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HomeMy WebLinkAboutComplete Paperless Solutions (CPS) - 2018-07-18SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND COMPLETE PAPERLESS SOLUTIONS (CPS) FOR IMPLEMENTATION OF AN ENTERPRISE CONTENT MANAGEMENT SYSTEM 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 called "City," and Complete Paperless Solutions (CPS), a California corporation hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of LaserficheT" Enterprise Content Management solution. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02, NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. Scope of Services Contractor 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." Contractor hereby designates Claude Schott 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 Contractor in the performance of this Agreement. 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement, kcdesktop I of 12 shall not exceed ($106,982.00) One Hundred Six Thousand, Nine Hundred Eighty -Two Dollars during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. C. Contractor shall be paid pursuant to the terms of Exhibit `B." 4. 'germ Time is of the essence of this Agreement. The services of Contractor are to commence as soon as practicable after the execution of this Agreement by City (the "Commencement Date") and terminate three years (3) from Commencement Date, unless terminated earlier in accordance with the provisions of this Agreement. All tasks specified in Exhibit "A" shall be completed no later than one (1) year of working days 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 and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 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," Contractor 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. Disposition of Plans, Estimates and Other Documents Contractor agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations computer eode, language, data or programs, maps, memoranda, letters and other documents, shall belong to City, and Contractor 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. 7. Hold Harmless Contractor 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, and consequential damage or liability of any kind or nature, however caused, including those resulting from death or injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor, any subcontractors, anyone directly or indirectly kcdesktop 2 of 12 employed by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor'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 a limitation upon the amount of indemnification to be provided by Contractor. S. Workers Compensation insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et .seq. of this Code, which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation tinder the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project/Service. This policy shall indemnify Contractor, its officers, employees and agents while acting within the scope of their duties, against any and all claims arising out or in connection with the Project/Servicc, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars ($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars ($1,000,000) for this Project/Service. This policy shall name City, its officers, elected or appointed officials, employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. Under no circumstances shall said above -mentioned insurance contain a self -insured retention, or a "deductible" or any other similar form of limitation on the required coverage. 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Contractor's automotive kcdesktop 3 of 12 liability in an amount not less than One Million Dollars ($1,000,000.00) per occurrence and a separate "Additional Insured Endorsement" page listing both the policy number and naming the "City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers" as additional insured on the endorsement. The above -mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of City. 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney 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. Contractor 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 Contractor'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. Contractor shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 12. Independent Contractor Contractor 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. Contractor 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 Contractor 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. 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 14. 'Termination This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor kcdesktop 4 of 12 compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Contractor to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Contractor consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized represcntative of Contractor. 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 Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 16. Assignment Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 17. City Employees and Officials Contractor 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. 18. Notices Any notices, certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent (as designated in Scction 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 below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications kcdesktop 5 of 12 will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S. certified U.S. certified mail -return receipt requested: To City: City of Huntington Beach Attn: Director of Information Services 2000 Main Street Huntington Beach, CA 92648 19. Consent To Contractor: CPS -Complete Paperless Solutions ATTN: Claude Schott 4025 E. La Palma Avenue, Suite 204 Anaheim, CA 92807 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 conscnt/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 21. 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 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. 22. 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. 23. 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 kcdesktop 6 of 12 date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24. Immigration Contractor 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. 25. Legal Services Subcontracting Prohibited Contractor 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. Contractor 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 Contractor. 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement, it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable efforts consistent with practices customary in the facilities management industry in recruiting, training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees, at the request of the City, to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. Discrimination Contractor 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. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 28. Jurisdiction - Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. kcdesktop 7 of 12 29. Professional Licenses Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 30. 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. 31. Survival Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 32. Governinst Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 33. Signatories Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 34. Entirety (a) 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. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. kcdesktop 8 Of 12 35. Effective Date IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney This Agreement shall expire when terminated as provided herein. CONTRACTOR CPS Complete Paperless Solutions, a California corporation By: Tam Torvl 2(F c�a � print name ITS: (circle one) Chairma resident/ cc President AND By: l r pr�i�ntitame ITS : circle one) S tteretar hief Financial Office /Asst. , 6retary r surer kcdesktop 9 of 12 CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California. C' y anager INITIATED AND PPROVED: Director of nt do - es APPROVED Attorney K�Af Receive and File EXHIBIT "A" A. STATEMENT OF WORK: The deliverables of this project are: o Project Management/Planning o Installation of Rio License Server/Manager o Installation of Laserfiche Production Server a installation of Laserfiche Test and Development Server o Installation of Laserfiche Quick Fields Agent o Installation of Quick Fields Sessions o Installation of Laserfiche Weblink for internal and external purposes • Installation of Laserfiche Web Access o Installation of Laserfiche Workflow • Installation of Laserfiche Import Agent o Conversion of SIRE a Migration of Data and Images from SIRE to Laserfiche in an elaborative way o Integration of Accela with Laserfiche (CPS only provides the Laserfiche Public Portal to integrate with Accela Land Management and is not responsible for any additional development) o Application Testing o Performance Testing o "Training on all of the listed item cited above (Workflow and eForm not included) B. CONTRACTOR'S DUTIES AND RESPONSIBILITIES: CPS promises and agrees to supply to the City of Huntington Beach all labor, software, services and customary work within the limitation of time as stated in the paragraphs above. C. CITY'S DUTIES AND RESPONSIBILITIES: The City of Huntington Beach promises and agrees to provide any resources (hardware, software, staff, and partners...) to complete the fully executed statement of work as described above and below. D. WORK PROGRAM/PROJECT SCHEDULE: Please see below matrix for each step of the project, including required (and optional) participants to the deployment of the project. Once the contract will be sign, we will request right away the SIRE records and associated databases. If the conversion of the SIRE records may take up to 3-4 weeks for optimal results, the kedesktop 10 of 12 I,aserfiche installation and training can be completed within a couple weeks considering that the City of Huntington Beach resources and team will be available during that span. However, we suspect that training will be more beneficial once the conversion has been completed. Based on our experience, we would expect the project to be fully completed within 6 to 8 weeks. X - Required O - Optional E a. G a LM a 4, u u ai Aila X X X C X 2.0 Introduction to L3serfiche 2.0 Software and Hai dr;are Recuirements O X X 3.0 SIRE Cor':ersion {copy database and images} X O X X X 4.0 Define Reposito^,, requirements: Taxonomy and Indexing_ X X O X 5.0 Schedule X X X X -. Folder and Template structures X O 0 X ?.0 2.0 \Vorkflo+,!.iesign O C X X 3.0 Test O 0 X 4.0 Production X X 0 X X 3.0 fixes X X C X X 1.0 L_aserfiche RIO 5erver O 0 k - i.l and Ir.-ic 2.0 Laserfiche 1,Vorkflov,, O U X 2.1 2.2 ata - 2.3 Laih dGr CL: G2si_,ncr - _ 3.0 Laserfiche \4'eb.Access or Thin Clients O C X 4.0 Laserfche Public Portal O X X 5.0 Acceia integration z O X X X X X W, L.0 Administrator — Le,. -el ! 2.0 Administrator -Auditing 0 X X X 3.0 End Users — Getting Started with Laserfiche X X 0 X X 4.0 End Users Capture X X O X E. ADDITIONAL, TERMS AND CONDITIONS: The City of Huntington Beach is purchasing a RIO 20 user as a starter application. RIO only starts with 25 users. Therefore, CPS will prepay the additional 5 users and the City will have 12 months to purchase the 5 additional licenses from CPS. Cost for the 5 additional licenses arc as followed. a. 5 user licenses: $4,500.00 b. 5 users soffware support: $900.00 The City of Huntington Beach will have the ability to use these licenses from the beginning of the installation and system production. kcdcsktop 11 of 12 EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1. CONTRACTOR shall be entitled to monthly progress payments toward the fixed fee sct forth herein in accordance with the following progress and payment schedules. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONTRACTOR shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirements for satisfactory completion. 3. CONTRACTOR shall submit to CITY an invoice for each monthly progress payment due. Such invoice shall: A) Reference this Agreement; B) Describe the services performed; C) Show the total amount of the payment due; D) Include a certification by a principal member of CONTRACTOR's firm that the work has been performed in accordance with the provisions of this Agreement; and F,) For all payments include an estimate of the percentage of work completed. Upon submission of any such invoice, if CITY is satisfied that CONTRACTOR 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 CONTRACTOR 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 CONTRACTOR is in, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 4. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. kcdesktop 12 of 12 3. Pricing Proposal a. Laserfiche RIO EXHBIT "B" - 1 Description Quantity Public Price RIO unlimited servers, Incl. Workflow, named users, 20 $18,000.00 email, snapshot, Webaccess, Mobile, Form Essentials, Advanced Audit Trail, Digital Signatures, Web Administration Console Public Portal Unlimited for 2 LF servers (1) 1 $50,000.00 Quick Fields Agent (2) 1 $10,000.00 Quick Field Core, incl. Barcode, Zone OCR, Real Time 1 $5,000.00 Look up, Scripting and Pattern Matching Laserfiche Import Agent 1 $1,500.00 Sub -Total $84,500.00 Special Discount (22%) $18,590.00 Total Software $65,910.00 Note: (1) Unlimited Public Portal includes Laserfiche Weblink and unlimited retrieval connections for 2 servers. Public Portal licenses provide read-only. You can create as many Weblink as needed. (2) Laserfiche Quick Fields is an automated data capture and storage tool that helps you extract information from documents, organize them, and store them in a Laserfiche repository. Quick Fields Agent allows you to schedule Quick Fields sessions and have them run unattended. With Quick Fields Agent, you can centralize and automate the administration of data capture, retrieving information from disparate locations at any time. By scheduling when document processing occurs, your organization can use network resources at non - peak hours. Quick Fields Agent keeps track of all scheduled sessions and reports on the results of schedules that have run. COSSolutx 9 - City of Huntington Beach F,XHBIT "B" - 1 b. Professional Services Description Quantity Public Price Installation and setup, incl. PP design (3), QF config and 49 $9,800.00 Workflow (8) Training: Admin + End user (multiple classes) 20 $3,500.00 Sire Conversion 1 $14,000.00 Total Professional Services $27,300.00 No Workflow and Form Design included. Workflow design for capture stations included (8). c. Laserfiche Support Services Description Quantity Public Price Laserfiche RIO 20 $3,600.00 Public Portal Unlimited for 2 LF servers 1 $10,000.00 Quick Fields Agent 1 $2,000.00 Quick Field Core, incl. Barcode, Zone OCR, Real Time 1 $1,000.00 Look up, Scripting and Pattern Matching Laserfiche Import Agent 1 $390.00 Keyed Integrator's License for Accela Integration — 25 1 $3,000.00 users for one Laserfiche server CAS I Compete Paperless Solutions Sub -Total $19,990.00 CPS VIP Support— V Year FREE Total Software 10- City of Huntington Beach $19,990.00 Description Software Professional Services Laserfiche Support —1" year 4. Payment Terms Description Order Software installation and set up Project completion d. Turnkey Solution Quantity 1 1 1 Additional Incentive Total Turnkey Solution �o 50 25 25 EXHBIT "B" - I cps I Complete Papixless Solutions 11- City of Huntington Beach Public Price $65,910.00 $27,300.00 $19,990.00 ($6,218.00) $106,982.00 Price $53,491.00 $26,745.50 $26,745.50 ACOR®r CERTIFICATE OF LIABILITY INSURANCE li..� DATE(MWDD/YYYY) 7/3/201B 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(ies) 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 endorsements . PRODUCER CONTACT Van Deng g PNONE . (714) 619-44B0 aC No): (714)619-4481 Robert Harris Insurance Agency, Inc. E-MAIE SS: Lic. #0216736 INSURE S AFFORDING COVERAGE NAIC# 3150 Bristol St., Suite 200 INSURERA:Travelers Cas Ins Co of America 19046 Costa Mesa CA 92626 INSURED INSURERB:Hartford Accident 6 IndemnitY 22357 INSURERC:Llo ds of London SSC Complete Paperless Solutions LLC INSURERD: 4025 E. La Palma Ave #204 INSURERE: INSURERF: Anaheim CA 92B07 COVERAGES CERTIFICATE NUMBER:IB/19 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. 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADOL nuqn SUBR wyn POLICY NUMBER POLICY EFF POLICY EXP LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 A CLAIMS -MADE ❑R OCCUR DAMA ET RENTED PREMISES Ea occurrence $ 300,000 MED EXP (Any one arson) $ 5,000 X 68OBB847614 6/23/2018 6/23/2019 PERSONAL 8 ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 4,000,000 % POLICY ❑ PRO- JECT ❑ LOC PRODUCTS-COMP/OPAGG $ 4,000,000 $ OTHER: AUTOMOBILE LIABILITY CDMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ A ANY AUTO BODILY INJURY (Per accident) $ ALL OWNED SCHEDULED AUTOS AUTOS 6BOBB847614 6/23/2018 6/23/2019 X PROPERTY DAMAGE Per accident $ R NON -OWNED HIRED AUTOS AUTOS $ UMBRELLA LIAB OCCUR EACH OCCURRENCE $ H AGGREGATE $ EXCESS LIAB CLAIMS -MADE DED I I RETENTION E $ WORKERS COMPENSATION X PTATUTE OTERH AND EMPLOYERS' LIABILITY Y / N E.L. EACH ACCIDENT $ 1,000,000 ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? NIA A B (Mandatory In NH) 72WECZX9262 6/23/2018 6/23/2019 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 C Errors & Omissions ESG04471007 1/11/2018 6/23/2019 Limit $1,000,000 Deducible $10 , 00 0 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached R more space Is required) City of Huntington Beach is named as additional insured as respects to the general liability policy per endorsement attached. AP ROE AS O FORM BY: M CHAEL E. GATES City of Huntington Beach 200 Main Street Huntington Beach, CA 92648 ACORD 25 (2014/01) INS025 (201401)- SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE �y _r Steve Harris/VAND ,,- ©1988-2014 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 0 suo it INSURANCE AND INDEMNIFICATION WAIVER �� �m MODIFICATION REQUEST 1. Requested by: Information Services 2. Date: 7/24/2018 3. Name of contractor/permittee: Complete paperless Solution (CPS) 4. Description of work to be performed: acquisition and Installation of the Laserfiche electronic document imaging system software. 5. Value and length of contract: $106,982 6. Waiver/modification request: Can not meet naming requirement, 7. Reason for request and why it should be granted: Insurance company will be able to include the "City of Huntinqton Beach" but not wording of "officers. elected or appointed officials, employees, agents and volunteers". See attached email highlighted section. 8. Identify the risks to the City in approving this waiver/modification: No risk since the vendor's insurance covers the City of huntington Beach. Additionally most or all of the 7/24/2018 Date: APPROVALS Approvals must be obtained in the order listed o this form. Two approvals are required for a request to be granted. Approval from the ' y Administrator's Office is only required if Risk Management and the C Attorney's Off iSe disagree. 1. R�k Management 11�Approved ❑ Denied Signature D6te 2. City Attorney's Office ISIXpproved ❑ Denie r �..��71,2l Signature Date " 3. City Manager'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 Human Resources 7/24/2018 9:39:00 AM POLICY NUMBER: 660-BB847614-16-42 COMMERCIAL GENERAL LIABILITY ISSUE DATE: 07/20/2016 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (CONTRACTORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAME OF PERSON(S) OR ORGANIZATION(S): CITY OF HUNTINGTON BEACH 200 I4AIN STREET HUNTINGTON BEACH CA 92646 PROJECT/LOCATION OF COVERED OPERATIONS: CONTRACTOR 1. WHO IS AN INSURED — (Section II) is amended b) The insurance provided to the additional in- to include the person or organization shown in the sured does not apply to "bodily injury", "prop - Schedule above, but: erty damage" or "personal injury" arising out a) Only with respect to liability for "bodily injury", of the rendering of, or failure to render, any "property damage" or "personal injury"; and professional architectural, engineering or sur- veying services, including: b) If, and only to the extent that, the injury or L The preparing, approving, or failing to damage is caused by acts or omissions of prepare or approve, maps, shop draw - you or your subcontractor in the performance ings, opinions, reports, surveys, field pr- of "your work" on or for the project, or at the ders or change orders, or the preparing, location, shown in the Schedule. The person approving, or failing to prepare or ap- or organization does not qualify as an addi- prove, drawings and specifications; and tional insured with respect to the independent acts or omissions of such person or organiza- Ii. Supervisory, inspection, architectural or tion. engineering activities. 2. The insurance provided to the additional insured c) The insurance provided to the additional in - by this endorsement is limited as follows: sured does not apply to "bodily injury" or a) In the event that the Limits of Insurance of "property damage" caused by "your work" this Coverage Part shown in the Declarations and included in the "products -completed op- "written exceed the limits of liability required by a erations hazard" unless a contract "written contract requiring insurance" for that requiring insurance', specifically requires you additional insured, the insurance provided to to provide such coverage for that additional the additional insured shall be limited to the insured, and then the insurance provided to limits of liability required by that "written con- the additional insured applies only to such "bodily tract requiring insurance". This endorsement injury" or "property damage" that oc- shall not increase the limits of insurance de- curs before the end of the period of time for in Section III —Limits Of Insurance. which the "written contract requiring-insur- ance"scribed requires you to provide such coverage CG D2 47 08 05 0 2005 The St. Paul Travelers Companies, Inc. Page 1 of 2 COMMERCIAL GENERAL LIABILITY or the end of the policy period, whichever is earlier, 3. The insurance provided to the additional insured by this endorsement is excess over any valid and collectible "other insurance", - whether primary, excess, contingent or on any other basis, that is available to the additional insured for a loss we cover under this endorsement. However, if a "written contract requiring insurance" for that ad- ditional insured specifically requires that this in- surance apply on a primary basis or a primary and non-contributory basis, this insurance is pri- mary to "other insurance" available to the addi- tional insured which covers that person or organi- zation as a named insured for such loss, and we will not share with that "other insurance". But the. insurance provided to the additional insured by this endorsement still is excess over any valid and collectible "other insurance", whether pri- mary, excess, contingent or on any other basis, that is available to the additional insured when that person or organization is an additional in- sured under such "other insurance". 4. As a condition of coverage provided to the additional insured by this endorsement: a? The additional insured must give us written notice as soon as practicable of an "occur- rence" or an offense which may result in a claim. To the extent possible, such notice should include: 1. How, when and where the "occurrence" or offense took place; Ii. The names and addresses of any injured persons and witnesses, and iii. The nature and location of any injury or damage arising out of the "occurrence" or offense. b) If a claim is made or "suit" is brought against the additional insured, the additional insured must: i. Immediately record the specifics of the claim or "suit" and the date received; and II. Notify us as soon as practicable. The additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c) The additional insured must immediately send us copies of all legal papers received in connection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and otherwise comply with all policy conditions. d) The additional insured must tender the de- fense and indemnity of any claim or "suit" to any provider of "other insurance" which would cover the additional insured for a loss we cover under this endorsement. However, this condition does not affect whether the insur- ance provided to the additional insured by this endorsement is primary to "other insur- ance" available to the additional insured which covers that person or organization as a named insured as described in paragraph 3. above. S. The following definition is added to SECTION V. — DEFINITION& "Written contract requiring insurance" means that part of any written contract or agreement under which you are required to include a person or organization as an additional in- sured on this Coverage Part, provided that the "bodily injury" and "property damage" oc- curs and the "personal injury" is caused by an offense committed: a. After the signing and execution of the contract or agreement by you; b. While that part of the: contract or agreement is in effect, and c. Before the end of the policy period, Page 2 of 2 Q 2005 The St. Paul Travelers Companies, Inc. CG D2 47 08 05