Inc. to continue the excellent support for the City's business software, at a reduced cost. Environmental Status: N/A Attachment(s): Professional Services Contract between the City of Huntington Beach and NetXact, Inc., including Exhibit ffA" (Statement of Work) and Exhibit "B" (Payment Schedule) 2. 1Certificate of insurance with the Approved Insurance and Indemnification Waiver Modification Request, waiving the requirement for no deductible. 1:12005 RCA\IS 05-007 NetXact Agreement.doc -3- 5123120051:66 PM ATTACHMENT #1 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND NETXACT, INC. FOR SUPPORT OF JDE BUSINESS SYSTEM SOFTWARE THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY, and NETXACT, INC, a California corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide technical support personnel; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Boban Petric who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 05agree/netxact 1 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence as soon as practicable after the execution of this Agreement (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than three (3) years from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed Three Hundred Thousand Dollars ($300,000.00). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B." 05agree/netxact 2 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 05agree/netxact 3 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and in the aggregate. The above - mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage in excess of Two Thousand Five Dollars ($2,500.00) except with the express written consent of CITY. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney 05agree/netxact 4 evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. state that the policy is currently in force; and C. promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY. The requirement for carrying the foregoing insurance coverage shall not derogate from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 05agree/netxact 5 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 05agree/netxact 6 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: TO CITY: City of Huntington Beach ATTN: Behzad Zamanian 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Netxact, Inc. Attn: Boban Petric 44 Carver Irvine, CA 92620 When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive 05agree/netxact 7 and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each 05agree/netxact 8 duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY' S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 05agree/netxact 9 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 05agree/netxact 10 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on 52005. NETXACT, INC. CITY OF HUNTINGTON BEACH, a municipal corporation of the State of By: California -� Boban Petric, President AND Mayor By:� print name ITS: (circle one) Secret Chief Financial Officer sst. Secretary - Treasurer A. City Administrator S City Clerk APPROVED AS TO FORM: Cit A orney ----[NITIATED AND APPROVED: !' Director —of Information Services 05agree/netxact l t Exhibit A U EXHIBIT "A" A. STATEMENT OF WORK: J.D. Edwards OneWorld technical support including: ♦ CNC support (ESUs, service packs, upgrades, updates, system configuration, etc.) ♦ System administration ♦ Report development ♦ Interactive application development ♦ Data conversions ♦ Training ♦ User support ♦ Documentation B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 1. Provide a consultant to the city capable of accomplishing the tasks identified in Section A. C. CITY'S DUTIES AND RESPONSIBILITIES: 1. Provide direction and supervision as it relates to tasks identified in section 0 2. Assign a staff member to work with the Consultant in performance of this Agreement as necessary. D. WORK PROGRAM/PROJECT SCHEDULE: This program does not involve a fixed schedule. The JDE technical resource shall be available to the city as needed to accomplish the tasks identified in Section A. The resource will be required to be on -site during normal business hours (Monday through Friday, 8 AM to 5 PM). jmp/contracts groupJexA/4/13/05 Exhibit B EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: $150 per hour B. Travel 1. Charges for time during travel are not reimbursable. 2. Automobile expenses are not reimbursable. All other travel expenses must be approved in advance by CITY in writing. Requests for approval shall be submitted at least fourteen (14) days in advance, to allow for reduced transportation fares. Meals are not billable to CITY, without prior written consent of CITY. C. Billing 1. All billing shall be done monthly in one -tenth -hour (0.10) increments. Minimum billing charges are unacceptable. CONSULTANT shall only charge for actual time spent. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the case or matter. 3. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. agree/forms/exB-hourly fee/4/13/05 EXHIBIT B 1 Hourly Payment ATTACHMENT #2 s `i' INSURANCE AND INDEMNIFICATION WAIVER m MODIFICATION REQUEST 1. Requested by: Behzad Zamanian 2. Date: April 6, 2005 3. Name of contractor/permittee: NetXact, Inc. 4. Description of work to be performed: Support of JDE Business Systems 5. Value and length of contract: Maximum of 300,000 6. Waiver/modification request: Vendor's policy is set up with 2,500 deductible. 7. Reason for request and why it should be granted: It is not possible for the vendor to obtain a policy with no deductible. 8. Identify the risks to the City in approving this waiver/modification: We might be liable for the $2500 deductible if we were to file a claim Signature >3�, ©� Date: APPROVALS Approvals;, must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and the City Attorney's Office disagree. 1. Risk Management / 4b Approved ❑ Denied�/ 6 Signature Date 2. City Attorney's Office 4 Approved ❑ Denied "1 Signature Dat 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorneys Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Administrative Servicesi Insurance Waiver.doc 4/6/2005 4:43:00 PM (WINSURANCE AND INDEMNIFICATION WAIVER . MODIFICATION REQUEST 1. Requested by: Christi Mendoza, Risk Management 2. Date: May 23, 2005 3. Name of contractor/permittee: NetXact (Boban Petric) 4. Description of work to be performed: Provides J.D. Edwards OneWorld technical support to include CNC support system administration report development, interactive application development data conversions, training, user support and documentation. 5. Value and length of contract: Not -to -exceed $300,000, year-round, ongoing basis 6. Waiver/modification request: Cancellation clause wording 7. Reason for request and why it should be granted: Unable to comply with the city's insurance cancellation clause wording requirement 8. Identify the risks to the City in approving this waiver/modification: None. dZ-2, 0 S" Date: APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management and the City Attorney's Office disagree. 1. Risk Management' Approved ❑ Denied 1` G Signature Date 2. City Attorney's Office Approved ❑ Denied - 7 Signature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Administrative Services ACORD. CERTIFICATE OF LIABILITY INSURANCE DATE 5/2312005 I PRODUCER TECH INSURANCE.COM 604 W.Bethany Drive Suite 208 Allen, TX, 75013 (800) 668-7020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURED NetXact 44 Carver Irvine, CA 92620 INSURER A: Hartford Insurance INSURERS: ACE -American INSURER C: INSURER D: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR T TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE M D POLICY EXPIRATION DATE (MM1DD1YY1 LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 FIRE DAMAGE (Any one fire) $ 300,000 X COMMERCIAL GENERAL LIABILITY K 7/16/2004 7/16/2005 10,000 A CLAIMS MADE OCCUR 46 SBA BF8039 MED EXP (Any one person) $ PERSONAL & ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,000 POLICY PROT LOC AUTOMOBILE LIABILITY 7/16/2004 7/16/2005 COMBINED SINGLE LIMIT $ 1,000,000 ANY AUTO 46 SBA BF8039 (Ea accident) BODILY INJURY $ ALL OWNED AUTOS A SCHEDULED AUTOS (Per person) BODILY INJURY $ X HIRED AUTOS X NON -OWNED AUTOS (Per accident) PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO $ AUTO ONLY: AGG EXCESS LIABILITY EACH OCCURRENCE $ OCCUR ❑ CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ WORKERS COMPENSATION AND WC STATU- OTH- TOY LIMITS EMPLOYERS' LIABILITY E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ E.L. DISEASE - POLICY LIMIT $ OTHER CRL 147853 4/7/2005 4/7/2006 CLAIMS -MADE ERRORS & OMISSIONS OCCURENCE $1,000,000 B PROFESSIONAL LIABILITY AGGREGATE $1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONSIVEHICLESIEXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS The City Huntington Beach, its agents, officers and employees are addtional insureds as respects general liability insurance. CERTIFICATE HOLDER I I ADDITIONAL INSURED: INSURER LETTER: CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION The City Huntington Beach DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN 2000 Main Street, . NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Huntington Beach CA 92648 Attn: Risk Management. IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED R[ ACORD 25S (7/97) © ACORD CORPORATION 1988 2000 Main Street, Huntington Beach, CA 92648 Declaration of Non -Employer Status In order to comply with the City Council Resolution No. 6277, you are required to provide proof of Workers' Compensation Insurance. If you have no employees, this form must be signed and returned to: City of Huntington Beach Risk Management Division 2000 Main Street Huntington Beach, CA 92648 I certify that in the performance of the activity or work for which this permit is issued, I shall not employ any person in any manner so as to become subject to California Workers' Compensation Insurance requirements. I authorize the City of Huntington Beach to immediately and retroactively revoke the license or permit issued under this declaration if I hire any employee(s) or become subject to the provision of the laws requiring Workers' Compensation Insurance. Applicant/Company Name: A C 1 N C. Address: 4 L1 c-6� 4.vC iL Applicant's Signature: Title: 0 I a-,E c \ 0K 9-y INc , CAV 9262-0 Location Signed: C I ,, �) o r Hv t4 k % 0 C. -T D s 6E (P, ri4 Telephone Number: 0) y 9 - 1-4-8 — 9 9 eZ State of California Is a Secretary of State m i o pq`/�oPN`p STATEMENT OF INFORMATION (Domestic Stock Corporation) FEES(Filing and Disclosure): $25.00. If amendment, see instructions. IMPORTANT — READ INSTRUCTIONS BEFORE COMPLETING THIS FORM 7. CORPORATE NAME (Please do not alter if name is preprinted.) C2349503 NETXACT, INC. 44 CARVER IRVINE CA 92620 This Space For Filing Use Only DUE DATE: 07-31-05 CALIFORNIA CORPORATE DISCLOSURE ACT (Corporations Code section 1502.1) A publicly traded corporation must file with the Secretary of State a Corporate Disclosure Statement (Form SI-PT) annually, within 150 days after the end of its fiscal year. Please see reverse for additional information regarding ublicl traded corporations. NO CHANGE STATEMENT 2. n If there has been no change in any of the information contained in the last Statement of Information filed with the Secretary of State, check the box and proceed to Item 15. If there have been any changes to the information contained in the last Statement of Information filed with the Secretary of State, or no statement has been previously filed, this form must be completed in its entirety. COMPLETE ADDRESSES FOR THE FOLLOWING (Do not abbreviate the name of the city. Items 3 and 4 cannot be P.O. Boxes.) 3. STREET ADDRESS OF PRINCIPAL EXECUTIVE OFFICE CITY AND STATE ZIP CODE C Q- - R t9.ut N_ CA 92. 2 4. STREET ADDRESS OF PRINCIPAL BUSINESS OFFICE IN CALIFORNIA, IF ANY CITY STATE ZIP CODE CA NAMES AND COMPLETE ADDRESSES OF THE FOLLOWING OFFICERS (The corporation must have these three officers. A comparable title for the specific officer may be added; however, the preprinted titles on this form must not be altered.) 5. CHIEF EXECUTIVE OFFICER/ ADDRESS CITY AND STATE ZIP CODE P� V, a fit= _\ C. 4 LiCA a.It IE 2. RN4 k ts" C t� 2GzrJ 6. SECRETARY/ ADDRESS CITY AND STATE ZIP CODE OQ> 'P="ik1C LiH CA""k t2-'thSiE C Pr 92—%2.Q 7. CHIEF FINANCIAL OFFICER/ ADDRESS CITY AND STATE ZIP CODE e- PE 2 C Li4 CAQN -(Z tp--gl NE C IN 92620 NAMES AND COMPLETE ADDRESSES OF ALL DIRECTORS, INCLUDING DIRECTORS WHO ARE ALSO OFFICERS (The corporation must have at least one director. Attach additional pages, if necessary.) 8. NAME t R C ADDRESS L CIK�v` CITY AND STATE tk'4t�` C� ZIPCODEa� N I2 _Vi9. NAME ADDRESS CITY AND STATE ZIP CODE 10. NAME ADDRESS CITY AND STATE ZIP CODE 11. NUMBER OF VACANCIES ON THE BOARD OF DIRECTORS, IF ANY: AGENT FOR SERVICE OF PROCESS (If the agent is an individual, the agent must reside in California and Item 13 must be completed with a California address. if the agent is another corporation, the agent must have on file with the California Secretary of State a certificate pursuant to Corporations Code IE section 1505 and Item 13 must be left blank.) 12. NAME OF AGENT FOR SERVICE OF PROCESS S o 131--s N 9- L Q> C- 13. ADDRESS OF AGENT FOR SERVICE OF PROCESS IN CALIFORNIA, IF AN INDIVIDUAL CITY STATE ZIP CODE cr,"E. 2 trivIOQ CA 162-0 TYPE OF BUSINESS 14. DESCRIBE THE TYPE OF BUSINESS OF THE CORPORATION CO lV S k1 t NG S c ELM l C-,Z- S 15. BY SUBMITTING THIS STATEMENT OF INFORMATION TO THE SECRETARY OF STATE, THE CORPORATION CERTIFIES THE INFORMATION CONTAINED HEREIN, INCLUDING ANY ATTACHMENTS, IS TRUE AND CORRECT. � p-,.-. ^� ` CEO S 2-LA /0 S TYPE OR PRINT NAME OF PERSON COMPLETING THE FORM SIGNATURE TITLE DATE SI-200 N/C (REV 03/2005) APPROVED BY SECRETARY OF STATE 026698S RCA ROUTING SHEET INITIATING DEPARTMENT: Information Services SUBJECT: Approve Professional Services Agreement between the City of Huntington Beach and NetXact, Inc. for Information Services Technical Support COUNCIL MEETING DATE: I June 6, 2005 RCA ATTACHMENTS STATUS Ordinance (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable ❑ Resolution (w/exhibits & legislative draft if applicable) Attached ❑ Not Applicable ❑ Tract Map, Location Map and/or other Exhibits Attached ❑ Not Applicable El Contract/Agreement (w/exhibits if applicable) Attached Not Applicable ❑ (Signed in full by the City Attome Attached El Subleases, Third Party Agreements, etc. Not Applicable ❑ (Approved as to form by City Attome Certificates of Insurance (Approved by the City Attomey) Attached Not Applicable ❑ Fiscal Impact Statement Unbud et, over $5,000) Attached Not Applicable ❑ Attached El Bonds If applicable) ( PP ) Not Applicable ❑ Attached ❑ Staff Report (If applicable) Not Applicable ❑ Commission, Board or Committee Re ort If applicable P ( PP ) Attached Not Applicable ❑ Findings/Conditions for Approval and/or Denial 9 PP Attached Not Applicable ElFindin ❑ EXPLANATION FOR MISSING ATTACHMENTS REVIEWED RETURNED FORWARDED Administrative Staff ( ) ( ) Assistant City Administrator (Initial) ( ) ( ) City Administrator Initial City Clerk ( ) EXP ANA I N FOR RETU N OF TEM: RCA Author: