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HomeMy WebLinkAboutReso 122-2016 (16-892) so City of South San Francisco tWc �v� P.O. Box 711 (City Hall, ° - 400 Grand Avenue) . 7�1.7 South San Francisco, CA c,11'IF Rita Resolution: RES 122-2016 File Number: 16-892 Enactment Number: RES 122-2016 RESOLUTION APPROVING A PURCHASE AGREEMENT WITH WATCHGUARD VIDEO IN AN AMOUNT NOT TO EXCEED $312,699 FOR THE PURCHASE OF AN INTEGRATED MOBILE AUDIO VIDEO (MAV)/ BODY WORN CAMERA (BWC) SYSTEM; AMEND THE POLICE DEPARTMENT'S FISCAL YEAR 2016-17 OPERATING BUDGET BY $92,100; INCREASE BUDGETED REVENUES BY $60,000 TO ACCOUNT FOR RISK MANAGEMENT GRANT FUNDS FROM THE ASSOCIATION OF BAY AREA GOVERNMENTS POOLED LIABILITY ASSURANCE NETWORK (ABAG PLAN); AND AUTHORIZE THE CITY MANAGER TO FXFCIJTF. A PURCHASE AGREEMENT ON BEHALF OF THE CITY. WHEREAS,the City of South San Francisco("City") staff recommends that the City Council adopt a resolution authorizing the Police Department to purchase a Mobile Audio Video(MAV)and Body Worn Camera(BWC)System;and WHEREAS, the South San Francisco Police Department will provide the highest level of service based on trust and transparency;and WHEREAS,the purchase of the MAVs and BWCs will enable the Police Department to reduce costs and administer a single integrated system,rather than two separate recording systems;and WHEREAS, the Police Department issued an RFP for an integrated MAV/BWC system on August 30, 2016; and WHEREAS, the City received five responses to the RFP, of which three were disqualified for not meeting the requirements/specifications listed in the RFP; and WHEREAS, upon the review of the two responsive proposals, staff determined that WatchGuard Video best meets the Police Department's needs and concerns; and WHEREAS, currently there are five agencies in San Mateo County that utilize BWCs; and WHEREAS, the City of South San Francisco Police Department wishes to take advantage of a grant program from ABAG for the purchase of BWC system. NOW, THERFORE, BE IT RESOLVED by the City Council of the City of South San Francisco that the City Council hereby approves a Purchase Agreement with WatchGuard Video in an amount not to exceed $312,699 for the purchase of an integrated Mobile Audio Video (MAV)/ Body Worn Camera (BWC) System. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby Page 1 File Number: 16-892 Enactment Number: RES 122-2016 approves an increase to the Police Department's Fiscal Year 2016-17 Operating Budget by $92,100; and an increase in budgeted revenues by $60,000 to account for risk management grant funds from the ABAG Plan. BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco hereby authorizes the City Manager to execute the WatchGuard Video purchase agreement, substantially in the form attached hereto as Exhibit A, on behalf of the City and execute all other required documents, subject to approval as to form by the City Attorney. At a meeting of the Special City Council on 11/2/2016, a motion was made by Karyl Matsumoto, seconded by Liza Normandy, that this Resolution be approved. The motion passed. Yes: 4 Matsumoto, Normandy, Gupta, and Garbarino Absent: 1 Addiego • Attest by d;. ista Marti Page 2 PURCHASE AGREEMENT BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND WATCHGUARD VIDEO These terms and conditions govern the purchase of materials, supplies,and/or equipment,including any related installation, training, and/or minor services and repairs described in this Purchase Agreement ("Purchase Agreement") by Watchguard Video ("Vendor") for the City of South San Francisco ("City"). Vendor and City are collectively referred to in this Purchase Agreement as "the Parties." If the Vendor selects subcontractors to execute a portion the terms of this Purchase Agreement,that subcontractor is an agent of the Vendor,and is hereby included by reference as"the Vendor." 1. Time of Performance. This Purchase Agreement shall commence effective November 3, 2016, and shall end when Vendor has provided to the City the Products and Services described in this Purchase Agreement, and in Exhibit A ("Products"and/or"Services"). The equipment and products listed in Exhibit A must be delivered by January 1,2017. The installation and other services set forth in Exhibit A must be completed by January 1, 2017. In the event that any of the terms of Exhibit A conflict with this Purchase Agreement,the terms of the Purchase Agreement shall prevail. 2. Description of Goods. Vendor shall perform everything required to be performed and shall provide and furnish to City with a Vista WiFi &4RE integrated body worn camera and in-car video system and shall complete delivery F.O.B. to the City of South San Francisco on or before January 1,2017 in strict accordance with the specifications as established by this Purchase Agreement and Exhibit A,which specifications are incorporated herein and made part of this Purchase Agreement. 3. Description of Purchase. The City hereby agrees to pay Vendor for the Products and/or Services with a not to exceed amount. The total compensation for Products and/or Services performed under this Purchase Agreement is not to exceed three hundred twelve thousand six hundred ninety nine dollars($312,699.00.) The City shall pay Vendor invoices for Products and/or Services actually delivered in accordance with this Purchase Agreement. To be eligible for payment, Vendor invoices must itemize the Products and/or Services delivered and the corresponding prices in accordance with this Purchase Agreement. Payment of Vendor invoices does not constitute acceptance of Products and/or Services delivered. Prices of Products and/or Services delivered that are not in accordance with this Purchase Agreement are subject to adjustment. In no event will the prices of Products and/or Services delivered exceed that specified on this Purchase Agreement. Payments shall be subject to adjustment for defects in quality or failure of Vendor to meet terms and conditions herein and in Exhibit A. Such adjustments shall be equal to one hundred percent (100%) of City's costs to correct such defects or Vendor's failure to meet Purchase Agreement requirements. 4. Taxes. Vendor shall pay all applicable federal, state and local taxes,which may be chargeable against the delivery of the Products and/or Services listed herein. 5. General Warranties and Product Compliance. Vendor warrants that: (A)All Products and/or Services are as described on this Purchase Agreement conform to all drawings, samples, descriptions and specifications contained in Exhibit A; (B) All Products and/or Services delivered are new and of good merchantable quality, free from material defects of workmanship and fit for the purpose for which sold or provided;(C)Vendor has good title to all Products delivered and all Products delivered are free from liens and other encumbrances; and (D) Vendor's delivery and installation of the Products and/or Services will be in strict conformity with all applicable local, state, and federal laws. For purposes of this warranty,any Products or components not meeting the foregoing quality shall be deemed defective. The foregoing warranty provisions shall also be applicable to equipment or materials provided by a third party entity to Vendor via this Purchase Agreement. Vendor also expressly warrants and guarantees, for three(3)years for Vista WiFi body cameras,and five(5)years for all other products that the Products and/or Services furnished by it to City shall be free from breakage or defects of material and workmanship under normal use, service and maintenance from the date of acceptance of the City, and expressly agrees to repair or replace Products and/or Services or any part thereof which proves defective as a result of inferior or defective materials, equipment or workmanship. If within the period stated above, any repairs or replacements in connection with the Products and/or Services are, in the opinion of the City, rendered necessary as a result of the use of inferior or defective materials,equipment or workmanship,Vendor agrees on receipt of notice from City and without expense to the City, for freight,parts or labor, to properly repair, replace or correct any and all such defects therein. If Vendor, after such notice, fails to proceed promptly with the terms of this warranty and guarantee, the City may perform the work necessary to effectuate such corrections,repairs and replacements,and recover the cost thereof from Vendor. Page 1 of 3 [Rev:2.13.2014] 6. Damage to City Facilities. Damage to City or public facilities or private property caused by the Vendor or by its subcontractors during delivery or installation shall be repaired and/or replaced in kind at no cost to the City. 7. Site Safety and Cleanup. The delivery and installation site shall be kept clean and free of hazards at all times during installation. After installation is completed at the site,Vendor shall clean the surrounding area to the condition prior to installation. 8. Final Inspection and Work Acceptance. Finished installation work and/or equipment shall be subject to final inspection and acceptance or rejection by the City. 9. Indemnity. To the fullest extent permitted by law, Vendor shall indemnify, defend (with counsel acceptable to the City), and hold harmless the City and its elected and appointed officers, officials, employees, agents, contractors and consultants(collectively,the"City Indemnitees")from and against any and all liability,loss,damage,claims,expenses and costs(including,without limitation,attorneys' fees and costs of litigation)(collectively,"Liability")of every nature arising out of or in connection with the delivery and installation of the Products and/or Services described on this Purchase Agreement or Vendor's failure to comply with this Purchase Agreement, except such Liability caused by the gross negligence or willful misconduct of the City Indemnitees. 10. Insurance. Before beginning any installation work and continuing throughout the term of this Purchase Agreement, Vendor, at its sole cost and expense, furnish the City with certificates of insurance evidencing that Contractor has obtained and maintains insurance in the following amounts: A. Workers' Compensation that satisfies the minimum statutory limits. B. Commercial General Liability and Property Damage Insurance in an amount not less than ONE MILLION DOLLARS ($1,000,000) combined single limit per occurrence, TWO MILLION DOLLARS ($2,000,000) annual aggregate,for bodily injury,property damage,products,completed operations and contractual liability coverage. The policy shall also include coverage for liability arising out of the use and operation of any City-owned or City-furnished equipment used or operated by the Vendor,its personnel,agents or subcontractors. C. Comprehensive automobile insurance in an amount not less than ONE MILLION DOLLARS ($1,000,000) per occurrence for bodily injury and property damage including coverage for owned and non-owned vehicles. All insurance policies shall be written on an occurrence basis and shall name the City Indemnitees as additional insureds with any City insurance shall be secondary and in excess to Vendor's insurance. If the Vendor's insurance policy includes a self-insured retention that must be paid by a named insured as a precondition of the insurer's liability, or which has the effect of providing that payments of the self-insured retention by others, including additional insureds or insurers do not serve to satisfy the self-insured retention, such provisions must be modified by special endorsement so as to not apply to the additional insured coverage required by this agreement so as to not prevent any of the parties to this agreement from satisfying or paying the self-insured retention required to be paid as a precondition to the insurer's liability. Additionally, the certificates of insurance must note whether the policy does or does not include any self- insured retention and also must disclose the deductible. The City Risk Manager, in writing, may approve a variation in the foregoing insurance requirements. A valid and executed approval by Risk Manager must accompany this Purchase Agreement for a variation to be binding. 11. Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes of laborers, workmen, or mechanics on the work contemplated by this Purchase Agreement,shall be not less than the prevailing rate for a day's work in the same trade or occupation in the locality within the state where the work hereby contemplates to be performed as determined by the Director of Industrial Relations pursuant to the Director's authority under Labor Code Section 1770,et seq. Each laborer,worker or mechanic employed by Contractor or by any subcontractor shall receive the wages herein provided for. The Contractor shall pay two hundred dollars($200),or whatever amount may be set by Labor Code Section 1775, as may be amended, per day penalty for each worker paid less than prevailing rate of per diem wages. The difference between the prevailing rate of per diem wages and the wage paid to each worker shall be paid by the Contractor to each worker. An error on the part of an awarding body does not relieve the Contractor from responsibility for payment of the prevailing rate of per diem wages and penalties pursuant to Labor Code Sections 1770-1775. The City will not recognize any claim for additional compensation because of the payment by the Contractor for any wage rate in excess of prevailing wage rate set forth. The possibility of wage increases is one of the elements to be considered by the Contractor. Page 2 of 3 [Rev:2.13.2014] A. Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, the Contractor shall post at appropriate conspicuous points at the site of the project a schedule showing all determined prevailing wage rates for the various classes of laborers and mechanics to be engaged in work on the project under this contract and all deductions, if any, required by law to be made from unpaid wages actually earned by the laborers and mechanics so engaged. B. Payroll Records. Each Contractor and subcontractor shall keep an accurate payroll record, showing the name, address, social security number, work week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by the Contractor in connection with the public work. Such records shall be certified and submitted weekly as required by Labor Code Section 1776. 12. Tax Withholding. Contractor represents and warrants that Contractor is a resident of the State of California in accordance with California Revenue & Taxation Code Section 18662, as may be amended, and is exempt from withholding. Contractor accepts sole responsible for verifying the residency status of any subcontractors and withhold taxes from non-California subcontractors as required by law. 13. Termination. In addition to all other legal and equitable rights of the City, the City may terminate this Purchase Agreement upon notice to the Vendor. If the City terminates this Purchase Agreement,the City will pay the Vendor for Products and/or Services accepted in accordance with this Purchase Agreement prior to the date of termination. 14. Prevailing Party. In the event that either party to this Purchase Agreement commences any legal action or proceeding (including but not limited to arbitration)to interpret the terms of this Purchase Agreement,the prevailing party in such a proceeding shall be entitled to recover its reasonable attorney's fees associated with that legal action or proceeding. 15. Assignment, Governing Law. The Vendor may not assign any of Vendor's obligations under this Purchase Agreement without the City's prior written approval. This Purchase Agreement is governed by California law. The jurisdiction for any litigation arising from this Purchase Agreement shall be in the state of California, and shall be venued in the County of San Mateo. 16. Severability. If any portion of this Purchase Agreement is held invalid, the Parties agree that such invalidity shall not affect the validity of the remaining portions of this Purchase Agreement. 17. Entire Agreement. This Agreement represents the entire and integrated agreement between the Parties. This Purchase Agreement may be modified or amended only by a subsequent written agreement signed by both Parties. CITY OF SOUTH SAN FRANCISCO VENDOR A Municipal Corporation Watchguard Video By: By: City Manager [Name],Authorized Rep Approved as to Form: ATTEST: City Attorney City Clerk Page 3 of 3 [Rev:2.13.2014]