HomeMy WebLinkAboutC2019-304 - 6/11/2019 - Approved Go°us C%
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%;1 SERVICE AGREEMENT NO. 70189
.041
NetMotion Mobility Software Maintenance and Support
185
THIS NetMotion Mobility Software Maintenance Support Agreement ("Agreement")
is entered into by and between the City of Corpus Christi, a Texas home-rule municipal
corporation ("City") and Mobile Wireless LLC ("Contractor"), effective upon execution
by the City Manager or the City Manager's designee ("City Manager").
WHEREAS, Contractor has bid to provide NetMotion Mobility Software
Maintenance and Support in response to Request for Bid/Proposal No. DIR-TSO-3810
("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications
and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are
incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each
were fully set out here in its entirety.
NOW, THEREFORE, City and Contractor agree as follows:
1. Scope. Contractor will provide NetMotion Mobility and Software Maintenance
and Support ("Services") in accordance with the attached Scope of Work, as
shown in Attachment A, the content of which is incorporated by reference into
this Agreement as if fully set out here in its entirety, and in accordance with Exhibit
2.
2. Term. This Agreement is for five years, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or
Purchasing Division. The parties may mutually extend the term of this Agreement
for up to zero additional zero-year periods ("Option Period(s)"), provided, the
parties do so in writing and prior to the expiration of the original term or the then-
current Option Period. The City's extension authorization must be executed by
the City Manager or designee.
3. Compensation and Payment. This Agreement is for an amount not to exceed
$146,881.00,subject to approved extensions and changes. Payment will be made
for Services completed and accepted by the City within 30 days of acceptance,
subject to receipt of an acceptable invoice. All pricing must be in accordance
with the attached Bid/Pricing Schedule, as shown in Attachment B, the content
of which is incorporated by reference into this Agreement as if fully set out here in
its entirety. Any amount not expended during the initial term or any option period
may, at the City's discretion, be allocated for use in the next option period.
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Approved as to Legal Form April 30,2019 SCANNED
Invoices will be mailed to the following address with a copy provided to the
Contract Administrator:
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
4. Contract Administrator. The Contract Administrator designated by the City is
responsible for approval of all phases of performance and operations under this
Agreement, including deductions for non-performance and authorizations for
payment. The City's Contract Administrator for this Agreement is as follows:
Name: Christine Jovanovic
Department: Information Technology
Phone: 361-826-8361
Email: Christine)@cctexas.com
5. Insurance; Bonds.
(A) Before performance can begin under this Agreement, the Contractor must
deliver a certificate of insurance ("COI"), as proof of the required insurance
coverages, to the City's Risk Manager and the Contract Administrator.
Additionally, the COI must state that the City will be given at least 30 days'
advance written notice of cancellation, material change in coverage, or intent
not to renew any of the policies. The City must be named as an additional insured.
The City Attorney must be given copies of all insurance policies within 10 days of
the City Manager's written request. Insurance requirements are as stated in
Attachment C, the content of which is incorporated by reference into this
Agreement as if fully set out here in its entirety.
(B) In the event that a payment bond, a performance bond, or both, are
required of the Contractor to be provided to the City under this Agreement before
performance can commence, the terms, conditions, and amounts required in the
bonds and appropriate surety information are as included in the RFB/RFP or as
may be added to Attachment C, and such content is incorporated here in this
Agreement by reference as if each bond's terms, conditions, and amounts were
fully set out here in its entirety.
6. Purchase Release Order. For multiple-release purchases of Services to be
provided by the Contractor over a period of time, the City will exercise its right to
specify time, place and quantity of Services to be delivered in the following
manner: any City department or division may send to Contractor a purchase
release order signed by an authorized agent of the department or division. The
purchase release order must refer to this Agreement, and Services will not be
rendered until the Contractor receives the signed purchase release order.
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7. Inspection and Acceptance. City may inspect all Services and products supplied
before acceptance. Any Services or products that are provided but not
accepted by the City must be corrected or re-worked immediately at no charge
to the City. If immediate correction or re-working at no charge cannot be made
by the Contractor, a replacement service may be procured by the City on the
open market and any costs incurred, including additional costs over the item's
bid/proposal price, must be paid by the Contractor within 30 days of receipt of
City's invoice.
8. Warranty.
(A) The Contractor warrants that all products supplied under this Agreement
are new, quality items that are free from defects, fit for their intended purpose,
and of good material and workmanship. The Contractor warrants that it has clear
title to the products and that the products are free of liens or encumbrances.
(B) In addition, the products purchased under this Agreement shall be
warranted by the Contractor or, if indicated in Attachment D by the
manufacturer, for the period stated in Attachment D. Attachment D is attached
to this Agreement and is incorporated by reference into this Agreement as if fully
set out here in its entirety.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing
Schedule are estimates only and do not obligate the City to order or accept more
than the City's actual requirements nor do the estimates restrict the City from
ordering less than its actual needs during the term of the Agreement and including
any Option Period. Substitutions and deviations from the City's product
requirements or specifications are prohibited without the prior written approval of
the Contract Administrator.
10. Non-Appropriation. The continuation of this Agreement after the close of any
fiscal year of the City, which fiscal year ends on September 30th annually, is subject
to appropriations and budget approval specifically covering this Agreement as
an expenditure in said budget, and it is within the sole discretion of the City's City
Council to determine whether or not to fund this Agreement. The City does not
represent that this budget item will be adopted, as said determination is within the
City Council's sole discretion when adopting each budget.
11. Independent Contractor. Contractor will perform the work required by this
Agreement as an independent contractor and will furnish such Services in its own
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manner and method, and under no circumstances or conditions will any agent,
servant or employee of the Contractor be considered an employee of the City.
12. Subcontractors. Contractor may use subcontractors in connection with the work
performed under this Agreement. When using subcontractors, however, the
Contractor must obtain prior written approval from the Contract Administrator
unless the subcontractors were named in the bid or proposal or in an Attachment
to this Agreement, as applicable. In using subcontractors, the Contractor is
responsible for all their acts and omissions to the same extent as if the
subcontractor and its employees were employees of the Contractor. All
requirements set forth as part of this Agreement, including the necessity of
providing a COI in advance to the City, are applicable to all subcontractors and
their employees to the same extent as if the Contractor and its employees had
performed the work. The City may, at the City's sole discretion, choose not to
accept Services performed by a subcontractor that was not approved in
accordance with this paragraph.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
14. Waiver. No waiver by either party of any breach of any term or condition of this
Agreement waives any subsequent breach of the same.
15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA
taxes, unemployment taxes and all other applicable taxes. Upon request, the City
Manager shall be provided proof of payment of these taxes within 15 days of such
request.
16. Notice. Any notice required under this Agreement must be given by fax, hand
delivery, or certified mail, postage prepaid, and is deemed received on the day
faxed or hand-delivered or on the third day after postmark if sent by certified mail.
Notice must be sent as follows:
IF TO CITY:
City of Corpus Christi
Attn: Christine Jovanovic
Title: IT Manager
Address: 1201 Leopard Street, Corpus Christi, Texas 78401
Phone: 361-826-8361
Fax: 361-826-3048
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IF TO CONTRACTOR:
Mobile Wireless LLC
Attn: Alan McClintock
Title: Managing Member
Address: 1525 Brazos Trail, Plano, Texas 75075
Phone: 972-516-1365
Fax: 469-574-5000
17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND
THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND
AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY,
LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF
WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF
PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND
OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF
LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES,
WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION
WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS
AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT
ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS
EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE,
INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT
OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH
COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL
CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF
ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE,
LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION
OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE
THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT.
18. Termination.
(A) The City Manager may terminate this Agreement for Contractor's failure to
perform the work specified in this Agreement or to keep any required insurance
policies in force during the entire term of this Agreement. The Contract
Administrator must give the Contractor written notice of the breach and set out a
reasonable opportunity to cure. If the Contractor has not cured within the cure
period, the City Manager may terminate this Agreement immediately thereafter.
(B) Alternatively, the City Manager may terminate this Agreement for
convenience upon 30 days advance written notice to the Contractor. The City
Manager may also terminate this Agreement upon 24 hours written notice to the
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Contractor for failure to pay or provide proof of payment of taxes as set out in this
Agreement.
19. Assignment. No assignment of this Agreement by the Contractor, or of any right
or interest contained herein, is effective unless the City Manager first gives written
consent to such assignment. The performance of this Agreement by the
Contractor is of the essence of this Agreement, and the City Manager's right to
withhold consent to such assignment is within the sole discretion of the City
Manager on any ground whatsoever.
20. Severability. Each provision of this Agreement is considered to be severable and,
if, for any reason, any provision or part of this Agreement is determined to be
invalid and contrary to applicable law, such invalidity shall not impair the
operation of nor affect those portions of this Agreement that are valid, but this
Agreement shall be construed and enforced in all respects as if the invalid or
unenforceable provision or part had been omitted.
21. Order of Precedence. In the event of any conflicts or inconsistencies between this
Agreement, its attachments, and exhibits, such conflicts and inconsistencies will
be resolved by reference to the documents in the following order of priority:
A. this Agreement (excluding attachments and exhibits);
B. its attachments;
C. the bid solicitation document including any addenda (Exhibit 1); then,
D. the Contractor's bid response (Exhibit 2).
22. Certificate of Interested Parties. Contractor agrees to comply with Texas
Government Code Section 2252.908, as it may be amended, and to complete
Form 1295 "Certificate of Interested Parties" as part of this Agreement if required
by said statute.
23. Governing Law.This Agreement is subject to all federal, State, and local laws, rules,
and regulations. The applicable law for any legal disputes arising out of this
Agreement is the law of the State of Texas, and such form and venue for such
disputes is the appropriate district, county, or justice court in and for Nueces
County, Texas.
24. Entire Agreement. This Agreement constitutes the entire agreement between the
parties concerning the subject matter of this Agreement and supersedes all prior
negotiations, arrangements, agreements and understandings, either oral or
written, between the parties.
[Signature Page Follows]
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Approved as to Legal Form April 30, 2019
CONTRACTOR
i
Signature: /
Printed Name: Aic-I
Title: , 1.1"--fl
Date: 0//fW;a - �l AU111UKItr+
sT CONCE
CITY OF CORPUS CHRISTI SECRETARY
Euv;A.,
Kim Baker
Director of Contracts and Procurement
Date: (2. ATTg5T: __\ 4 ! . & ■ ?,Al
RE CCA HUERTA
CITY SECRETARY ---—
Attached and Incorporated by Reference:
Attachment A: Scope of Work
Attachment B: Bid/Pricing Schedule
Attachment C: Insurance and Bond Requirements
Attachment D: Warranty Requirements
Incorporated by Reference Only:
Exhibit 1 : RFB/RFP No. DIR-TSO-3810
Exhibit 2: Contractor's Bid/Proposal Response
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ATTACHMENT A: SCOPE OF WORK
Project Name:
NetMotion Annual Maintenance & Support Agreement
General Requirements:
The Contractor shall provide annual maintenance and support for the City's
NetMotion Wireless solution. This includes 482 licenses, policy module, NAC
module and analytics.
Work Site:
The Contractor shall perform all work remotely using remote access provided by
the City. Meetings and knowledge transfer sessions will be performed using a
conferencing solution provided by the City or the Contractor.
Special Instructions:
• The Contractor shall provide application maintenance for 482 NetMotion
Wireless licenses, policy module, NAC module and Analytics.
• The Contractor shall provide Application Maintenance of source code
(software code).
• The Contractor shall provide technical support 24X7.
• The Contractor shall provide access to technical notes and white papers.
• The Contractor shall provide updates to minor, major and maintenance
releases.
Page 1 of 1
ATTACHMENT B: BID/PRICING SCHEDULE
tnvi`at,Jl*$o quote, CCE °estial tion, i r ght Included, on the 1o;1owi
DESCrRIP OA4 [ OPt UNIT wgr'r rTiics PRICE tOTALrIt
n ..
i. , n<.r .Rrerrtllris-Year 1
6/1/2019-1031/2020(15 months)
Maintenance Covers: Eacn 31.631.00 3%.632.00
i
Mobility with 482 hearses,Policy module.NAC module end
Analytics
NetMotion Maintenance:Premium-Yea-2 _^_^
11/1/2020-10/31/2021
i4alntenanee c: Each 26.E36.00 �,
Mobility with 482 482 ficanses,Poky modteo,NAC module and 636.00
Anatvtics
Mediation Maintenance:Premium-Year I _...R
It/1/2021-lO/31/2022
Maintenance Covert: l
Mobility with 482 i lenses Policy modulo, module and 2 Each 29,u7.00 28.0037.0'3
Anelytks
Nettot on Maintenance:Premium-Year 4
11/112022-00/31/2023
Maintenance Covets:
Mobility with 982 licenses,Policy module,MAC module end 2 Each ��`t. 29412.00
, Analytic
4tMotion Maintenance:Premium-Year 5
�1!t/2023-10/31/2024
>!ntennrite Covets:
ability wadi 482 licenses,Policy module,N.Rr_.module and I Eo�h 31.065.00I 31 ObSt}
;~
Analytics { I
To14,1 s i � .t
$146.881.00 60
COMPANY: Mobile Wireless LLC
NAMsDF.PERSON AUTHORZED TO` ,11.E tr f �ez c. ,
ADDRESS: 'r Z ; Ti`4 z.G s 1.$ 4 CITY/STATE/ZIP: .f /0h� . ''3n —7$'*7t
PHONE: tri - /?dS' EMAIL 4/is..
FAX; Yiif-- 1'710- ,f �n� 13041' z vey
SIGNATURE ,.< ',� IIT r"7,rn S. �'%t—,Ic.,.--
THE CITY RESERVES THE RIGHT TO REJECT OR CANCEL ANY OR ALL QUOTES.TO WANE ANY
INFORMALITIES OR IRREGULARYTIES IN THE QUOTES RECEIVED AND TO CANCEL OR
POSTPONE THIS PROJECT UNTIL A LATER DATE.
DIR Contract Number: DIR-TSO-3810
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ATTACHMENT C: INSURANCE AND BOND REQUIREMENTS
Section 5 is null for this agreement.
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ATTACHMENT D: WARRANTY REQUIREMENTS
Section 8 (A) and (B) is null for this agreement.
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