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HomeMy WebLinkAboutCron & Associates Transcription, Inc. - 2020-07-01 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CRON & ASSOCIATES TRANSCRIPTION, INC. FOR TRANSCRIPTION SERVICES 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 CRON & ASSOCIATES TRANSCRIPTION, INC., a California Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide transcription services; 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 Cristine Cron who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 1 of 13 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on 1' 1I 2020 (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. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 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 Ninety Nine Thousand Dollars ($99,000). 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 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 2 of 13 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." 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 A. 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 (or alleged 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 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 3 of 13 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. B. To the extent that CONSULTANT performs "Design Professional Services" within the meaning of Civil Code Section 2782.8, then the following Hold Harmless provision applies in place of subsection A above: "CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY and its officers, elected or appointed officials, employees, agents and volunteers, from and against any and all claims, damages, losses, expenses, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) to the extent that the claims against CONSULTANT arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT. In no event shall the cost to defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more other defendants to the claims and/or litigation is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, CONSULTANT shall meet and confer with CITY and other defendants regarding unpaid defense costs. The duty to indemnify, including the duty and the cost to defend, is limited as provided in California Civil Code Section 2782.8. C. Regardless of whether subparagraph A or B applies, CITY shall be reimbursed by CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation. 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 CONSULTANT. 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 4 of 13 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 without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. 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. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 5 of 13 effect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 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 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. shall 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. 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 6 of 13 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. 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. 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 7 of 13 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. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section I 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: TO CONSULTANT: City of Huntington Beach Cron & Associates Transcription, Inc. ATTN: Lt. Oscar Garcia Attn: Cristine Cron 2000 Main Street 10352 Miralago Place Huntington Beach, CA 92648 Santa Ana, CA 92705 (714) 573-7172 20-8695/232039agree/surfnet/professional sves 50 to 100 05/19-204133 8 of 13 17. CONSENT 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 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 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 9 of 13 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 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. 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 10 of 13 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. 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. 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. 28. 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, 20-8695/232039agree/surfnet/professional sves 50 to 100 05/19-204133 11 of 13 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. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 12 of 13 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. CONSULTANT, CITY OF HUNTINGTON BEACH, a muxucipal corporation of the State of Cron& Associates Transcription, Inc. C fo k is By: / C>< y Manager S 7-11v C M �/e-1' print name INITIATED AND AP ROVED: ITS: (circle one)Chairman/PresidentNice President AND Police Chief By: APPROVED AS TO FORM: print name MS&�"LA ITS: (circle one) Secretary/Chief Financial Officer/Asst. OLCity Attorney Secretary—Treasurer Date RECEIVE AND FILE: 7.� City Clerk Date yh/12OZO 20-8695/232039agree/surfnet/professional svcs 50 to 100 05/19-204133 13 of 13 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Available 24/7 - Cron & Associates operates 24/7, 365 days per year for transcription services. We are readily available to all personnel and officers to answer their calls 24 hours a day for emergency-needed reports. We do not use an answering service to take our calls. A live person/employee from Cron &Associates is available to take calls 24/7, 365 days a year. Secure privately-owned Server - Cron & Associates privately owns and maintains a secure server. We always have and will continue to spend extra funds to keep all work secure for our accounts. All transcribers work from the same database that is secure, owned, and operated by Cron & Associates Transcription, Inc. There are no other agencies that share our database. Our server and database system is not cloud-based. All work is performed on a secure server owned and operated privately by Cron & Associates. All work is also sent via a secure website also privately owned by Cron & Associates so that no second or third parties have any rights to our accounts. Our dictation server is also privately owned. We just recently purchased a new dictation system from Dolbey Systems, Inc. We could have saved a lot of money and started using a cloud-based dictation server but chose to do the right thing and purchase another transcription system that is privately owned and operated by Cron & Associates. We have 24-hour support that will help maintain 24/7 service. The server is equipped with secure features so no third-party companies can have access to the system. All Huntington Beach officers and personnel are set up on the system and are given user IDs and passwords to access their personal dictation account with Cron & Associates. Secure Transfer Method - We return reports back to the departments via a Secure Server, HTTPS secure login, password protected and encrypted link. We also have our FTP site set up only to be accessed with exact IP addresses. No other IP addresses can access our server. IV Computer in Tustin, CA provides support for server maintenance by applying latest patches, checking server backups, monitor server drive health and uptime. Cron & Associates has a team of highly skilled transcribers. Each transcriber has 20 years or more experience transcribing police and government reports. All members at Cron & Associate's transcription team have been Live Scanned, polygraphed, and background checked, and signed confidentiality agreements. Every transcriptionist is covered under the Cron & Associates' insurance umbrellas for all insurance required from the City of Huntington Beach. With 25 years of experience transcribing exclusively for police and government agencies, we are very aware of all statutory laws relating to privacy and confidentiality. We take confidentiality very seriously. All transcribers have been verbally made aware and have EXHIBIT A signed confidentiality agreements. We will always protect the departments we service by adhering to all requirements of privacy and confidentiality. English/Spanish -Cron&Associates can transcribe/translate in both the English and Spanish language. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: Cron&Associates transcribes dictations that have been recorded by Huntington Beach officers on the Cron Digital Dictation System. Reports are returned to officers on via secured server. Interrogation and internal affairs reports are also transcribed via flash drive and CD and returned to the requesting officer in a deposition format/court ready transcription also via secured server. C. CITY'S DUTIES AND RESPONSIBILITIES: Police Department personnel will be trained by Cron&Associates to use their service. Personnel will call into a secure dictation system that is privately owned by Cron&Associates. Personnel will designate a priority number for every dictation they enter into the system. At any time personnel can call Cron &Associates 24/7, 365 days a year, and push a report in front of all other reports in the system if needed immediately when priority situations arise. Personnel can call Cron &Associates if they have a request to transcribe an interrogation, Internal Affairs report, or employee evaluation. D. WORK PROGRAM/PROJECT SCHEDULE: Cron&Associates is available 24/7 365 days a year to transcribe daily police Dictations and Interrogation interviews. Dictated reports are returned within 24 hours or sooner. Interrogation/interviews are returned in 5 working days unless specified needed sooner. EXHIBIT A 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: See attached Exhibit B B. Travel. Charges for time during travel are not reimbursable C. Billing I. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 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 project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to 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. 4. 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; D) Include a certification by a principal member of CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. 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. 1 Exhibit B 5. 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. 2 Exhibit B EXHIBIT B �e Cron &Associates Transcription—RFQ Number 2020-0505 Section VIll Pricing LINE ITEM PRICING Transcribing Services-2020-0505 Item q Item Description JUOM 1QTY I Price Quote from C&A 1 Dictated Reports-Standard Turnaround 1per line 0.17 cents 2 Dictated Reports-Expedited Turnaround per line 11 0.32 cents 3 Interviews(Suspect Witness,Victim,Other)-Standard Turnaround per page 11 4.25 dollars 4 Interviews(Suspect Witness,Victim,Other)-Expedite Turnaround per page 11 8.00 dollars 5 Interviews(Suspect Witness,Victim,Other)-Next Day Turnaround per page 1 12.00 dollars 6 Interviews(Suspect Witness,Victim,Other)-Standard Turnaround per page 1 4.25 dollars 7 Interviews(Suspect Witness,Victim,Other)-Expedite Turnaround per page 1 8.00 dollars 8 Interviews(Suspect Witness,Victim,Other)-Next Day Turnaround per page 1 12.00 dollars "For the most part videos are recorded on CD's or flash drives. 1 can strip the audio from both. Way back i�Ihen VNS goes were used the audio could not be st roped. So the rate would be higher. 9 Interviews(Suspect Witness,Victim,Other)-Standard Turnaround per page 1 15.00 dollars 10 Interviews(Suspect Witness,Victim,Other)-Expedite Turnaround per page 1 20.00 dollars 11 Interviews(Suspect Witness,Victim,Other)-Next Day Turnaround per page 1 25.00 dollars 12 Interviews(Suspect Witness,Victim,Other)-Standard Turnaround per page 1 15.00 dollars 13 Interviews(Suspect Witness,Victim,Other)-Expedite Turnaround per page 1 20.00 dollars 14 Interviews(Suspect Witness,Victim,Other)-Next Day Turnaround per page 1 25.00 dollars "Same as above. No different rate would be used from a CD sponish interview to a Video Spanish interview. The rates would he the some because technology oflows us to strip the audio and transcription time would be the some. r 15 Any Interview that is very difficult to understand ie;jail cell,very thick accents,multiple speakers talking at the same. Upon agreement with a superviserto adjust the rate to double the line item price quoted above. We only ask forthis when a transcription is going to take 2 to 4 times as long to transcribe due to the difficulty. EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee set 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 CONSULTANT 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. CONSULTANT 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 CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and E) For all payments include an estimate of the percentage of work completed. 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. 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. Exhibit B PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CRON & ASSOCIATES TRANSCRIPTION, INC. FOR TRANSCRIPTION SERVICES Table of Contents 1 Scope of Services.....................................................................................................1 2 City Staff Assistance................................................................................................2 3 Term; Time of Performance.....................................................................................2 4 Compensation ..........................................................................................................2 5 Extra Work...............................................................................................................2 6 Method of Payment..................................................................................................3 7 Disposition of Plans, Estimates and Other Documents ...........................................3 8 Hold Harmless .........................................................................................................3 9 Professional Liability Insurance.............................................................................4 10 Certificate of Insurance............................................................................................5 11 Independent Contractor............................................................................................6 12 Termination of Agreement.......................................................................................6 13 Assignment and Delegation......................................................................................6 14 Copyrights/Patents...................................................................................................7 15 City Employees and Officials..................................................................................7 16 Notices.........................................................................................7 17 Consent ....................................................................................................................8 18 Modification.............................................................................................................8 19 Section Headings .....................................................................................................8 20 Interpretation of this Agreement..............................................................................8 21 Duplicate Original....................................................................................................9 22 Immigration...............................................................................................................9 23 Legal Services Subcontracting Prohibited................................................................9 24 Attorney's Fees..........................................................................................................10 25 Survival.....................................................................................................................10 26 Governing Law.........................................................................................................10 27 Signatories.................................................................................................................10 28 Entirety......................................................................................................................10 29 Effective Date........................................... ....................................I I Project Participation Report Page 1 of 2 City of Huntington Beach for TRANSCRIBING SERVICES as of 08/05/2020 Prospective Downloaded Ordered Pre-Bid Mtg Electronic Paper Vendor Notified Bidder Files Plans Attendee Bidder Bid Bid Digital Graphics Centre X Parrish Reporting X Corporate Translations,Inc. X GD Signs X CA Prison Industry Authority X GMR Transcription Services,Inc. X V.A.Anderson Enterprises X Cultiver Group Inc. X Atkinson-Baker,Inc. X Cron&Associates Transcription,Inc. X X X X X California Deposition Reporters Inc X Court Transcript Services(CTS) X Bruihl Legal Services X WPU Inc X X X Net Transcripts,Inc. X X X Lynden J.And Associates Inc. X Officemotive Inc X Ubiqus Reporting,Inc. X X X Bureau of Office Services,Inc. X X X X X Banyan Solutions X Spec Translations Inc. X RSP Microfilming,LLC X Document Technologies,LLC X Rutledge&Associates X Sound Deposition Services,Inc. X Pearl Interactive Network X Hines Reporters.com,Inc. X Focus Language International X Jones Legacy Group LLC X Platinum Reporters&Interpreters,Inc. X X QUICKCAPTION,INC X X X Associated Reporters Intl.,Inc. X Verbit Inc. X Foothill Transcription Company,Inc. X X Centela Capital Inc X X X X Transcription Plus X X CathyJon Enterprises,Inc.dba:HB X X The Knowledge Stack X X Onvia X X Datagain Inc. X X Green Translations X X SevenOutsource X X Fenton Transcription,LLC. X X X X Mullis Insurance X X North America Procurement Council X X Carlos Montalvo Enterprises X X Prime Vendor Inc. X X TOTALS 33 21 0 4 1 4 0 PlanetGids,Inc. Project Participation Report Page 2 of 2 City of Huntington Beach for TRANSCRIBING SERVICES as of 08105/2020 Bid Amount Amount Awarded Local $168.74 $168.74 $66.83 $4.46 x $146.20 $168.74, 1 plan"'tBid",hnc. ------------------------- ---------------------- ----------- -------------------------------------------------------- --------------------------- Ono, Ingrid From: Ono, Ingrid Sent: Wednesday, August 05, 2020 3.06 PM To: Switzer, Donna Cc: Garcia, Oscar Subject: Cron & Associates Contract Attachments: Cron & Associates bid info—Jennifer Anderson.pdf Hello Donna. I believe I have all the information that you had requested to finalize our contract with Cron &Associates: • Proof of going to bid for Cron &Associates is attached • We originally piggybacked on a contract from Irvine and had two extensions on it. The second extension recently expired. This is a brand new contract for the HBPD now, not an amendment • Effective date should be 7/1/20 Please let me know if that covers everything. If so, I'll walk the contract over to Patty. Thank you! Ingrid C. Ono,Administrative Assistant to the Chief of Police City of Huntington Beach Police Department 2000 Main Street- P.O. Box 70 Huntington Beach, CA 92648 (714)536-5903 (714)536-5605 (Fax) www.huntingtonbeachca.gov i