Contract - Technology - 2003-09-05 PROFESSIONAL SERVICES AGREEMENT FOR
COSTA MESA SAND'• RY DISTRICT TEl SYSTEM MAINTENANCE
THIS AGREEMENT is made and entered into this_$4_day of P' lln. , 2003,
by and between the COSTA MESA SANITARY DISTRICT a California Sanitary District,
hereinafter referred to as 'DISTRICT' and Technology Resource Center (TRC), a California
Corporation, hereinafter referred to as "CONTRACTOR
WITNESSETTI
WHEREAS, CONTRACTOR is a professional technology and communications company and
is knowledgeable and competent to perform the services described in this AGREEMENT and
WHEREAS, DISTRICT desires to utilize the services of CONTRACTOR to
perform monthly maintenance work to insure the DISTRICT'S sewer monitoring and reporting system
remains fully functional and operational, including the telemetry system, the Supervisory Control and
Data Acquisition (SCADA) system, and the software installed on DISTRICT provided computer
systems;
NOW THEREFORE,the parties agree as follows:
1. S ape of the Work
CONTRACTOR shall perform all the services described as follows:
a. CONTRACTOR shall integrate work with all new and existing hardware and
software DISTRICT provides, integrating three computer systems and modems,
repeater, PC Anywhere, printer, communications center alarm system and Pump
Stations telemetry to the communications center reporting center
b. Performance Requirements— CONTRACTOR shall be available 24 hour/7 days
per week system support and shall provide initial coverage of four hours of
support services per month for one year, providing for engineering and technical
coverage for both hardware and software configuration at a fixed standard rate.
The CONTRACTOR shall provide the professional services described as follows:
a. CONTRACTOR shall maintain the SCADA system at full operational
capability (FOC), defined as receiving and reporting alarms for high water,
low water, power off, moisture sensor(where applicable), heat sensor
(where applicable), and tamper switch functions from each pump at the 20
DISTRICT pumping stations.
b CONTRACTOR shall maintain the SCADA system such that minimum
data collection encompasses compiling hourly pumping station statistics,
including but not limited to, run time for each pump, and starts per hour for
each pump.
c. CONTRACTOR shall maintain three Pentium III 1GHZ computer systems
including Windows 98, MS Office and SCADA software. The three
computer systems are located at the Communications Center(primary), the
Corporation Yard (secondary), and at the CMSD staff office (using PC
Anywhere).
d. CONTRACTOR shall maintain configuration for the telemetry receiving,
storage and reporting segments of the system, updating hardware and
software documentation as the system upgrades.
e. CONTRACTOR shall conduct radio-testing quarterly to validate the
CMSD radio network and submit results to CMSD staff for review
f By the 15th of every month, CONTRACTOR shall submit a monthly progress
report for the prior month to the DISTRICT documenting services performed
and recommended SCADA system performance improvements for the
previous month.
c. DISTRICT shall make available technical advisors and others who may contribute
important information pertaining to the telemetry system, including existing
documentation, facts, history and special projects. DISTRICT designates the
DISTRICT Staff, City of Costa Mesa Administrative Services/Telecommunications
Manager and City of Costa Mesa Management Information Systems(MIS) Staff as
liaison representatives to interface with CONTRACTOR.
2. ,$ervir"'Pun,'•ej
a. CONTRACTOR shall provide all labor and supervision required to perform
said services to maintain the DISTRICT Telemetry System to meet the
approval of the DISTRICT Manager/District Engineer
b. CONTRACTOR and DISTRICT acknowledge the importance of keeping the
telemetry system operating properly and agree to cooperate to reach this goal.
CONTRACTOR agrees to coordinate all work with DISTRICT Staff, City of
Costa Mesa Administrative Services/Telecommunications Manager, and City
of Costa Mesa MIS Staff.
c. The DISTRICT shall authorize any additional work in writing prior to
CONTRACTOR beginning the extra work.
3 Snppliec and Equipment
DISTRICT owns all the SCADA, telemetry pump stations, computer hardware and software.
CONTRACTOR assumes the risk of damage to any and all equipment furnished for use under this
AGREEMENT including, but not limited to, computer equipment and telemetry system. Specifically
CONTRACTOR will provide all necessary personnel to maintain the DISTRICT telemetry system,
including programming, program installation, monthly testing including validating the CMSD radio
network.
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4 Unmpencatiun
CONTRACTOR fees shown shall be billed hourly at an hourly rate of $125 00/hour for a
planned monthly maintenance of 4 hours per month, not to exceed 5 44 hours per month, and not to
exceed 65.28 hours per year for a total not-to-exceed fee of$8,160 00. CONTRACTOR shall invoice
the District monthly with a cutoff date of the 25th of each month. CONTRACTOR shall be paid after
services are provided and approval of payments are made monthly on the District's register of
warrants, approved at the District Board meeting regularly held the second Thursday of each month.
5 Rucinecc I.irence
CONTRACTOR shall, within five (5) days of executing this AGREEMENT obtain a current
CITY OF COSTA MESA business license during the term of this AGREEMENT or any extension
thereto.
6. independent CONTRACTOR
The parties agree that CONTRACTOR is an independent contractor who is being paid to
produce a result. CONTRACTOR is in no way an employee of DISTRICT CONTRACTOR controls
the means of accomplishing the work. CONTRACTOR shall pay all Federal and State payroll taxes for
employees of CONTRACTOR and said employees shall in no way be deemed or construed to be
employees of DISTRICT for any purpose.
7 Term
The period of performance is August 22, 2003 through June 30, 2004
8. Assignment
No assignment of this AGREEMENT may be made without the express written consent of
DISTRICT
9 Terminatipn
Either party shall have the right to terminate this AGREEMENT at a date earlier than specified
in paragraph 7 without cause, by giving 10 days written notice.
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10 Notice
The parties may give notice under this AGREEMENT by sending such notice certified mail
addressed as follows:
TO DISTRICT COSTA MESA SANITARY DISTRICT
77 Fair Drive, P O Box 1200
Costa Mesa, CA 92628
ATTN: Thomas Fauth, Assistant Manager, CMSD
TO CONTRACTOR. Technology Resource Center
2101 E. 4 Street
Santa Ana, CA 92705
ATTN: Mark Serres/Bryan Royer
Such notice shall be deemed received five(5) days after mailing whether signed for or not.
11. Integration
This AGREEMENT constitutes the entire AGREEMENT and understanding between the
parties hereto, and it shall not be considered modified, altered, changed or amended in any respect
unless in writing and signed by the parties hereto.
12. No Waiver
The failure of the DISTRICT at the time to require performance by the CONTRACTOR of
any provisions hereof shall in no way affect the right of the DISTRICT thereafter to enforce same.
Nor shall waiver by the DISTRICT of any breach of any provisions hereof be taken or held to be a
waiver of any succeeding breach of such provision or as a waiver of any provision itself.
13 Indemnity
CONTRACTOR agrees to indemnify defend and hold harmless the DISTRICT its officers,
agents, employees and volunteers from any claims or liability arising out of the performance of this
AGREEMENT save and except that caused by DISTRICT's sole active negligence.
14. incnranre. Throughout the performance of this AGREEMENT CONTRACTOR shall be
required to have and maintain insurance as described in Exhibit__A, CMSD Ordinance 36.
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15 Attorney'cF• •
The parties agree that should any dispute arise concerning the interpretation of this
AGREEMENT or regarding the performance or non-performance of this AGREEMENT that the
prevailing party shall be entitled to reasonable attorney's fees.
WITNESS WHEREOF the parties hereto have set their hands and seals the day and year first
above written.
COSTA I SA S• ARY DISTRICT
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- "SecreR
CONTRACTOR
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5
ORDINANCE NO 36
AN ORDINANCE OF THE BOARD OF DIRECTORS OF THE
COSTA MESA SANITARY DISTRICT ESTABLISHING
INSURANCE REQUIREMENTS FOR SEWhR PERMITS
WHEREAS, the District Board of Directors does hereby desire to establish
insurance requirements for sewer permits that will protect the District; and
WHEREAS, the District Board of Directors does also desire to have a
requirement that does not conflict with the City of Costa Mesa s requirements for
encroachment permits;
NOW THEREFORE, the Board of Directors of the Costa Mesa Sanitary
District does hereby ORDAIN as follows:
Sertion 1. That subsection (i) is hereby added to Section 7 05 030 of the District s
Operations Code to read as follows:
"(i) Insurance. Applicauons for a peanut shall be accompanied by proot of
insurance of at least One Million Dollars for commercial general liability with
underground coverage, and automotive coverage. Applicants shall also provide
proof of workers compensation coverage. The commercial general liability
coverage shall name the District and its officers, agents and employees as
additional insureds and District reserves the right to require an endorsement
naming District as an additional insured. Such coverage must provide that it is
not to be cancelled except upon 30 days notice to Distract. District also reserves
the right to require that the insurance company providing the commercial general
liability policy has a Best Key Guide rating of BVIII. Contractors performing
work pursuant to a contract with the District shall comply with the insurance
requirements of the contract documents.
Srrnnn 9. Should any part, clause or section of this Ordinance be declared by any
Court of competent jurisdiction to be invalid, the remaining provisions of this Ordinance
shall nevertheless be and remain in full force and effect and the Board of Directors of the
Costa Mesa Sanitary District of Orange County California, hereby declares that each and
every section, clause, provision or part of this Ordinance would have been adopted and
made a part of this Ordinance without the adoption of any portion thereof and that the
invalidity of any part or provision hereof shall not in any way affect the validity or
enforcement of the remaining provisions of this Ordinance that may stand on their own.
Sertinn 1. Pursuant to Health and Safety Code Sections 6490 and 6491.3, the
Clerk shall cause this ordinance or a summary thereof to be published in a newspaper of
general circulation printed and published in the District according to law and it shall take
effect upon the expiration of one week after publication.
PASSED and ADOPTED this day of '=77114t 2001
Secretary= President
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) SS
CITY OF COSTA MESA )
I,JOAN REVAK, Clerk of the Costa Mesa Sanitary District, hereby certify that
the above and foregoing Ordinance No. 36, was duly and regularly passed and
adopted by said Board of Directors at a regular meeting thereof, held on the _81 day
of February 2001 by the following vote:
AYES. Arlene Schafer, Greg Woodside, Art Perry, Dan Worthington,
Jim Feityman
NOES:
ABSENT
ABSTAIN
IN WITNESS WHEREOF I have hereunto set my hand and affixed
the seal of the Costa Mesa Sanitary District, this Xi% day of 3k ,it y . 2001
Clerk of the Costa Mesa Sanitary District