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HomeMy WebLinkAbout1998 09-22 CC AGENDA PKTCALL AGENDA OF A REGULAR MEETING NATIONAL CITY CITY COUNCIL COUNCIL CHAMBERS CIVIC CENTER 1243 NATIONAL CITY BOULEVARD REGULAR MEETING - TUESDAY - SEPTEMBER 22, 1998 - 6:00 P.M. OPEN TO THE PUBLIC PLEASE COMPLETE A REQUEST TO SPEAK FORM PRIOR TO THE COMMENCEMENT OF THE MEETING AND SUBMIT IT TO THE CITY CLERK IT IS THE INTENTION OF YOUR CITY COUNCIL TO BE RECEPTIVE TO YOUR CONCERNS IN THIS COMMUNITY. YOUR PARTICIPATION IN LOCAL GOVERNMENT WILL ASSURE A RESPONSIBLE AND EFFICIENT CITY OF NATIONAL CITY. WE INVITE YOU TO BRING TO THE ATTENTION OF THE CITY MANAGER ANY MATTER THAT YOU DESIRE THE CITY COUNCIL TO CONSIDER. WE THANK YOU FOR YOUR PRESENCE AND WISH YOU TO KNOW THAT WE APPRECIATE YOUR INVOLVEMENT. ROLL CALL PLEDGE OF ALLEGIANCE TO THE FLAG BY CITY MANAGER, TOM G. MCCABE. INVOCATION APPROVAL OF THE MINUTES OF THE REGULAR MEETING OF SEPTEMBER 15, 1998. COUNCIL AGENDA 9/22/98 Page 2 CONSENT CALENDAR Consent Calendar: Consent Calendar items involve matters which are of a routine or noncontroversial nature. All consent calendar items are adopted by approval of a single motion by the City Council. Prior to such approval, any item may be removed from the consent portion of the agenda and separately considered, upon request of a Councilmember, a staff member, or a member of the public. 1. Resolution No. 98-115 Resolution of the City Council of the City of National City approving preparation of documents in connection with refunding of 1991 Lease Revenue Bonds, authorizing preparation and distribution of preliminary official statement in connection with sale of refunding bonds, and authorizing and directing official action. (Finance) 2. Resolution No. 98-116 Resolution of the City Council of the City of National City authorizing the installation of a disabled person's parking space at 633 East 1st Street, National City, California. (Engineering) 3. Resolution No. 98-117 Resolution of the City Council of the City of National City adopting an annual Disadvantaged Business Enterprises (DBE) program and goal for federally - funded construction contracts. (Engineering) 4. Resolution No. 98-118 Resolution of the City Council of the City of National City accepting the bid from Nixon Egli Equipment Company and authorizing the Purchasing Agent to execute an Agreement for the purchase of one street sweeper. (Purchasing) COUNCIL AGENDA 9/22/98 Page 3 CONSENT CALENDAR (Cont.) 5. Resolution No. 98-119 Resolution of the City Council of the City of National City authorizing an increase in a bid award to Colonial Ford for the purchase of one additional truck. (Purchasing) 6. Resolution No. 98-120 Resolution of the City Council of the City of National City declaring Fire Prevention Services, Inc. the lowest responsive, responsible bidder and authorizing the Purchasing Agent to execute an Agreement for weed abatement services. (Purchasing) WARRANT REGISTER #11 (Finance) Ratification of Demands in the amount of $291,445.38 Certification of Payroll in the amount of $481,976.50. 8. Claim for Damages: Jose Gutierrez (City Clerk) NON CONSENT RESOLUTIONS 9. Resolution No. 98-121 Resolution of the City Council of the City of National authorizing the Mayor to execute a contract with Eden Systems, Incorporated for installation of software for an integrated financial management information system. (Finance) COUNCIL AGENDA 9/22/98 Page 4 NON CONSENT RESOLUTIONS (Cont.) 10. Resolution No. 98-122 Resolution of the City Council of the City of National City authorizing the Mayor to execute a contract with Tresun Corporation for installation of utility billing software. (Finance) 11. Resolution No. 98-123 Resolution of the City Council of the City of National City authorizing the Mayor to execute a contract with Sym Pro, Inc. for installation of investment portfolio management software. (Finance) 12. Resolution No. 98-124 Resolution of the City Council of the City of National City waiving the bidding procedure and authorizing the Purchasing Agent to execute a Purchase Order with Verotek for the purchase of a computer server and associated equipment. (Purchasing) 13. Resolution No. 98-125 Resolution of the City Council of the City of National City authorizing the Mayor to execute an amendment to an existing agreement with Verotek for maintenance of additional equipment added to the City's network. (Purchasing) 14. Resolution No. 98-126 Resolution of the City Council of the City of National City waiving formal bidding requirements and authorizing the purchase of 800 MHz radio equipment from Motorola. (Police) COUNCIL AGENDA 9/22/98 Page 5 NON CONSENT RESOLUTIONS 15. Resolution No. 98-127 Resolution of the City Council of the City of National City authorizing the Mayor to execute a master lease/purchase agreement with Saulsbury Hill Financial, and an escrow agreement with Saulsbury Hill Financial and the Bank of America, and authorizing the City Manager to execute any necessary subsequent purchases or contracts necessary to complete this project. (Purchasing/Finance) 16. Resolution No. 98-128 Resolution of the City Council of the City of National City granting a special permit for a sewer connection to the City sewer system from a property in the County of San Diego, prior to completion of a proposed annexation of the property to the City of National City. (Engineering) NEW BUSINESS 17. Temporary Use Permit - San Diego Low Rider Council And National City Police Department. (Building & Safety) CITY MANAGER —* CITY ATTORNEY -* OTHER STAFF -› MAYOR - CITY COUNCIL COUNCIL AGENDA 9/22/98 Page 6 NEW BUSINESS (Cont.) PUBLIC ORAL COMMUNICATIONS (Five -Minute Time Limit) NOTE: Pursuant to State Law, items requiring Council action must be brought back on a subsequent Council agenda unless they are of a demonstrated emergency or urgent nature. ADJOURNMENT Next Regular City Council Meeting — October 6, 1998 — 3:00 p.m. - Council Chambers, Civic Center. TAPE RECORDINGS OF EACH CITY COUNCIL MEETING ARE AVAILABLE FOR SALE AND TO LISTEN TO IN THE CITY CLERK'S OFFICE City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22. 1998 AGENDA ITEM NO 1 ITEM TITLE RESOLUTION OF CITY COUNCIL APPROVING PREPARATION OF DOCUMENTS IN CONNECTION WITH REFUNDING OF 1991 LEASE REVENUE BONDS. AUTHORIZING PREPARATION AND DISTRIBUTION OF PRELIMINARY OFFICIAL STATEMENT IN CONNECTION WITH SALE OF REFUNDING BONDS AND PREPARED BY AUTHORIZING/DIRECTIDEpAINMEWTION Marylou Matienzo Finance EXPLANATION Director of Finance On September 1, 1998, the National City Joint Powers Financing Authority directed staff to refund(refinance) the 1991 Lease Revenue Bonds and hire the firm of Kinsell, O'Neal, Newcombe & De Dios, Inc. to underwrite the refunding bond issue. One of the first steps in this transaction is City Council authorization to issue a Preliminary Official Statement and other necessary documents. The Preliminary Official Statement will be circulated to prospective bond insurers, rating agencies, bond buyers, and other interested parties. After this action, the next anticipated City Council and Joint Powers Financing Authority approvals will occur on October 6, 1998 when all legal documents are approved and the bonds are authorized for formal issuance. It is further anticipated that the bonds will be priced/sold on October 8 with the closing to occur on October 27. Environmental Review N/A Financial Statement Not Applicable Account No STAFF RECOMMENDATION Approve resolution which authorizes the preparation of necessary documents and the issuance of a Preliminary Official Statement in connection with refunding the 1991 lease revenue bonds. BOARD/COMMISSION RECOMMENDATION ATTACHMENTS (Listed Below) Resolution Resolution No 98-115 RESOLUTION NO. 98-115 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY APPROVING PREPARATION OF DOCUMENTS IN CONNECTION WITH REFUNDING OF 1991 LEASE REVENUE BONDS, AUTHORIZING PREPARATION AND DISTRIBUTION OF PRELIMINARY OFFICIAL STATEMENT IN CONNECTION WITH SALE OF REFUNDING BONDS, AND AUTHORIZING AND DIRECTING OFFICIAL ACTION. WHEREAS, the National City Joint Powers Financing Authority (the "Authority") issued its Lease Revenue Bonds, Series 1991 (City of National City Police Facilities Project) in the aggregate principal amount of $6,950,000 (the "1991 Bonds") for the purpose of financing the acquisition and construction of certain police facilities (the "Project"), which improvements are being leased by the Authority to the City pursuant to a Lease Agreement, dated as of October 1, 1991, by and between the Authority and the City (the "1991 Lease Agreement"); and WHEREAS, interest savings will be realized if the 1991 Bonds are refunded with the proceeds of refunding bonds (the "Refunding Bonds") to be issued by the Authority; and WHEREAS, the Refunding Bonds are to be issued pursuant to a Trust Indenture, dated as of October 1, 1998 (the "Indenture"), by and between the Authority, and a trustee to be chosen by the Authority (the "Trustee"); and WHEREAS, MBIA Muni Financial has, at the direction of the City, begun the preparation of a Preliminary Official Statement describing the Refunding Bonds, the Project, the City and the Authority; NOW, THEREFORE BE IT RESOLVED by the City Council of the City of National City as follows: Section 1. Approval of Preparation and Distribution of Preliminary Official Statement; Final Official Statement. The City hereby approves the preparation and distribution of a preliminary Official Statement (the "Preliminary Official Statement") describing the Refunding Bonds, the Project, the City and the Authority. The City Manager and Finance Director are hereby separately authorized and directed to approve corrections and additions to the Preliminary Official Statement by supplement or amendment thereto, or otherwise as appropriate, provided that any such corrections or additions shall be necessary to cause the information contained therein to conform with facts material to the Refunding Bonds, or to the proceedings of the Authority or the City. The City Manager and Finance Director are hereby separately authorized and directed to cause the Preliminary Official Statement to be brought into the form of a final offic ai statement (the "Final Official Statement") and to execute a statement that the facts contained in the Official Statement, and any supplement or amendment thereto (which shall be deemed an original part thereof for the purpose of such statement) were, at the time of sale of the Refunding Bonds, true and correct in all material respects and that the Final Official Statement did not, on the date of sale of the Bonds, and does not, as of the date of delivery of the Refunding Bonds, contain any untrue statement of a material fact with respect to the City or omit to state material facts with respect to the City required to be stated where necessary to make any statement made therein not misleading in the light of the circumstances under which it was made. The City Manager shall take such further actions prior to the signing of _e :Era]. Official Statement by the Mayor on behalf of the City as are deemed necessary or app-� r a.e to verify the accuracy thereof. Section 2. Appointment of Bond Counsel. Jones Hall, A Professional Law Corporation, is hereby appointed as bond counsel for the financing of the Project and = e issuance of the Bonds. Bond counsel's compensation to be its customary fee for such =er ices (not to exceed $40,000) plus expenses. Section 3. Official Actions. The Mayor, City Manager, Finance Director and Cir Clerk of the City, and any other officers of the City, are hereby authorized and directed to ske all actions and do all things necessary or desirable hereunder with respect to the preparation of distribution of the Preliminary Official Statement, including the execution and delivery of any and all agreements, certificates, instruments and other documents, which they, or any ofthem, may deem necessary or desirable and not inconsistent with the purposes of this resolution. and the City Council ratifies any actions heretofore taken by the City PASSED AND ADOPTED this 22' day of September 1998. Attest: Michael R. Dalla, City Clerk Approved as to Form: % J gu. 3 George H. Eiser, Ill, City Attorney 3 CITY OF NATIONAL CITY George H. Waters, Mayor Financial Statement City of National City, California COUNCIL AGENDA STATEMENT September 22, 1998 MEETING DATE AGENDA ITEM NO 2 lg Ax�ULu 1 LON OF THE C TY C6tTNCIL Ur ivxi j.O eIT Y ITE1 PRIZING THE INSTALLATION OF A DISABLED PERSON'S PARKING SPACE IN FRONT OF 633 E. 1ST STREET (REQUESTED BY: P. AMON) PREPARED BY Sam Arabzadeh DEPARTMENT Engineering EXPLANATION, The City Council Policy for installation of an on -street parking space for disabled persons (Resolution No. 13,502) provides for the installation of a space in the residential area in hardship situations where the adjacent address does not have a useable off- street parking space. Mr. Amon, the owner of the property at 633 E. 1st Street is requesting that a handicap parking space be provided in front of his property. Presently the property has an on -site parking space, however the space is difficult to use for loading and unloading of the vehicle. Additionally, the existing on -site driveway is sloped at approximately 89s, making it difficult to accommodate the wheelchair. Based on these conditions, the existing off-street parking space at 633 E. 1st Street has been found not useable, for handicapped usage. Refer to the staff report to the Traffic Safety Committee for additional input. The applicant has a disabled person's placard. X Environmental Review N/A N/A Account No TAFF RECOMMENDApJ�1O. Adopt the Resoluti n BOARD/COMMISSION RECOMMENDATION The Traffic Safety Committee approved the disabled person's parking space at 633 E. 1st Street at its September 9 meeting. ATTACHMENTS (Listed Below) Resolution No. 98-116 1. Resolution 3. Staff report to the Traffic Safety Committee 2. Location Map 633 a.::: lie. _. RESOLUTION NO. 98 —116 RESOLUTION OF THE CITY COUNCIL OF 1'Hi. CITY OF NATIONAL CITY AUTHORIZING LEIE INSTALLATION OF A DISABLED PERSON'S PARKING SPACE AT 633 EAST 1sr STREET, NATIONAL CITY, CALIFORNIA WHEREAS, pursuant to the provisions of Section 22511.7 of the California Vehicle Code, the City Council hereby determines that the public health, safety and welfare will be best protected by establishing one on -street disabled person's parking space at 633 East 1°` Street, NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of National City that the Council hereby establishes one on -street disabled person's parking space at 633 East 1" Street in the City of National City. BE IT FURTHER RESOLVED that this Resolution shall not become effective until a "Disabled Parking" sign and blue curb markings have been established in the area designated above. PASSED and ADOPTED this 22u" day of September, 1998. Attest: Michael R. Dalla, City Clerk Approved as to Form: George H. Eiser, III, City Attorney George H. Waters, Mayor NATIONAL CITY TRAFFIC SAFETY COiMMITTEE AGENDA REPORT FOR SEPTEMBER 9, 1998 ITEM NO. 98-28 (OLD BUSINESS) ITEM TITLE: REOUEST FOR A HANDICAP PARKING SPACE IN FRONT OF 633 E. 1sr STREET (BY: P..AMON. 474-7289) PREPARED BY: Sam .A.rabzadeh. Engineering Department DISCUSSION: This item is brought back for the Committee's decision from the last :-tonthis meeting. Mr..A.mon is requesting a designated on -street disabled parking space in front of his property at 633 E. 1st Street. The reason for his request is to accommodate his handicapped son movement to and from the house. Because there was an existing driveway apron serving the proper- with off-street parking spaces and a Carport. the initial staff recommendaIion was to deny this request. pursuant to Cif: policy. The Committee however directed the Engineering Department to further review the site. and check the slope and width of the on -site driveway. There are two d'.veilino units on this property (633 and 63. E. 1st Street) The unit in the back at 63= E. Ist Street houses Mr. Amon's disabled cl-did. wi-die Mr. Amon and his wife alternately occupy the house in front. There are a total of three (3) cars in the household. one of which is Mr. _ mon's son's. which is registered to be parked off- street due to non-use. This car is parked close to the unit in the back. while Mr. A non's car is kept in :he front portion of the carport facing 1st Street. The on -site parking area at :he carport measures approximately =0 ft in length and 12 feet in width. and is sloped down toward the back unit at approximately " to 3 ° o. Mr: AAmon's contention is that because of the narrow width of the carport. it '-vould be difficult to open the door of his car and carry his son in the `.wheel -chair while parsed off- street. .111 on -street parking space would provide for an easier accommodation. ,:picai standard layout for a disabled parking space calls -out for a minimum9 i ......... u.. �.�,dtr. of ,�._ w,t:, foot side clearance for accessibility to the e^ � ..ici_. This standard applies to commercial parkin_ lots. but could also be compared with residential sites for handicap accessibility ... acc, ro.. ncc `ivy :ne Disabled Person ?ark: _ Polic. it is not :he :b .five':] �)[ ..0 L:[t. to Dr0`,-,dC .son_. ..:irl" .on live pubiic r ._,1�-`.�� :e .all` in re<iiiientiai treas. Fio‘vever. _ n sp _•ai :p cprovdeid ail o. r.....b..O it onuinor.s ....sty ON II I tl a re = w D z NATIONAI. CI I Y 11111IN11AIUY .1. 1 __ i__ I 11 ... r - ---•__... li il! 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IO � N a w 16 e • 1 • 9 n I Ie 11 N h 11 I7 I i • 19 e 1 e • 10 II 7P�4 a 22 I xo It IS IT IS 15I 1 1911z It 7 307 Il .R 13/7 IAr 10 .3 _• s.. 4/P IP0 z n m n 205 2 3 4 PM 5 e PP7 M(IT e N 9 ie ur10 r 4 1 /36 It •it III STREET ¶TurT II II it ;i°: is it h MAI r e 9 10 u It N II gt e STREET .„,..77 b ii 4 SEE AIJ%KI / '�' • //P BASE MAP BA 4__r • 'T I. a 0 7 0 9I0_ 25 _ __ 1/74 Pi 7oij. i"e ii ib i 1l1f f�i-All' i !a 11 - • v 7.1 1 a I Inh o` w w • .• b N 1 . ll 11 I1•1 wn p. .• •I t0� b I191r, 2,$ I7 1./1 w PPl ie 16PPI _ .Z t2P7 I: 14;7 w IJ 150 1 Q ..r� •PIl Ili rrti♦ Il 1 305 n 1 3// 3/3 es _— n r n oI h 411 STREET 0.4 3/6 336 h It MP STREET It ie 7;; ., 220 1 250ta 90 ♦ m l' 10 lit 506 I• — n 3/6_ II... .,. 1.�a6_; 1 IS 1/0 t ♦I IT r •I I'. I. •r6 z w <1 fg7P3 C•Ii�• O I /0Pi t P09 I PP/ IT- 40 .. •I E00 176 - 134 h ' g 306t o e ^ 3/4 ti 7/6 1/6 . 3P0' M 'I 1 572 I a 330 A. b.A340 n • I n r r II 405 3 ie I r7 ./, I! 404 •PP z NATIONAL CITY TRAFFIC SAFETY COMMITTEE AGENDA REPORT FOR SEPTEMBER 9, 1998 ITEM NO. 98-23 1 (OLD BUSINESS) PAGE 2 (1) Applicant must be in possession of a valid license plate for "disabled persons'. (2) The proposed disabled parking space must be in front of the applicant's place of residence. (3) Subject residence must not have useable off-street parking available, or off-street space available that may be converted into disabled parking. STAFF RECOMMENDATION: Open for discussion. EXHIBITS: i. Copy of handicap placard for Mr. Amon's son. Disabled Parking Stall Standard Drawing Mae 9craer ��� Grave coorox. 2/4 C •ncernoticr.cl syrroci sign_ see SCC. Owa. M-caA nc M-2 9 rcr van ccoessibie space. o Cart. Pcintec Dlue. yp. 47. :iue (Tyo See NC:' /-C. r.:cuauz Sicewaik ft L 'Nhee! ciao. Ty es eoprcvec by• Engr. Tee or ncrr^ •yp. Pc',er^ert Sympci see Sic. Owg !A-c9—\ 1 � See note ' / -- ?lue Stroe / (yP.; / Ir !din. \Ain. 'Jcr=c____.:'e . CviCe - e.- ._ c-r.noce Z. :Cr c.,.......rc:_ clt_.rc e ca. ccrcit,,.rs. see Sic. OHc. G-= _ C,-_ Sicc_ _r .. esce__ n :b:rect:cre55 .. _. _ s r.. ,..0 NC. • r -' cf.... _ .7__C _5 s:__. __ .2. i 1 RAN CIEC:. -EO CNAL _ ANCArcC 2RA'MNG _MN , ��_ *,—L /rrt-. MEETING DATE City of National City, California COUNCIL AGENDA STATEMENT September 22, 1998 AGENDA ITEM NO. 3 ITEM TITLE RESOLUTION ADOPTING AN ANNUAL DISADVANTAGED BUSINES'S ENTERPRISES (DBE) PROGRAM AND GOALS FOR FEDERALLY FUNDED CONSTRUCTION CONTRACTS PREPARED BY CAMERON BERKUTI DEPARTMENT Engineering EXPLANATION See attached Environmental Review X N/A Financial Statement The approximately $100, and 001-421-00y 260. �TAFF RECOMMENDATI ► iVW ) cost of publication of the notice will be w 1 be paid for fro the Engineering Account No. V' Adopt an annual DB�goal of 15%. BOARD/COMMISSION RECOMMENDATION.. N/A Account No. ATTACHMENTS (Listed Below) Attachment "A" Certificate for Contracts, Grants, Loans, and Cooperative Agreement Resolution No 98-117 ace EXPLANATION: RESOLUTION ADOPTING AN ANNUAL DISADVANTAGED BUSINESS ENTERPRISES (DBE) PROGRAM AND GOAL FOR FEDERALLY FUNDED CONSTRUCTION CONTRACTS. The purpose of this resolution is to adopt an annual Disadvantaged Business Enterprises (DBE) program and goals for the City's federally funded construction contracts in compliance with Title 49, Part 23 of the Code of Federal Regulations (CFR). The Federal regulations require local agencies to maximize the use of minority and women owned businesses on local federal -aid construction contracts. Each local agency is responsible for the following: 1. Developing and implementing a DBE Program, and establishing annual and project goals for participation by DBE before submitting a "Request for Authorization" for the construction of a federal aid project. 2. Designating a DBE Liaison Officer, accountable to the Chief Executive Officer of the local agency, to administer the DBE program. 3. Completing the Report of DBE Awards and Utilization forms. 4. Reviewing and taking action for noncompliance with DBE requirements by the local agency's contractors. DBE PROGRAM On Septemer 26, 1995 the City Council by Resolution No. 95-143 adopted a pre -approved DBE program in compliance with Part 23 of Title 49 CFR. ANNUAL GOAT The local agency is recuired to established a DBE goal on an annual_ basis. The City's last year goal was set at 15% and staff is recommending that the same goal (15%) be set for this year (October 1, 1998 through September 30, 1999) . PROJECT GOAL. In additional to the annual goal, the local agency is required to establish individual project goals based on the type of work being performed and the availability of certified DEE contractors in the geographic area. These project goals must be established in order to achieve the DEE annual goals. PROJECT NOTIFICATION OF ANNUAL GOALS Upon approval of the City's annual DBE goals by the City Council, it is required that a notice be published in the various minority trade publications and provided to the general public media. The notice shall contain the annual DBE goal, a statement that the goal will be available for inspection for a period of 30 days, and a statement that the City will accept comments on the goal for 45 days. LOBBYING DISCLOSURE CERTIFICATION Federal Highway Administration requires each local agency and its contractors and subcontractors which are utilizing federal funds to sign_ the attached "Certification for Contracts, Grants, Loans, and Cooperative Agreements". The agreement requires that federal funds should not be used for lobbying at the federal level. It also requires a disclosure of any funds other than federal funds that have been used or will be used for lobbying at the federal level. RESOLUTION NO, 98-117 RESOLUTION OF THE CITY COUNCIL OF 1'HE CITY OF NATIONAL CITY ADOPTING AN ANNUAL DISADVANTAGED BUSINESS ENTERPRISES (DBE) PROGRAM AND GOAL FOR FEDERALLY -FUNDED CONSTRUCTION CONTRACTS WHEREAS, Title 49, Part 23 of the Code of Federal Regulations require local agencies, including the City of National City, to maximize the use of minority and women owned businesses on local federal -aid construction contracts by adopting an annual Disadvantaged Business Enterprises (DBE) program and goals; and WHEREAS, each local agency is responsible for the following: 1. Developing and implementing a DBE Program, and establishing annual and project goals for participation by DBE before submitting a "Request for Authorization" for the construction of a federal -aid project. 2. Designating a DBE Liaison Officer, accountable to the Chief Executive Officer of the local agency, to administer the DBE program. 3. Completing the Report of DBE Awards and Utilisation forms. 4. Reviewing and taking action for noncompliance with DBE requirements by the local agency's contractors; and WHEREAS, in the past, Caltrans, through SANDAG, has established the goal for the San Diego region; however, with the new changes that have occurred in Caltrans, these responsibilities have been shifted to the local agencies; and WHEREAS, Caltrans has prepared a pre -approved DBE program which each local agency has an option to adopt; and WHEREAS, staff has recommended that the City Council adopt the pre - approved DBE program proposed by Caltrans. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of National City that the City Council hereby approves the Pre -Approved Disadvantaged Business Enterprises (DBE) Program for Local Agencies. Said Program is on file in the Office of the City Engineer. Continued on Page Two Resolution No. Page 2 of 2 PASSED and ADOPTED this 22nd day of September 1998. George H. Waters, Mayor KU EST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: George H. Eiser. III City Attorney A... iiient A ^:riflr-ar:,..- °^r r`On1r^r•v r, rpnt, .,�nc ar„ r`.�,, ., ar—:ya Af`.ar-,nt.` (Federal Fiscal Year October 1, 19 to September 30, 19 ) hereby certiiy on behalf (Name and title of grantee official) of , that Name of grantee) (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or empicyee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned snail complete and submit Standard Form-_! ! , "Ciscicsure Form to Report _cbbying, in accordance with its instructions. (3) ndershall that the la of this certification be nude The 1,,. _ Signet. require .anguaCe .: Is � �, On ;nC. �,cq in the award documents for all subawaras at all tiers (including subgrants. and contractsand br c•s su:...ontra.,,� under grants. suocrants., loans. and cooperative agreements) whion exceed' S 00,000, and that all UCn silcr_di„ie ,s shall certify and disclose aCCcrg inC,V. This certification is a material representation of fact u^gnreliance wasplaced when this transaction was made or entered into. Submission of this certification is a prerequisite for j;ing or entering intotransaction ti t3 3t, U. S. Code. Any i:g �.,,� nc this imposed by section �.;�2, title�g person Nnc faiis to file the required certification snail be subject to a civil penalty of not :ess than Sto._0_ and not more than S 00,000 for each such fait,,,__ ecu:ec :rr:s day C v: of au:rlcri:e n official) ':Title or autncr,oed ocid.a: City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22, 1998 AGENDA ITEM NO 4 ITEM TITLE Resolution accepting the lowest responsive, responsible bid from Nixon Egli Equipment Company, and authorizing the purchase of one; Athey Street Sweeper. PREPARED BY Brenda E. Hodges EXPLANATION. EPARTMENT Purchasing As allowed by Purchasing Ordinance #1480, Section 16„ this award will be made as a result of competitive bids solicited by the City of San Diego, where Nixon Egli Equipment Company, was determined to be the lowest responsive, responsible bidder, and was awarded their bid for three (3) Athey model #AHL-2, M9D series, Street Sweepers. Nixon Egli agreed to the 'Public Agency Clause' contained in the bid, which allows other public agencies to buy this sweeper at the awarded price. Total cost will be S140,239.86 (including tax) rEnvironmental Review _N/A Financial Statement S145,000.00 was budgeted and approved by Council as part of the Vehicle C.I.P. program, to be funded by ga t monies. ilivi4 STAFF RECOMMENDATION In concurrence with t'e Director recommends that the award be made to that authority be given to Purchasing o-661RD/COMMISSION RECOMMENDATION N'A ATTACHMENTS (Listed Below) Resolution mid Abstract of Public Nixon Agent 109-409-500-598-1564 Account No Works, the Purchasing Agent Egli Equipment Company, and to issue resulting purchase Resolution No 98-118 RESOLUTION NO, 98-118 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY ACCEPTING THE BID FROM NIXON EGLI EQUIPMENT COMPANY AND AUTHORIZING THE PURCHASING AGENT TO EXECUTE AN AGREEMENT FOR THE PURCHASE OF ONE STREET SWEEPER WHEREAS, the City of San Diego has issued an award, based on competitive bidding, to Nixon Egli Equipment Company, for the purchase of Street Sweepers, and WHEREAS, The Purchasing Agent has determined that the bidding procedures followed by the City of San Diego fulfill the competitive bidding requirements of Chapter 2.60 of the National City Municipal Code, and that it would be beneficial to take advantage of the City of San Diego's bidding process for the purchase of this equipment; and WHEREAS, in accordance with National City Municipal Code Section 2.60.260, Cooperative Purchasing, of Chapter 2.60 Purchasing System, authority exists to purchase equipment based on a price established by competitive bidding by another public jurisdiction. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of National City that the Purchasing Agent is hereby authorized to execute on behalf of the City, a purchase order between Nixon Egli Equipment Company and the City of National City to provide one Athey Street Sweeper, model #AHL-2. PASSED and ADOPTED this 22n0 day of September 1998. ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: George H. Eiser, III City Attorney George H. Waters. Mayor H hl CO a If] CD r_ IJj BID No. C6515/98 PAGE J OF ( , CITY OE SAN DIEGO ,, PURCHASING DEPARTMENT TABULATION OF BIDS BUYERlPROJ. MGR: Janice Bennett OPENED: March 27, 1998 © 2'30 PM ESTIMATE: $706,000 00 STREET SWEEPERS CONTACTOR OR VENDOR: iT CT 14tr^ ' CONTRACTOR VENDOR ?+��t� OaR " CONTRACTOR OR VENDOR: CONTRACTOR OR VENDOR CITY: 1"F" 1 t 14: YaW-2111"o-, cITY:S g �r CITY BID BONO: OA- BID BOND, OA--- BID BOND: BID BOND. ITEM No QUANTITY DESCRIPTION UNIT PRICE TOTAL PRICE UNIT PRICE TOTAL PRICE UNIT PRICE TOTAL PRICE UNIT PRICE TOTAL PRICE 1. 3.0 Mechanlr�l Street Sweepers _lye), O_a •C� 138 t174 '11 - 41)- 00 )�9 53oj 3$$ 35� DJ Option - Elecltictillcondol 2. Delivery - paysARO 14;0 -Jar OI'b-1SD, 2 0 Regenerative Alr Street Sweeper 1 (1 O )b•Sd ?2 15 3.06 0 j , Make: 7 ,cb., bob FFFZ Model: t1 Delivery• Days ARO 13O-zF� Jar Option • Y!N \/ v V Public Agency Y Y Y Terms ,../rT Jri w Ic�..,.) —"ra k 0 .40,-, ,Jl-...ct RECOMMENDATIONS TATA, rim o ne .•,..•., -- ,•, 11...77 . h BID PACKAGES NO BIDS NET--TOTALJ tau�I NET TOTAL &9 % gq,dd NET TOTAL.9.q2.121.12. (Includes Ta. & terms) (Includ6 terms) Post -IN Fax Note 7671 Dais Ipu s . To �f � From `� Coya.i 1 Co�._y PhOna Phone II / /� l0 B� Fax s Fax s TOTAL BID !, 8$ 'S S9. � NETTOTAL`Iia NSbE2 (Includes tax & terns) W/t.0,-,„ J 0 TOTAL BID NET TOTAL (Includes tax & term City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22, 1998 AGENDA ITEM NO 5 ITEM TITLE Resolution authorizing an increase in a bid award made Colonial Ford, for the purchase of one additional truck. PREPARED BY Brenda E. Hodges EXPLANATION See Attached DEPARTMENT Purchasing Environmental Review X N/A Financial Statement Funds are available via Vehicle C.I.P. bdget.. da-klAccount No 643-422-224-511 STAFF RECOMMENDATION In concurrence with the Public Works Director, the Purchasing Agent recommends proceeding with the purchase. BOARD/ COMMISSION RECOMMENDATION N/A ATTACHMENTS (Listed Below) Resolution Resolution No 98-119 City of National City COUNCIL AGENDA STATEMENT EXPLANATION On April 21, 1998, Council awarded bid #GS9798-4, via Resolution #98-44, to Colonial Ford for one '98 Ford Ranger pick-up truck, with tool box, bed lining and warning light. When placing the order with Ford, Colonial inadvertently ordered an extra truck. The Vehicle C.I.P. program for FY 98/99 includes another truck like that previously awarded, and Colonial has offered their extra truck to us, at the original bid price. Since we have recently gone through the bid process, and made an award for the same item, no further purpose would be served in going out to bid again. Council is requested to waive the bidding requirements, and authorize an increase in the original order to Colonial Ford to allow the purchase of the additional truck. Colonial Ford is agreeable to an increase in the order, under the same terms and conditions. If approved, Purchasing Agent will issue resulting Purchase Order. The value of the award is S14,135.00, including tax. RESOLUTION NO. 98-119 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING AN INCREASE IN A BID AWARD TO COLONIAL FORD FOR THE PURCHASE OF ONE ADDITIONAL TRUCK WHEREAS, the Purchasing Agent of the City of National City did in open session at 3:00 p.m., on April 9, 1998, publicly open, examine and declare all sealed bids for pick-up trucks; and Council awarded a portion of that bid to Colonial Ford on April 21, 1998, via Resolution #98-44; and WHEREAS, the Vehicle C.I.P. program for FY98/99 includes a requirement for an additional truck like that recently awarded to Colonial Ford; and WHEREAS, Colonial Ford has an additional truck that meets our needs; and WHEREAS, no further purpose would be served by repeating the bidding process so soon for the same item; and pursuant to the authority conferred by the National City Municipal Code, the City Council determines that it is in the City's best interest to contract with Colonial Ford without additional bidding procedures; and WHEREAS, Colonial Ford is agreeable to an increase in the original order; NOW, THEREFORE, IT IS HEREBY RESOLVED that the City Council of the City of National City agrees to waive an additional bidding process, and authorizes the increase in the original award to Colonial Ford. BE IT FURTHER RESOLVED by the City Council of the City of National City, California, that the Purchasing Agent is hereby authorized to execute on behalf of the City, a Purchase Order between Colonial Ford and the City of National City to provide two additional trucks. PASSED and ADOPTED this 22nd day of September 1998. ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: v / George H. Eiser. III City Attorney George H. Waters. Mayor City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE S•eptember 22, 1998 AGENDA ITEM NO 6 ITEM TITLE Resolution accepting the lowest responsive, responsible bi-c)1 from Fire Prevention Services, and authorizing award of bid #9899/1 for Weed Abatement Services. PREPARED BY EXPLANATION. Brenda E. Hodges See attached. DEPARTMENT Purchasing Environmental Review X N/A Financial Statement No City funds required. See attached. Account No. STAFF RECOMMENDATION j In concurrence with the Fire ChieP,'the Purchasing Agent recommends that the award be made to Fire Prevention Services, and that authority be given to the Purchasing Agent to issue resulting purchase order. BOARD/COMMISSION RECOMMENDATION N/A ATTACHMENTS (Listed Below) (1) Bid Abstract (2) Project Schedule (3) Schedule of Fees \4) Resolution Resolution No 98-120 Explanation: Request for Bids were issued for weed abatement services for properties within the City of National City, to include: • surveying properties • responding to complaints • documenting hazards • processing notifications • notifying property owners • abatement of hazards when property owners fail to bring their properties into compliance with adopted nuisance abatement and related safety Codes including but not limited to Municipal Code Chapters: 1.36, 7.06, 7.12, 7.14, 7.28 and 9.12. • conformation of hazard with City Staff, and abatement of hazards • compliance with all terms, conditions, and scope of work detailed in the bid package, and attached Project Schedule. Bids were mailed to seven (7) vendors, netting three (3) responses. Bids were opened and read publicly on September 10, 1998, with one vendor present for the opening. The lowest responsive, responsible bid (and only bid) was received from Fire Prevention Services. The novelty of this contract is that it avoids City subsidy. The vendor will provide all services and collect fees directly from the property owner. However, for purposes of comparing bids (and since we cannot predict the actual amount of service that will be required), estimated quantities were established in the bid for each type of service. Based on those estimates. and the proposed cost per service, the approximate annual value of this contract could be about $10,000.00. Contract prices for services that may be required during the course of this contract, and which may be imposed upon a property owner, are set forth in the attached `Schedule of Fees' This is a one-year contract (initial term to be 9/22/98 through 9/21/99), with the option to renew for three additional years at a maximum of 10% increase per year. Renewals will be contingent upon mutual agreement established 90 days prior to the termination of the contract period then in effect. BID ABSTRACT GS9899/1 VENDOR BID Fire Prevention Services See attached Fee Schedule Bourgeois Contracting No Bid Powerland Equipment No Bid Bud's Weed Control No Response Marc's Weed Abatement No Response Howard & Associates No Response E&J Weed Abatement No Response RESOLUTION NO. 98-120 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY DECLARING FIRE PREVENTION SERVICES, INC. THE LOWEST RESPONSIVE, RESPONSIBLE BIDDER AND AUTHORIZING THE PURCHASING AGENT TO EXECUTE AN AGREEMENT FOR WEED ABATEMENT SERVICES WHEREAS, the Purchasing Agent of the City of National City did in open session on September 10, 1998, publicly open, examine and declare all sealed proposals or bids for Weed Abatement Services. NOW, THEREFORE, IT IS HEREBY RESOLVED that the City Council of the City of National City hereby rejects all of said bids except that herein mentioned, and hereby awards the contract for weed abatement services to the lowest responsive, responsible bidder. to wit: FIRE PREVENTION SERVICES BE IT FURTHER RESOLVED by the City Council of the City of National City, California. that the Purchasing Agent is hereby authorized to execute on behalf of the City, a Purchase Order between Fire Prevention Services, Inc. and the City of National City to effect this purchase. PASSED and ADOPTED this 22'd day of September 1998. George H. Waters, Mayor ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: cgc•-.2r George H. Eiser, Ill City Attorney PROJECT SCHEDULE The program which Fire Prevention Services Inc.(FPSI) is proposing to The City of National City (City) is a comprehensive year around program. The start date will be at the time the City enters into a contract with FPSI. From that date forward parcels within the City will be inspected and notices will be sent on a daily bases as the parcels are found in violation of the standards, with a continuos effort to bring the number of parcels into compliance. FPSI will then perform a search in our computer data -base as well as a search of county records to be sure the proper/legal owner is notified. The property owner will be mailed a Notice giving them thirty (30) days to comply. After the thirty (30) days has expired a second inspection of the parcel will take place, if the parcel is still in violation the owner will be mailed a certified Notice giving them ten (10) days to comply. After the ten (10) days have expired a third inspection of the parcel will take place, if the parcel is still in violation, the parcel will be photographed and all the documentation on that parcel will be presented to the City for review and approval to have FPSI clear the parcel in accordance with City standards. The abatement crews will be scheduled, photos of the parcel will be taken prior to the abatement. After the parcel has been abated photos will be taken of the work that has been performed. A bill will be sent out to the parcel owner giving them fifteen (15) days to respond and make arrangements to pay the amount due. If the parcel owner fails to respond after the fifteen (15) days have expired a second bill will be sent out giving the owner ten (10) day to respond and make arrangements to pay the amount due. After the ten (10) days have expired if the parcel owner has failed to respond or make arrangements to pay the amount due an Abatement lien will be filed by FPSI against the parcel. On an annual basis FPSI will submit to the City a list of parcels and amounts to be assessed through the fixed charge special assessment tax process. The City will reimburse FPSI as the property taxes are paid by the County to the City. If at any time the Notice is returned, another check for most current ownership information will be done. If a new owner and/or a new mail address is found and the change had occurred prior to the Abatement notice being mailed out the entire process will start over to ensure that the legal owner is property notified. A monthly progress report will be submitted to the City (see enclosure for sample of a monthly progress report). Consistent visits to the City will enable FPSI to pickup any new complaints and give the opportunity for the FPSI inspector to develop a strong. working relationship with all applicable City personnel. STATE OF CALIFORNIA FIRE PREVENTION CERTIFIED Fire Prevention Services, Inc. SCHEDULE OF FEES 1. Tractor Mowing A. per parcel, sized 1 to 7,500 square feet $200.00 B. per parcel, sized 7,501 to 15,000 square feet $275.00 C. per parcel, sized 15,001 square feet to 30,000 square feet S375.00 D. per parcel, sized 30,001 square feet to one acre 3425.00 E. per square foot over one acre $0.015 2. Discing A. per parcel, sized 1 to 7,500 square feet $250.00 B. per parcel, sized 7,501 to 15,000 square feet $325.00 C. per parcel, sized 15,001 square feet to 30,000 square feet $400.00 D. per parcel, sized 30,001 square feet to one acre $450.00 E. per square foot over one acre S0.018 Hand Labor A. per square foot of area abated Dozer Operation A. hourly rate B. move -on fee $0.08 S75.00 $75.00 Debris Removal (includes hauling, burning, and/or chipping) A. per cubic yard of material V $18.00 B. dump fees (reimbursement of cost) Excavator Brush Cutting Machine (where heavy brush makes it impractical to hand -cut) A. per square foot $250.00 minimum $0.08 7. Administrative Fee (forced abatement only) A. per parcel Attorney Services (when required) A. per parcel Miscellaneous Fees A. special inspection fee B. abatement lien C. release of abatement lien D. public notary E. securing of buildings F. unscheduled materials (includes documentation & photos) (per man hour) S200.00 Statutory $54.00 S3 5.00 S3 5.00 $10.00 S55.00 (reimbursement of cost) 10. Fee to theCity SO P. O. Bcx 2012 : Alpine, CA 91903-2012 : (619) 562-1058 : Fax (619) 445-6336 City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE SEPTEMBER 22, 1998 AGENDA ITEM NO. 7 ITEM TITLE WARRANT REGISTER #11 PREPARED BY DEPARTMENT ROBERT A. RABAGO EXPLANATION. Ratification of Warrant Register #11 per Government Section Code 37208. FINANCE Environmental Review N/A Financial Statement N/A Account No STAFF RECOMMENDATION I recommend ratification of ese warrants for a total of $ 7 7 4, 7 5 8 .18 BOARD/COMMISSION RECOMMENDATION ATTACHMENTS (Listed Below) Resolution No. 1. Warrant Register #11 2. Worker's Comp Warrant Register dated 09/15/98 TO: City of National City Department of Finance 1243 National City Blvd., National City, CA 91950-4397 (619) 336-4267 THER OTT?T L T,• T+ r+S MAYOR i. AND CITYvULr 1' �l U � tZJ MARIA L. O, ;FINANCE L'IF,L ♦J1Z �T,rnm m 'I1m :,U �'U Lam' L.1"111'sL-nssLii NC. J. LCi ittit_ = 1 7_NLl Tn RI7. - .T,r,. . T,r ;, TUN r__t<l. '3i17ii "? y^, -,r n-.rc -r^7 I1T 1. i?Lr T�T.- - CHANT ' Vr 11 �<T3 +L 'ZRO T �N .1_lC.l.l1�... []: �'/l�iT L'H.�ilVLL 4- C 535.00 ', , 246.23 lr-.0 P TJTIZNT-, _:J ... a _ u�t1.J r. A- /.nr♦n,.Tf,TT,m TTT � mn 1. +.TT7r,, __., rim irr ^.T,r• ♦ �ir . ♦ter. _L. .11i MO C i_ r. 1 t-_r 71 S -. FUN 7_TC7*=7_?L*T- 11157 THROUGH 11161 INCLUSIVE i_C. cr _1Q,V _ T-r 6.`q City of National City, California COUNCIL AGENDA STATEMENT MEETING DATESeptember 22, 1998 AGENDA ITEM NO. 8 r. ITEM TITLE CLAIM FOR DAMAGES: Jose Gutierrez PREPARED BY Michael R. Dalla " l DEPARTMENT City Clerk EXPLANATION. The claim of Jose Gutierrez arises from an occurrence on June 23, 1998 and was filed with the City Clerk's Office on August 10, 1998 Environmental Review XXN/A Financial Statement N/A Account No. STAFF RECOMMENDATION Deny the claim, and refer to the City Attorney. BOARD/COMMISSION RECOMMENDATION ATTACHMENTS (Listed Below) Resolution No Copy of Claim for Damages. A-2 0 /201 City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22, 1998 AGENDA ITEM NO. 9 (-ITEM TITLE RESOLUTION APPROVING :ONTRACT WITH THE EDEN SYSTEMS, INC., SOFTWARE FOR INSTALLATION OF AN INTEGRATED FINANCIAL MANAGEMENT SYSTEM AND AUTHORIZING THE MAYOR TO EXECUTE THE CONTRACTS. PREPARED BYMARYLOU MATIENZO - DEPARTMENT DIRECTOR OF FINANCE EXPLANATION. PLEASE SEE ATTACHED FINANCE INFORMATION! Environmental Review N/A Financial Statement PLEASE SEE ATTACHED —y�- /�1„eLo4 Account No. IMF RECOMMENDATION PLEASE SEE ATTACHED BOARD/COMMISSION RECOMMENDATION ATTACHMENTS (Listed Below) EXPLANATION AGR=IFNT RESOLUTION • PRIME DEFICIENCIES 98-121 Resolution No EXPLANATION: In Fiscal Year 1995-96, the City Council created the Technology Fund with an objective of replacing the aging Prime mini computer system. The replacement of the mini computer applications, primarily fiscal systems, is necessary in order to enhance accountability, facilitate more timely and accurate reporting of financial data and to meet the requirements of Year 2000. What is driving our organization to change our current system? • The PRIME system is a 15 year old "legacy" system . The company that made PRIME computer, the hardware that runs the current finance software, went out of business several years ago and the companies that service the old PRIME accounts have been bought and sold several times over. • Parts will become more scarce and more expensive to acquire. • The original investment in the hardware and software has been fully depreciated and it is typically imprudent to extend the depreciable life of a technology asset. • The finance software vendor has gone out of business some time ago. The companies that are willing to provide PRIME soft.s ire support are diminishing and the few that are remaining do charge an enormous fee to keep us going. • The existing software is expensive to fix and to maintain. The last software bug cost us S 15,000 in programming charges to correct and the city was completely without use of our financial systems for the eight weeks that it took to correct this. We still continually experience operational problems. • The system has fallen far enough out of step with the needs of operating departments that many departments now keep their own duplicate set of financial records on their local PC's. This is wasteful and hugely inefficient. • The programming language PRIMOS has rapidly become obsolete, replaced often by some form of UNIX. A former finance director with the City who was an avid programmer has since left us and there no longer is any appropriate internal capacity to program in the old PRIMOS language. • The software world has also changed away from the custom programming packages to newer off -the - shelf software that tries to avoid older custom software cost and complexity. • We are almost at the door to the new millennium of the fast approaching Year 2000. The PRIME system is not in compliance with Year 2000. Since January 1997, staff have worked diligently to further define the City's automation needs and to select vendors and negotiate contracts for the software and hardware best suited to meet those needs. After obtaining a computer survey input from all the cities in San Diego, staff initially did an off -site demonstration through other cities that were currently going through either the process of selection, implementation or operation. The off -site demos gave staff the opportunity to see the software applications of Bi-Tech Software, Inc. from Chico, California, SCT Government Systems. Inc. from Lexington, Kentucky. HTE. Inc. from Orlando, Florida, The Eden Systems , Inc. from Yakima. Washington and Pentamation from Bethlehem, Pennsylvania. Staff also did on -site visits of actual installations of the softwares at the City of Carlsbad, City of Poway and Grossmont College. As a result of this preliminary visits, staff narrowed down the on -site visit for the City of National City to three vendors that closely match our selection criteria. The 3 vendors that were invited to do the on -site demo at the city were: The Eden Systems. Pentamation, and Bi-Tech. Since this financial system conversion is a city wide project, a selection committee was created called "The Prime Committee". It was a 12 member committee representing the city departments, CDC and National City Transit. The committee's main function was to assist in the selection of the financial management system that would meet not only the city's needs but also CDC's and National City Transit. The 12 members were involved in two rounds of on -site demos and reference checks provided by other cities current users. Two members of the committee also attended a Current User Group Meeting and visited the Vendors' facility sites. The main purpose of these was to get first hand information from current users without reservations and to get a feel and idea of the company's environment, staffing, and philosophy. What was the selection criteria used by the "Prime Committee"? • Proposed system should meet the minimum needs of the city, CDC and Transit. • Overall system functionality. • Overall system efficiency. • Total timeline for complete implementation. • Long-term supportability. • Overall compatibility with the existing network, hardware, and software used by city, CDC & Transit. • Vendors track record demonstrating responsiveness to user requests. • Total project cost, including original price, on -going maintenance, and staff time required to maintain the system. • Trainer/support staff accessibility. • Graphical User lnterface(GUI) - look and feel of the software. • Company history/track record. • Scope of modules offered from with the vendors company. • Scalability phases. • Client references. • Staff time/resources, workload of existing staff. • Scope of modules offered via 3rd party vendors. • Retraining on updated technology as new software versions come out. • Staff compatibility with the vendors staff. • Company location. Following the on -site demonstrations and several brain storming meetings, it was the consensus that the system offered by Bi-tech would be an "over kill" considering the resources and staffing that we have. It was then decided to visit actual live installations of the two remaining systems, The Eden Systems at the City of Manhattan Beach and Pentamation at the City of Newport Beach. The resultant demonstration, reference checks unanimously convinced staff that the system that would best meet our needs would be the Eden Systems. Why are we recommending Eden Systems? • Software more user friendly • Sales & technical attitude has been consistently friendly and helpful • "On-line" engine is faster & maintenance easier • Staff is far easier to deal with • Support is in the same time zone. • Reference checks & site visits were consistently positive • Windows -based GUI not mouse enabled. • Staff seems to give consistently straight answers • Competitively priced product • Transition & training costs to go to full GUI are included. • Eden has longer working history with 4GL • More confidence with Eden's technical support. • Employees will have easier time adjusting to and navigating with Eden's Windows product than Pentamation's mouse -enabled product. FISCAL IMPACT: The proposed contract with the Eden Systems is the result of negotiations covering more than 60 calendar days, totals to approximately S 365.305, and covers, licensing, installation, implementation. and 3rd Party data conversions. The individual modules include General Ledger, Accounts Payable. Accounts Receivable. Payroll, Benefits, Position Control, Human Resources, Fixed Assets, Cash Receiptin_ , Budget and Report Writer. Installation of these modules will be in 2 Phases. Phase I will be the Core Financials such as the General Ledger. Accounts Payable, Purchasing, Accounts Receivable and Budget, Report Writer, Payroll, Cash Receipts. Projected timeline is from October 1998 to December 1999. Phase II will include the modules of Human Resources, Applicant Tracking Job Costing, Fixed Assets and Inventory Control. Projected timeline is from January 2000 to December 2000. The intermediate target dates include estimated completion of hardware installation, software installation, training, system acceptance, or other contingencies. These general task items will be further defined and dissected into a more detailed implementation schedule when project planning takes place shortly after contract execution. Payment to the Eden Systems is phased over the life of the project and conditioned on achieving certain milestones. It would be economically advantageous for the city to include this purchase under a master lease purchase agreement so that we can use leverage from the going market rates of Lease Purchasing and Investment Earnings. It is proposed that the purchase be made under terms of the Master Lease which appears elsewhere in the agenda. RESOLUTION NO. q8-121 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT WITH EDEN SYSTEMS, INCORPORATED FOR INSTALLATION OF SOFTWARE FOR AN INTEGRATED FINANCIAL MANAGEMENT INFORMATION SYSTEM WHEREAS, it has been determined that it is necessary to replace the software for the City's financial management information system; and WHEREAS, the City has solicited proposals from vendors of the required software, and Eden Systems, Incorporated has been selected as the vendor most qualified to provide and install the software. NOW THEREFORE, BE IT RESOLVED that the City Council of the City of National City does hereby authorize the Mayor to execute a contract with Eden Systems, Incorporated for installation of financial management system software. Said contract is on file in the office of the City Clerk. PASSED and ADOPTED this 22nd day of September, 1998. ATTEST: Michael R. Della, City Clerk APPROVED AS TO FORM: George H. Eiser, Ill City Attorney George H. Waters, Mayor PRIME DEFICIENCIES General: 1. Backspacing or typing very quickly creates hidden characters. If a hidden character is in a record id field, the record cannot be retrieved. If the hidden character is in a dollar value field, the amount is not always read correctly by the computer. Hidden characters must be fixed by the software support tech. 2. The Procomm terminal emulation mode works differently on some computers even though they have the same settings. Cursors do not act normally on the input screens of these computers. 3. Changing the posting period on one terminal changes the posting period for all. If someone was in the middle of posting when the period is changed, the postings are arbitrarily divided between the periods. 4. The system frequently does not post completely so the entries need to be researched to force debits and credits to balance. 5. The Trust & Agency ledgers are not linked to the general ledger, so those entries must be posted twice. 6. Many departments do not have access to the Prime in order to monitor their accounts. 7. The system does not accommodate accrual basis accounting. All accrual adjustments must be done through journal entries. 8. Prime is case sensitive. It requires commands to be typed in all capital letters. Switching back and forth between programs requires remembering to turn caps lock on and off. 9. We rely entirely on software and hardware support techs for computer problems. Requests for Prime training were denied. We have paid the following amounts for hardware and software maintenance: F/Y 98 Thru F/Y 97 1/16/98 BRC (Payroll software) $ 5,356 $ 2,472 ComputerVision (Prime software & hardware) $ 9,623 MMI (Sewer and Finance software) $39,908 $23,483 Revacomp (Prime software & hardware) $ 4,405 $ 7,638 10. The files for general ledger detail and general ledger summaries frequently do not reconcile. When this occurs, the software support tech must run a recalculation program to correct the errors. 11. The Prime does not perform year-end rollovers correctly. The software support tech must set up the files for the new fiscal year. Beginning balances must be entered manually. Outstanding P.O.s must be manually re - encumbered the following fiscal year. 12. Frequently file errors must be corrected by the hardware support tech who has to run a fix -file program or sometimes a fix -disk program. 13. The Prime printers are at least 15 years old. They require frequent servicing by the hardware support tech. This is covered under our maintenance agreement. 14. Many problems with the Prime are inconsistent. For instance a report may suddenly not print correctly for two or three months and then run suddenly run correctly with no changes made to the system. 15. In May and June 1997, the Prime was down for about six weeks. Initially, MMI was trying to research why a transaction was not posting. Mbtl had just lost a key person on their staff, and the remaining staff did not either did not know Prime very well or were unfamiliar with the version of their software that we had. We had to Page 1 3/19/98 Revised PRIME DEFICIENCIES ask Revacomp to help MMI with figuring out the problem. Revacomp was the one who determined the error. In their correction of the error they had to re -catalogued the directory. Because the previous Finance Director had not re -catalog the files when he had installed an upgrade to the operating system, the re -cataloguing caused several problems. Some of the commands in the program functioned differently under the new operating system version. Revacomp had to go through and fmd all the areas where the old commands had to be changed to the new commands. This took a substantial amount of time because Revacomp had to learn our software. Because of this incident and many other problems we had with MMI, we have switched to using Revacomp for software support. This cost the City $10,492. 16. The tape backup drive and the system terminal has had to be replaced twice in the last year. Because of the age of the system, there are no new replacement parts. Any time a tape drive or a disk drive has to be replaced, they are replaced with refurbished parts. Naturally, parts can only be refurbished a limited number of times. Eventually, it will be difficult for companies like Revacomp to get replacement parts to refurbish. This is covered by our maintenance agreement. 17. Prime is not Year 2000 compliant. There are many issues to deal with to make it compliant, but bottom line is that we do not have the source code for most of the programs on the Prime. If Revacomp is unable to fmd an alternative solution, they will have to review every line of program code. Revacomp may provide the "patch" they are working on for free. Any reviewing of code that they will have to do will be at $64 per hour. Our payroll system was purchased from a different vendor (BRC). Our version of BRC's software is very old, and they will have to spend a substantial amount of time reviewing the software for the necessary modifications. They would not give a projected cost, but for comparison one City who has BRC's complete financial software paid over S30,000 to make the system Year 2000 compliant. 18. Prime does not allow for multiple years to be accessed simultaneously. If the current year is in use, it does not allow the user to be able to access prior years without closing the year currently opened. 19. Prime does not currently support CDC & Transit which results in double bookkeeping for both agencies and also the loss of investment earnings due to the delay in getting expenditure reimbursements that are funded upfront by the City. 20. Prime does not provide on-line access of information to all City users. Departments usually get a hard copy of printed reports 45 days later after month end. Payroll: 1. The Payroll program is not linked to the General Ledger so payroll postings must be done through journal entries. 2. The payroll system only posts benefits to the employee's "home" account. Benefits for employees paid by more than one fund must be allocated through journal entries. 3. All position control tracking must be done manually. 4. The system does not "encumber" remaining pay periods to prevent departments from doing budget transfers for balances they don't really have. 5. There is no Personnel module so all "transactions" processed by the Personnel Department must entered manually into the Prime. 6. There is no automatic monitoring of accrued leave balances. 7. The system will not accrue benetits for employees on leave without pay. The leave balances must be adjusted manually. Page 2 3/19/98 Revised PRIME DEFICIENCIES 8. The system does not monitor hours of part-time employees to ensure they do not exceed the 1,000 hours for enrollment in PERS. 9. The system does not calculate PERS correctly when an employee has not worked a consistent number of hours each pay period. 10. Garnishment balances must be tracked manually. Accounts Payable/Purchasing: 1. Descriptions cannot be entered for P.O. changes. Also reports do not show the P.O. number that was changed. 2. There is no purchasing module. All transactions prepared by the Purchasing Department (P.O.s, partial payments, P.O. changes, etc.) have to be manually entered into the Prime. 3. The Prime does not monitor budget balances. Account balances must be checked manually before each check is processed. 4. Description fields are too short. Departments frequently have to call or come down to review invoices to reconcile to their set of books. 5. There is no tracking of pending items. Departments have to keep manual ledgers to track "real time" account balances. 6. There is no supplies inventory program. All supplies transactions must be manually entered in the general ledger. 7. Worker's compensation checks prepared by TriStar must be manually entered in the general ledger. 8. Refund checks cannot be posted directly to a revenue account. A journal entry must be prepared to properly record the refund. 9. The system does not check for duplicate payments of the same invoice. 10. The program for sorting petty cash reimbursements does not link to the accounts payable module. The amounts must be re -inputted. 11. In March 1998, the EOD (end of day posting procedure) was giving us an error message. This caused a delay in printing checks. The software maintenance tech reviewed the program and decided that there must have been a file conflict error. These type of errors are random inconsistent errors. We ran the EOD again, and this time there were no problems. Journal Entries: 1. Several journal entries are posted every month. For instance, the internal charges journal entry is 160 lines long every month. These journal entries must be manually entered every month. fund. The system only checks if the total journal entry balances instead of checking debits and credits of each Budget: 1. Appropriation transfers do not allow for descriptions for reference numbers. Page 3 3/19/98 Revised PRLME DEFICIENCIES 2. The budget is prepared in Excel and manually entered into Prime twice (once for the preliminary budget, and once for the final budget). 3. Revolving funds that have been set up by Council as "automatically" appropriated must be manually updated as revenues are received. 4. Budget adjustments can only be posted for expenditure accounts. Budget adjustments for other accounts must be tracked in an Excel spreadsheet. 5. The system only allows budget accountability at the individual object account level. Business Licenses: 1. The program does not audit for State ID numbers, amounts against gross reported to the State. etc. 2. The program does not generate notices for non -renewals. 3. The program does not maintain histories by address. 4. The program does not allow logging of initial contact and follow-up. 5. The program will not print single renewal applications. 6. Receipts must be posted separately in the Business License program, in the cash register, in Excel for the receipt and in the general ledger. Dog Licenses: 1. The program does not keep any history. 2. The program does not generate notices for non -renewals. 3. The program does not accommodate tracking by address. 4. The program does not accommodate separate mailing and physical addresses. 5. The program does not accommodate annexed areas. 6. The program will not print single renewal applications. 7. Receipts must be posted separately in the Dog License program, in the cash register, in Excel for the receipt and in the general ledger. User Fees: 1. There is no program for user fees. The following are done manually: calculation of salaries, benefits, direct and indirect cots: calculation of costs by volume; calculation of percentage of recovery; projection of revenues; agency comparisons; and preparation of report for Council. Transient Occupancy Tax: 1. There is no program for transient occupancy tax. The following are tracked manually as staff time permits: recording of payments. history by hotel of taxes paid and exemptions claimed, projection of revenues, audit of reported rentals compared to business license gross receipts. Garage Sales: Page 4 3/19/98 Revised PRIME DEFICIENCIES 1. There is no program for garage sales. The following are tracked manually: tracking of sales by address and by permit holder, final sale notices, and complaint logs. Accident/Property Damage: 1. There is no program for accident/property damage. The following are done manually as staff time permits: tracking of accidents, invoices for damages, collections follow-up. Cash Receipts/Accounts Receivable: 1. Cash receipts are posted three times, once on the cash register, once in Excel for the preparation of a receipt, and once in Prime. 2. Checks for vendor credit refunds cannot be posted directly to the expenditure account. A journal entry must be prepared to properly record the credit refund. 3. There is no program for accounts receivable. All aspects of accounts receivable are handled manually (i.e., statement generation, delinquent letters, account ledgers, prompt calendar, etc.). There is insufficient staff for manual preparation of aging reports, credit reporting, and reviews for turnover to collection agencies. Cash and Investments: 1. Manual ledgers must be maintained for the individual cash and investment accounts since there is no provision for posting to individual accounts and the consolidated cash accounts in the Prime. 2. Interest allocations must be calculated through the use of Excel spreadsheets. 3. All investment tracking is done through Excel spreadsheets. Due to lack of staff time, there is no accrual of investment income and no verification of interest receipts. Maturity dates must be tracked manually. Reports: 1. General ledger balances have to be manually entered into Excel to prepare the CAFR. 2. Project tracking must be done by manually entering data in Excel. The Prime only tracks projects by fiscal year, not project life. The Prime does not generate a report that will track projects with multiple funding sources as a whole. Fixed Assets: 1. There are two separate programs for general fixed assets and internal service funds fixed assets. Both programs are completely different. 2. The internal service funds fixed assets programs does not accommodate additional costs and improvements to assets (i.e., police car build-up, etc.). 3. No history is maintained of changes to fixed assets. 4. The link to the general ledger only works for the current fiscal year. Information such as account number, vendor, P.O. number, etc. are lost for previous fiscal years. 5. Fixed asset balances and transactions are not automatically posted to the general ledger. Transactions must be posted manually through journal entries. 6. The general fixed assets program does not track separate dates for individual payments (i.e., original purchase, improvements, etc.) Utility Billing: Page 5 3/19/98 Revised PRIME DEFICIENCIES I. The program is on a different computer and is not linked to the Prime. All receipts are posted separately in the Utility Billing program, in the cash register, on the Excel receipt, and in the Prime. 2. The program does not bill customer deposits. These bills must be prepared manually. Deposits not received must be tracked manually. 3. The program does not segregate of sewer, storm drain, penalties and interest amounts. 4. The system does not provide accurate aging reports. The errors in the reports are very material. 5. The system does not allow for adjustments to accounts. 6. The closing bills do not show the amount of the customer deposit applied to the balance. 7. Individual bills cannot be reprinted. 8. The system does not always calculate interest and penalties correctly. 9. The system does not generate reports for balancing to deposits and postings to the general ledger. 10. There are still over 825,000 in modifications to be made. Many of these modifications will be necessary even if the sewer system is part of the computer conversion since accurate account balances will be required. Page 6 3/19/98 Revised Eden Systems, Incorporated Software License and Use Agreement THIS AGREEMENT, made and entered into by and between Eden Systems, Incorporated (hereinafter "Licensor"), a corporation duly authorized and existing under the State of Washington and having its principal offices at 5015 Tieton Drive; Suite A; Yakima Washington 98908, and the City of National City, (hereinafter "Licensee"), a government organization having its principal offices at 1243 National City Blvd., National City, CA 91950-4397. Licensor desires to grant to Licensee, and Licensee desires to acquire from Licensor a non-exclusive right and license to use certain computer software as hereinafter defined. Both parties agree they are able to comply with and will satisfy the terms and conditions as set forth in this Agreement. Both parties, intending to be legally bound, agree to the following: SECTION 1 - DEFINITIONS The definition of terms set forth in this section shall apply when such terms are used in this Agreement, its exhibits, and any amendments: 1.1 "Licensed Program." The computer program designated by Licensor as InForumT` , including object code, as well as related procedural code, and documentation of any type which describes it. Licensee shall receive the IuForum Gold versions of the Financials module. Pavroll/Benefits/Position Control module. and the Human Resources module at no additional license fee. 1.2 "Licensed Documentation." The system user manuals, and other documentation made available by Licensor, for the Licensed Program. 1.3 "Enhancements." Changes or additions, other than Maintenance Modifications, to the Licensed Program or Licensed Documentation that add significant new functions or substantially improved performance thereto by changes in system design or coding. 1.4 "Error." Problem caused by incorrect operation of the computer code of the Licensed Program or an incorrect statement or diagram in Licensed Documentation that produces incorrect results or causes incorrect actions to occur. 1.5 "Error Correction." Either a software modification or addition that, when made or added to the Licensed Program, establishes material conformity of the Licensed Program to the functional specifications, or a procedure or routine that, when observed in the regular operation of the Licensed Program, eliminates the practical adverse effect on Licensee of such non -conformity. 1.6 "Maintenance Modifications." Modifications or revisions to the Licensed Program or Licensed Documentation that correct Errors. 1.7 "Specifications." The functional performance parameters of the Licensed Program effective on the date of this Agreement, as set forth in on-line documentation imbedded within the Licensed Program. 1.8 "Proprietary Information." Unpublished "know-how" and "trade secrets" which shall include (without limitation) computer programs, program designs, algorithms, subroutines, system specifications, test data, charts, graphs, operation sheets, and all other technical information, owned by Licensor or under its control, relating to the development and production or use of the Licensed Program and the design, configuration. programming, and protocol of the Licensed Program. 1.9 "Normal Working Hours." The hours between 8AM and 5PM PST (Pacific Standard Time) or PDT (Pacific Daylight Time), whichever is applicable, on the days Monday through Friday, excluding regularly scheduled holidays of Licensor. 1.10 "Releases." New versions of the Licensed Program, which new versions may include both Error Corrections and Enhancements. 1.11 "Support Agreement Term." A fiscal year, commencing on July 1 and ending on December 31, during which certain support and services are provided subject to the terms and conditions set forth in Section 9, Software Support. SECTION 2 - GRANT OF LICENSE 2.1 Scope of License. Subject to compliance by Licensee with the terms hereof, Licensor hereby grants to Licensee, in perpetuity unless terminated as provided herein, a personal, non-exclusive, nontransferable license (without the right of sublicense), to: a. Install, use, and execute the Licensed Program on computers owned or leased and used by Licenat its facilities at 1243 National City Blvd., National City, CA 91950-4397 and is licensei1 for use on a LAN, single host system for up to thirty-two (32) concurrent users, for the sole and express purpose of supporting the internal business activities of Licensee; and b. Use the Licensed Documentation only in conjunction with installation and use of the Licensed Program. 2.2 Delivery of Materials. Licensor shall deliver one copy of the Licensed Program and Licensed Documentation to Licensee within a reasonable time following final execution of this Agreement. 2.3 Necessity for third -party Software. Licensee acknowledges that in order to be executed, the Licensed Program requires certain third -party software neither provided nor warranted by Licensor. including, but not limited to. Operating Systems (SCO Certified), C-Compilers, ODBC Drivers. TCP/IP. Shiva Net Modem. Cashiering Stations from Quadrant Systems. Business Licensing module and Utility Management systems from third -Pam vendors. The acquisition of necessary licenses and support for this software shall be the sole responsibility of Licenser. Licensee acknowledges that Licensor software support does not cover third parry software unless otherwise specified. 2.4 Limited Support of Licensed Program. Licensor shall famish to Licensee such Maintenance Modifications as may be developed by Licensor generally for licensees of the Licensed Program 2.5 Assignment of Rights in Licensee Maintenance and Enhancement Modifications. All right, title, and interest in all Maintenance and Enhancement Modifications developed by Licensee during the term hereof remains with Licensor. Licensee agrees that such modifications shall be used by Licensee, and will not be distributed or otherwise made available to any third party other than Lirpn sor_ 2.6 Availability of Licensor Enhancements. Licensor agrees to offer to Licensee a license to Enhancements that Licensor develops and offers generally to licensees of the Licensed Program at its announced license fees for such Enhancements. 2.7 Licensee Notification and Delivery of Materials. Licensee shall notify and deliver to Licensor one copy of any Maintenance and Enhancement Modifications developed by Licensee within a reasonable period after development. 2.8 Hardware Requirements. In order to be executed_ the Ltccnsed Program requires certain hard\\are. not warranted bb Licensor. including. but not limited to. the specifications listed in Exhibit H. SECTION 3 - TITLE TO MATERIALS 3.1 Title to Licensed Program and Licensed Documentation. All right, title, and interest in and to the Licensed Program and Licensed Documentation, including the media on which the same are furnished to Licensee, are and shall remain with Licensor. Licensee acknowledges that no such rights, title, or interest in or to the Licensed Program and the Licensed Documentation is granted under this Agreement, and no such assertion shall be made by Licensee. Licensee is granted only a limited right of use of the Licensed Program and Licensed Documentation as set forth herein, which right of use is not coupled with an interest and is revocable in accordance with the terms of this Agreement. 3.2 Title to Enhancements and Maintenance Modifications; Restrictions on Use, Disclosure, Access, And Distribution. All right, title, and interest in and to any Enhancements and Maintenance Modifications developed by either Licensor or by Licensee shall be and remain with the Licensor. LicPnsrr shall treat all such Fnhancements and Maintenance Modifications, whether developed by Licensor or by Licensee, in accordance with the restrictions and limitations set forth herein respecting Licensed Programs and Licensed Documentation. SECTION 4 - FEES AND PAYMENTS 4.1 License Fee. In consideration of the licenses granted hereunder, Licensee shall pay Licensor a one-time license fee as well as other associated costs as further defined in Exhibit A, attached hereto. 4.2 Support Fee. Software Support is subject to the terms and conditions of Section 9, Software Support, and may be offered, at the Licensor' s sole option, on a year by year basis. 4.3 Per Diem. Charges for meals and incidental expenses associated with the delivery of the Licensed Program will be charged on a per diem basis. The rate for such per diem shall be the maximum meals and incidental expenses allowed for Licensee's locality as specified in 41 CFR Section 301 Appendix A of the code of Federal Regulations. Partial days (1 / 2 day or less) will be billed to the Licensee at one half the applicable rate. 4.4 Other Costs. Other costs, including but not limited to air/trainitaxi fare, lodging, car rental, parking, freight costs and reproduction charges incurred by Licensor on account of this Agreement, shall be billed to the Licensee. Licensor shall have the right to charge a 5% administrative fee for all fees and charges specified in this Section. 45 Payment. The License fee set forth herein shall be paid by Licensee according to the payment schedule set forth in Exhibit B. SECTION 5 - PROPRIETARY PROTECTION OF MATERIALS 5.1 Acknowledgment of Proprietary Materials; Limitations on Use. Licensee acknowledges that the Licensed Program and Licensed Documentation are unpublished works for purposes of federal copyright law and embody valuable confidential and secret information of Licensor, the development of which required the expenditure of considerable time and money by Licensor. Licensee shall treat the Licensed Programs and Licensed Documentation in confidence and shall not use, copy, or disclose, nor permit any of its personnel to use, copy, or disclose the same for any purpose that is not specifically authorized under this Agreement. In the event of a public records request for the Licensed Program and Licensed Documentation. Licensee shall promptly provide a copy of such request to Licensor so that it has at least seven business days from Licensor's receipt of such copy in which to seek an order restraining the Licensee from disclosing the Licensed Program and Documentation pursuant to such public records request. Poo If Licensor does not obtain a restraining order within such period of time, Licensee may disclose the Licensed Program and Licensed Documentation pursuant to such public request as Licensee deems appropriate. 5.2 Secure Handling. Except for copies of the Licensed Program installed and operated upon its computers as permitted hereunder, Licensee shall require that the Licensed Program and Licensed Documentation be kept on Licensee's premises which shall be maintained in a manner so as to reasonably preclude unauthorized persons from gaining access thereto, and Licensee shall permit access only as necessary for either parry's use thereof in accordance with the terms of this Agreement. 5.3 Proprietary Legends. Licensee shall not permit anyone other than Licensor to remove any proprietary or other legend or restrictive notice contained or included in any material provided by Licensor. Licensee may reproduce the written documentation provided by Licensor, provided that such reproductions are for the private internal use of Licensee, and all such reproductions bear Licensor's copyright notices and other proprietary legends. 5.4 Licensee's Obligations Respecting Access. Licensee shall limit use of and access to the Licensed Program and Licensed Documentation to such personnel of Licensee as are directly involved in the use thereof by Licensee. Licensee shall prevent all Licensee personnel from having access to any such information that is not iequiied in the performance of their duties for Licensee. Licensee shall as requested by Licensor, provide Licensor with written notice of all personnel of Licensee who have been accorded access to the Licensed Programs and Licensed Documentation in the course of their employment by Licensee. 5.5 Injunctive Relief. Licensee recognizes and acknowledges that any use or disclosure of the Licensed Program or Licensed Documentation by Licensee in a manner inconsistent with the provision of this Agreement may cause Licensor irreparable damage for which remedies other than injunctive relief may be inadequate, and Licensee agrees that in any request to a court of competent jurisdiction by Licensor for injunctive or other equitable relief seeking to restrain such use or disclosure, Licensee will not urge that such remedy is not appropriate under the circumstances. 5.6 Technical Protections. Licensor may from time to time prescribe password protection as an additional security measure for the Licensed Program, and Licensee shall cooperate with Licensor in connection therewith. 5.7 Security Audit. Licensor shall have the right to make visits to the Licensee's computer facilities to review security measures respecting the Licensed Program and Licensed Docutmentation, and, if deficiencies are identified by Licensor. Licensee shall implement such additional security practices as are reasonably necessary to adegnateiy ensure the security of the Licensed Program and Licensed Documentation. 5.8 Survival of Terms. The provisions of Sections 5.1 through 5 7 shall survive termination of this Agreement for any reason. SECTION 6 - LIMITED WARRANTY, LIMITATION OF LIABILITY, AND INDEMNITY 6.1 Limited Warranty Against Infringement. Licensor warrants that the Licensed Program and Licensed Documentation as delivered to Licensee do not infringe any third -party rights in patent. copyright, or trade seurer in the United States. 6.2 Limited Warranty of Conformity. Licensor warrants, for the benefit only of Licensee. that for the life of the Agreement, the Licensed Program will conform in all material iespects to the Licensed Documentation (except for modifications made by Licensee or by Licensor at the request of Licensee ), but only if Licensee maintains uninterrupted Software Support. Licensor assumes no responsibility for obsolescence of the Licensed Program nor for lack of conformity occurring from Licensee's failure to update the Licensed Program with distributed Fnhancements. Maintenance Modifications, or Error Corrections. 63 Exclusive Remedy. As the exclusive remedy of Licensee for any nonconformity or defect constituting an Error in the Licensed Program for which Licensor is responsible, Licensor shall use commercially reasonable efforts to provide Maintenance Modifications with respect to such Error. However. Licensor shall not be obligated to correct, cure, or otherwise remedy any Error in the Licensed Program resulting from any (1) modification of the Licensed Program by Licensee, or (2) failure of Licensee to notify Licensor of the existence and nature of such nonconformity or defect promptly upon its discovery. 6.4 Disclaimer. EXCEPT AS SPECIFICALLY SET FORTH HEREIN, LICENSOR MAKES NO WARRANTIES, WHETHER EXPRESS OR IMPLIED, REGARDING OR RELATING TO THE LICENSED PROGRAM OR LICENSED DOCUMENTATION OR TO ANY OTHER MATERIALS FURNISHED OR PROVIDED TO LICENSEE HEREUNDER. LICENSOR SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO SAID MATERIALS OR THE USE THEREOF. 6.5 Limitation of Liability. EXCEPT WITH RESPECT TO LIABILITY ARISING FROM CLAIMS OF INFRINGEMENT OF THIRD -PARTY RIGHTS IN THE UNITED STATES IN COPYRIGHT, TRADE SECRET, OR PATENT, IN NO EVENT SHALL LICENSOR BE LIABLE UNDER ANY CLAIM, DEMAND, OR ACTION ARISING OUT OF OR RELATING TO ITS PERFORMANCE OR LACK THEREOF UNDER THIS AGREEMENT FOR ANY SPECIAL, INDIRECT, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, WHETHER OR NOT LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIM, DEMAND, OR ACTION. 6.6 Licensee Indemnification. Licensee shall and does hereby agree to indemnify, hold harmless, and save Licensor from liability against any claim, demand, loss or action (1) resulting from Licensee's use or modification of the Licensed Program and Licensed Documentation and (2) alleging that any Maintenance Modifications made by Licensee infringe any third -party rights in the United States respecting copyright, trade secret, or patent. The foregoing indemnification is predicated upon Licensor (1) fully cooperating with Licensee in the defense or settlement of such actions and (2) giving Licensee prompt written notice of any claim, demand, or action for which indemnification is sought. 6.7 Licensor Indemnification. Licensor shall and does hereby agree to indemnify, hold harmless, and save Licensee from liability against any claim demand, loss, or action alleging that the Licensed Program and Licensed Documentation or any Maintenance Modifications or Enhancements made by Licensor infringe any third -party rights in the United States respecting copyright, trade secret, or patent. The foregoing indemnification is predicated upon Licensee (1) fully cooperating with Licensor in the defense or settlement of such actions and (2) giving Licensor prompt written notice of any claim demand, or action for which indemnification is sought. 6.8 Survival of Terms. The provisions of Sections 6.1 through 6.7 shall survive termination of this Agreement for any reason. SECTION 7 - TERM AND TERMINATION 7.1 Term. This Agreement shall commence on the date and year contained herein and shall continue until terminated in accordance with the terms thereof. 7.2 Termination by Either Party. Either party may terminate this Agreement upon 60 days written notice to the other pane if the other party commits a breach of any term hereof and fails to cure said breach within that 60-day period. Such notice shall set forth the basis of the termination. 7.3 Actions Upon Termination. Upon termination of this Agreement for any reason, Licensee shall immediately cease use of. and return forthwith to Licensor. the Licensed Program and Licensed Documentation. and any copies or portions thereof. including Maintenance Modifications or Enhancements. In the case that Licensor is found to be in breach. and subscouentiv this License is terminated. Licensee will have no more than eiehteen t 18) months to find replacement soth‘are..and durinz such time all terms and conditions of this license shall remain in effect. SECTION 8 - MISCELLANEOUS 84- Entire Agreement. The provisions herein constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior agreements. oral or written, and all other communications relating to the subject matter hereof. No amendment or modification of any provision of this Agreement will he effective unless set forth in a document that purports to amend this Agreement and that is executed by both parties hereto. This Agreement, including biecnscc's-Request fer Proposal -(RR'), Licensor's Response to 1. 2. 3. This Software License and Usc Agreement; bieenser's-Rcspense-te-Licensee's Roquaa fer Proposal, if applicable; Licensee's Request for Proposal, if applicable. 8.2 No Assignment. Licensee shall not sell transfer, assign, or subcontract any right or obligation hereunder without the prior written consent of Licensor. Any act in derogation of the foregoing shall be null and void; provided, however, that any such assignment shall not relieve Licensee of its obligations under this Agreement. 8.3 Force Majeure. Excepting provisions of this Agreement relating to payment of license fees, and protection of Licensor's Proprietary Information, neither party shall be in default of the terms hereof if such action is due to a natural calamity, or similar causes beyond the control of such party. 8, i- Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of California.Washington. Venue will be deemed appropriate in the county of San Diego. California `wikima Washington. 8.5 Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the remaining provisions of this Agreement will remain in full force and effect. 8.6 Notice. Any notice required or permitted to be made or given by either party under this Agreement shall be made in writing and delivered by hand or by certified mail postage prepaid, addressed as first set forth above or to such other address as a parry shall designate by written notice given to other party. 8.7 Acceptance Testing. Within ten (2048) business days of Licensor's notification to Licensee that the Licensed Program or portion thereof is installed and the applicable training administered. Licensee shall begin performance of Acceptance Testing, for the sole and express purpose of determining whether the Licensed Program operates as described in the Licensed Documentation and responses to written questions outlined in Exhibit I. 8.8 Failure of Acceptance Testing, Retesting. If the parties agree that the Licensed Program does not successfully pass Acceptance Testing, the Licensee shall notify Licensor in writing ("first notice of failure") and shall specify with as much detail as possible in which respects the Licensed Program failed to pass the Acceptance Testing. Licensor shall make such necessary corrections and modifications in the Licensed Program to establish a reasonable basis for additional Acceptance Testing within a period of thirty (30) days from the first notice of failure. Licensor shall notify Licensee when such retesting can begin and the Licensee shall begin complete Acceptance Testing within a period of ten (10) business days from the date of notification. Licensee shall then complete Acceptance testing within a period of ten (10) days from the day retesting began. If the parties agree that the Licensed Program continues to fail Acceptance Testing, the Licensee shall notify Licensor in writing of the Licensee's intention to terminate and if the Licensor fails to remedy the defect within (60) days of receipt of said notification. the Licensee has the right, at its option, to terminate the Agreement by giving written notice of such termination to the Lic°7sor. Upon the Licensee's termination of this Agreement due to failure of the second Acceptance Test, the Licensee shall promptly return the Licensed Program and documentation and all related materials to the Licensor. 8.9 Acts of Insolvency. The Licensee may terminate this Agreement by written notice to the Licensor if the Licensor becomes insolvent, makes a general assignment for the benefit of creditors, suffers or permits the appointment of a receiver for its business or assets, becomes subject to any proceeding under any domestic bankruptcy or insolvency law or publicly announces liquidation proceedings. 8.10 Insurance. During the term of this Agreement, Licensor shall maintain an appropriate level of insurance against all personal and property damage caused by Licensor's employees while on Licensee's premises and shall exhibit certificates of evidence of such insurance upon request by Licensee. 8.11 Equal Opportunity Employer. Licensor shall not discriminate in its recruiting, hiring, promotion, demotion, or termination practices on the basis of race, religious creed, color, national origin, ancestry, sex, age, or physical handicap in the performance of this Agreement. 8.12 Primary Contact Jennifer Kleiss shall be designated as Primary Contact. The Primary Contact shall he the main point of contact for this project. The Primary Contact's responsibilities include. but are not limited to project staffing, allocation of staff. timeline development, conflict resolution, performance tracking and reporting, and general communications with the Licensee regarding project status. The Licensor Project Manager shall he available for the duration of the initial project implementation via normal software support channels and during normal business hours and will make his/her best efforts to return each call promptly. 8.13 Year-2000 Compliance. Licensor states the Licensed Program is compliant with the requirements of the Year 2000. and to the best of Licensor's knowledge. 3r4 Party Software is Year 2000 compliant as well. SECTION 9 - SOFTWARE SUPPORT 9.1 Scope of Service. Licensor shall render support and services during Normal Working Hours for the following: a. Telephone Support - Calls related to operation of the Licensed Program, reporting of a potential error condition or abnormal termination of a program, or request for miner assistance related to the Licensed Program; b. Support Enhancements - Selected Enhancements, the nature and type of which shall be determined solely by the Licensor. Such provision shall not preclude Licensor from providing other Enhancements of the Licensed Program for license fees, training charges, and other related service fees and charges as specified elsewhere in this Agreement. c. VCS (Version Control System) Maintenance - Library of Licensed Program for Licensee complete with modifications authorized by Licensee, performed -by Licensor, and delivered to Licensee site for use. 9.2 Fees and Charges. Licensee shall pay Licensor annual support charges for basic support for the Licensed Program based on an annual rate determined by Licensor for each Support Agreement Term, and the amounts listed in the Support Basis column of Exhibit "A". Licensor reserves the right to change its support rate at the beginning of each Support Agreement Term, provided that no such change shall be an increase of greater than 10% of the support rate for the prior year. All annual support charges are due and payable on or before the 1" working day of each Support Agreement Term. Failure to make such payment shall constitute cancellation and termination of support by Licenser and no further service or support will be provided by Licensor. Charges for meals and incidental expenses associated with the delivery of support will be charged on a per diem basis. The rate for such per diem shall be the maximum meals and incidental expenses allowed for Licensee's locality as specified in 41 CFR Section 301 Appendix A of the Code of Federal Regulations. Partial days (1/2 day or less) will be billed to the Licensee at one half the applicable rate. Other costs, including but not limited to air/train/taxi fare, lodging, car rental, parking, freight costs and reproduction charges incurred by Licensor, will be reimbursed by Licensee. Licensor shall have the right to charge a 5% administrative fee for all fees and charges specified in this Section. All costs incurred as a result of Liaanci-P- cancelled, scheduled events shall be the responsibility of Licensee. The fees and charges specified in this section are exclusive of any federal, state, or local excise, sales, use, and similar taxes assessed or imposed with respect to the service and support provided hereunder. Licensee shall pay any such amounts upon request of Licensor accompanied by evidence of imposition of such taxes. 9.3 Licensee Responsibilities. Licensee shall be responsible for procuring, installing, and maintaining all etruipment, telephone lines, communications interfaces, and other hardware necessary to operate the Licensed Program and to obtain from Licensor the services called for according to Licensor's then existing policy. 9.4 Proprietary Rights. To the extent that Licensor may provide Licensee with any Error Corrections or Fnhaucements or any other software, including any new software programs or components, or any comnfiarrcms or derivative works of the Licensed Program prepared by Licensor, Licensee may (1) install one copy of the Licensed Program, in the most current form provided by Licensor, in Licensee's own facility; (2) use such Licensed Program in a manner consistent with the requirements of the Agreement, for purposes of serving Licensee's inte",2 i business needs; and (3) make up to three (3) copies of the Licensed Program in machine-readable form for nonproductive backup purposes only. Licensee may not use, copy, or modify the Licensed Program, or make any copy, adaptation, transcription, or merged portion thereof, except as expressly authorized by Licensor. The Licensed Program is and shall remain the sole property of Licensor. regardless of whether Licensee. is employees, or contractors may have contributed to the conception of such work, joined in the effort oft development, or paid Licensor for the use of the work product. Licensee shall from time to time take any further action and execute and deliver any further instrument, including documents of assignment or acknowic' gnent, that Licensor may reasonably request in order to establish and perfect its exclusive ownership rights in such word . Licensee shall not assert any right, title, or interest in such works, except for the non-exclusive right of se zranted to Licensee at the time of its delivery or on -site development. 9.5 Disclaimer of Warranty and Limitation of Liability. EXCEPT AS EXPRESSLY SET FORTH HERELL`i, LICENSOR EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES CONCERNING 11it SYSTEM OR THE SERVICES TO BE RENDERED HEREUNDER, WHETHER EXPRESS OR IMPLIED. INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY OR 1.11 NESS FOR A PARTICULAR PURPOSE. 9.6 Termination of Support. Support may be terminated as follows: a. Upon the termination of the License Agreement: or b. Upon expiration of the then current Support Agreement Term, provided that at least 60 days' ; nor ..written notice is given to the other party; or c. Upon 60 days' prior written notice if the other party has materially breached the provisions of Agreement and has not cured such breach within such notice period. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as set forth below. [Licensor] [Licensee] By. Christopher P. Salts By: Signature: Signature: Title: Contract Administrator Title: Date: Date: Exhibit A Deliverables Products, Services and Equipment Setup/Training=((;'Trips=n License Fee (Support Basis) Disct. % Discount Amount Misc. Services Third -Party On -Site Services Total Prod tic IS: Financial Core Products [19); (6) $65,000.00 35% -22,750.00 $19,000.00 $61,250.00 Payroll, Benefits, Position Control [13[; (4) $35,000.00 35% -12,250.00 $13,000.00 $35,750.00 Fixed Assets U;(1) $15,000.00 35% -5,250.00 $3,000.00 $12,750.00 Human Resources 131; (1) $17,000.00 15% -2,550.00 $3,000.00 $17,450.00 Cash Receipting Interface [.51; (0) $500.00 35% -175.00 $500.00 $825.00 Services: Consulting/Management - Estimate $2,000.00 $2,000.00 Data File Conversion Services -Estimate $25,000.00 $25,000.00 Equipment_ 3.1 Party Anna Tlt.,la,. T....ta Database Server - Estimate $31,931.80 $31,931.80 lnfommix, Tools HI; (1) 25% -$5,960.00 $23,840.00 $4,000.00 $21,880.00 Report Writer/Windows [3n; CO $16,000.00 $3,000.00 $19,000,00 Report Writer Data Dictionaries $1,250.00 $1,250.00 Other: "I'ravel and Expenses - lstimate Total $149,750.00 -$48,935.00 $13,150.00 $95,921.80 $45,500 00 $13,150.00 $242,236.80 Exhibit B BILLING/PAYMENT SCHEDULE Product/Service On. F,-Pc" ion .4s Installed ... As.It.Occurs _ _ Total. . Financial Core Products $ 21,125.00 $12.675.00 $ 8.450.00 S 42.250.00 Payroll. Benefits. Position Control $ 11.375.00 $ 6.825.00 $ 4.350.00 S 22,750.00 Fixed Assets $ 4,875.00 $ 2,925.00 $ 1,950.00 S 9,750.00 Human Resources $ 7.225.00 $ 4.335.00 $ 2.890.00 S 14,450.00 Cash Receipting Interface $ 162.50 $ 97.50 $ 65.00 S 325.00 Consulting/Management - Estimate $ 2.000.00 S 2.000.00 Data File Conversion Services — Estimate $ 25.000.00 S 25.000.00 Database Server — Estimate $ 31.931.80 S 31,931.80 Informix, Tools $ 17.880.00 S 17.880.00 Report Writer/Windows $ 16.000.00 S 16.000.00 Report Writer Data Dictionaries $ 625.00 $ 375.00 $ 250.00 S 1.250.00 Onsite Services $ 45.500.00 S 45.500.00 Travel and Expenses $ 13,150.00 S 13,150.00 'fotala - -= -.S1;5&699-3g - 7:2€2_50 -= �r5$30a 00- : - = 242 -236 Exhibit C DATABASE SOFTWARE, TOOLS Product Service Qty Price Ea: Total Informix Work Group Server 32 295 39, 440.00 Informix 4GL-C Runtime 29 300 S8,700.00 Informix 4GL-C Development 3 900 S2, 700.00 Informix 4GL-RDS Development 3 900 S2, 700.00 Informix 4GL-ID 1 300 S300.00 a / Exhibit D SERVICES Enhancements, Consulting/Management. Travel, Expenses - Based on Licensor's perception of the enhancements, consulting/management, travel and expenses required by Licensee at the time of execution of this Agreement, the estimate provided could vary depending on a fuller understanding of the requirements as the project unfolds. If the nature of the requirements causes a change in excess of 25% of the original estimate for any one or an aggregate of the named services, the Licensor will immediately notify the License' and both parties will negotiate an adjusted cost to provide the product before any work may proceed. All Estimated Services - All estimated services described within this Exhibit D shall be invoiced to Licensee by Licensor. due and payable as such services are delivered to Licensee regardless of whether or not such services have been delivered in their entirety. Onsite Services Training, Installation, and Setup - All training is to be administered in either a)'train the trainer' fashion; or b)seminar or `group' fashion; to maximize the usefulness of time and resources. The training costs herein assume that training is to be provided on -site in the Licensee's offices and that the Licensee can provide suitable training room facilities and make Licensee's personnel available on the dates and times agreed to by the parties. The training, installation, and setup specified herein is intended to provide a maximum of forty-five (45) days to administer such services to licensee personnel and the need for additional services, as determined by the Licensee, will be charged to the Licensee at Licensor's then -going hourly rate. Such additional services and the payment for same shall be authorized via the Licensor's AFPS (Authorization For Professional Services) and no additional such services shall be administered without a fully executed AFPS by the Licensee. Written acknowledgment of acceptance or full payment of the license fee for any module listed in Exhibit A shall signify full satisfaction of the commitment for related services under this Agreement. Installation and setup charges assume the Licensee will ship, at its expense for all shipping and related costs, all necessary operating software, equipment and related tools to Licensor in order that Licensor place the Licensed Program on the Licensee's computer system named herein and make sure that the Licensed Program will work with the operating system provided. This will constitute 'installation and setup' and will be performed for the price quoted herein. In order to provide onsite services Licensor must schedule visits in advance. If the scheduled visit is canceled by the Licensee for any reason without first having given Licensor a minimum of two weeks advance notice of such cancellation, the Licensor may charge the Licensee for the scheduled service and dissolve the liability for that portion of the scheduled service. Exhibit E DATA CONVERSION Data File Conversion Services - It is agreed by both parties that data file conversion services are difficult to estimate and are dependent on a variety of factors including legal access to data; availability of sufficient documentation describing the data to be converted; proper definition of the desired result; expertise capable of writing suitable conversion programs or devise technical processes to convert the data into a form suitable for conversion to the new format; time and schedule constraints; testing and data quality control; and others. Because the estimate provided herein is not based on any in-depth analysis Licensee agrees to provide any and all data in a standard magnetic form and format prescribed by Licensor, which is compatible with Licensor's standard conversion programs and database setup. The data conversion will consist of a single -pass event in which the magnetic data presented by Licensee is passed through the Licensor's conversion program a single time and written out in the data formats acceptable to the Licensed Program. It is the Licensee's sole and complete responsibility to ensure that the data presented to the Licensor's conversion program is complete and accurate, and any cost for services, third -party and other costs associated with the need for second and subsequent passes of the data shall be borne exclusively by the Licensee. Should Licensee be unable, for any reason, to provide data in EDEN's escribed formats, Licensee may request assistance from EDEN in extracting legacy data and formatting it according to EDEN standards. Such services will be billed to Licensee according to EDEN's then standard hourly rate and will be in addition to the conversion estimate provided herein. Conversion efforts described herein cover effort only for the Licensee and no rights are extended to any other agencies, sub -agencies, affiliates, or associations or businesses other than those named below and the authorization by Licensor of such agencies, sub -agencies, affiliates, associations or businesses shall result in additional conversion charges based on the hours/cost estimate provided below. An annual support upcharge of 10% shall be added to the Licensor's basic annual support charge for each such Sub -agency authorized below. Application Module ' Hours Estimate . Cost Estimate Core Financials 80 $10.000.00 Payroll 70 $8,750.00 Human Resources 30 $3,750.00 Fixed Assets 20 $2.500.00 Total Estimate 200 S25.000.00 n ') Exhibit E DATA CONVERSION (continued) Authorized Sub -Agencies. The following are considered authorized Sub -agencies of this Agreement and Licensee is authorized to use the Licensed Program and Licensed Documentation on Licensee's premises for the purpose of supporting the internal business practices of the named Sub -agencies. Authorized Sub -Agencies None Authorized Exhibit F COMMITTED MODIFICATIONS Licensor agrees to provide the modifications to the Licensed Program as further described below for the estimated prices shown: Item Number Item Description Item Cost: Estimate No Committed Modifications - Exhibit G Tentative Installation Schedule Licensor and Licensee agree that the following schedule is a preliminary schedule, subject to change, and shall be used as a guideline. Eden will give their best efforts in meeting these installation dates but the dates are contingent upon the customer fulfilling their installation obligations. Both parties agree that in comparing actual progress against this schedule, if such progress is not in conjunction with the suggested dates set forth in this exhibit, Licensor and Licensee shall meet in a timely fashion and discuss a new plan of implementation suitable to both party's needs. _Module _'Tentative gates Financial Core Products July 1. 1999 Payroll/Benefits/Position Control October 1. 1999 Exhibit H Hardware Requirements HARDWARE REQUIREMENTS SERVER MINIMUM RECOMMENDED DUAL 200 MHZ PROCESSORS 256 MB RAM RAID 5 4 SEPARATE HARD DRIVES (4x7 GB HARD DRIVES) 8 GB DAT DRIVE SCO CERTIFIED SCO OPENSERVER FOR 32 USERS - OPENSERVER ENTERPRISE R5.0.2 CD - OPENSERVER DEVELOPMENT R5.0.2 - OPENSERVER 5.02 - 25 USER LICENSE PACK - OPENSERVER 5.02 - 10 USER LICENSE PACK - OPENSERVER 5.02 - SMP LICENSE SERVER RECOMMENDED DUAL 200 MHZ PROCESSORS 512 MB RAM RAID 5 4 SEPARATE HARD DRIVES (4x9 GB HARD DRIVES) 8 GB DAT DRIVE SMART UPS SCO CERTIFIED SCO OPENSERVER FOR 32 USERS - OPENSERVER ENTERPRISE R5.0.2 CD - OPENSERVER DEVELOPMENT R5.0.2 - OPENSERVER 5.02 - 25 USER LICENSE PAC? - OPENSERVER 5.02 - 10 USER LICENSE PACT - OPENSERVER 5.02 - SMP LICENSE HARDWARE REQUIREMENTS FOR INFORUM GOLD (GUI) CLIENTS PC MINIMUM RECOMMENDED PENTIUM 166 MHZ 32 MB RAM 800 X 600 SVGA DISPLAY 50 MB OF FREE DISK SPACE WINDOWS 95 or NT City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE Septembcr 22, 1908 AGENDA ITEM NO 10 1 ITEM TITLE RESOLUTION APPROVING CONTRACT WITH TRESUN CORPORATION FOR INSTALLATION OF A UTILITY BILLING SOFTWARE TO INTEGRATE WITH THE PROPOSED FINANCIAL INFORMATION SYSTEM AND AUTHORIZING THE MAYOR TO EXECUTE THE CONTRACTS. PREPARED BY Marylou Matienzo 7rv>v» DEPARTMENT Finance Director of Finance EXPLANATION Included in our master plan of an integrated financial management system is the conversion of the city's utility billing system. The current software system was purchased by the city two years ago from Mission Management, Inc. but requires replacement because the vendor has demonstrated their inability to provide the city continuos and reliable support to have a program that generates timely and accurate reports. Within the last four months, Mission Management, Inc. has also sought the protection of the Bankruptcy Court. The City generates 108,000 sewer bills a year and we could place our billing system in jeopardy considering the business instability of our current vendor. It bears noting that the current system was purchased under a very severe time constraints due to pressure from the Sweetwater Authority to assume responsibility for the City's sewer billing process. The system has been fraught with problems from the onset. In conjunction with the demonstrations of the financial management system, staff also invited five utility billing software companies: Tresun of Pembroke Pines, Florida, Springbrook Systems of Oakville, Illinois, Harris of Dallas, Texas, The Eden Systems of Yakima, Washington, Pentamation of Bethlehem, Pennsylvania. The demos were attended by four members of the selection committee using the same criteria as the financial management systems and also requirements of Public Works division. Environmental Review N/A Financial Statement The cost of this project is $ 85,576. Implementation would be in two phases with Phase I at a cost of S6d,705 and Phase II encompassing code enforcement, business licensing and property assessment at a cost $20,871. Depending upon the outcome of final financial arrangements, portions of this project may be funded from the Sewer Enterprise Fund. It is proposed that the purchase of Phase I be made under terms of the Master Leas e¢ibglsewhere in the agenda. / STAFF RECOMMENDATION Using the same selection criteria as the financial management system. staff recommends the purchase of the Tresun Utility Billing Software based on its price, overall functionality, and encompass module which would future interface with Business License. Code Enforcement and Property Assessment. BOARD /COMMISSION RECOMMENDATION '�1TTAC:iMENT5 (Listed Below) Resolution 9R-122 Resolution No. RESOLUTION NO. 98-122 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT WITH TRESUN CORPORATION FOR INSTALLATION OF UTILITY BILLING SOFTWARE WHEREAS, it has been determined that it is necessary to replace the software for the City's utility billing system; and WHEREAS, the City has solicited proposals from vendors of the required software, and Tresun Corporation has been selected as the vendor most qualified to provide and install the software. NOW THEREFORE, BE IT RESOLVED that the City Council of the City of National City does hereby authorize the Mayor to execute a contract with Tresun Corporation for installation of utility billing software. Said contract is on file in the office of the City Clerk. PASSED and ADOPTED this 22nd day of September, 1998. ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: /g..,3, George H."Eiser, Ill City Attorney George H. Waters, Mayor TRESUN CORPORATION SOFTWARE AND SERVICES AGREEMENT THIS AGREEMENT is made as of ,between TreSun Corporation. a Florida Corporation. CTreSun"), and the City of NggiotL City_ CA ('Client'). NOW. THEREFORE. in consideration of the mutual promises of the parties and the mutual benefits to be derived by the performances of the parties hereunder. and other good and valuable consideration, the receipt and sufficiency of which are batty acknowledged, the parties have agreed as follows: 1. Software Sr Services. TreSun agrees to provide software and services as defined -in the Product/Services Schedule: attached hereto. These products and services. hereinafter referred to as the "Services', will be provided by TreSun and representative of TreSun. Client agrees that TreSun shall have ready access to Client's staff and resources as necessary to perform the Services provided for by this Agreement. 2. Invoicing and Rate of Payment for Services. Client agrees to pay TreSwt for the Services in accordance with the Payment Schedule attached hereto. Client shall pay the amounts agreed to herein upon receipt of invoices seat by TreSun. All invoices will be due and payable upon receipt in accordance with the Payment Schedule. Late payments are subject to a t% service age per month. Services are subject to cost of living adjustments no greater dun the State of Florida Department of Labor index for such adjustments. 3. Reimbursement for Expestves. TreSun shall be reimbursed by Client for ail reasonable expenses incurred in the performance of the Services, including but not limited to. travel of staff and consultants at the per diem rate in the Payment Schedule attached hereto. long-dfatance teiepuone and supplies subject to Florida Law. 3. Confidential information. Neither TreSun nor Client. nor any agent of either, shall disclose to any person not a party in this Agreement. any confidential information of the other. Confidential information includes but is not limited to research, development. trade secrets. business affairs. and price and prvpoaal schedules. but doe not Include information which is generally known or easily ascertainable from third parties or public sources. or information which is classified as a public record. 5. Staff. Neither TreSun nor TreSum's staff is or shall be deemed to be employees of Client. TreSun shall take appropriate measures to insure dint its staff and agents who perform the Services are txmrperent to do so and shah not breach Section 5 hereof. Each of the Parties hereto agree that. while performing the Services under this Agreement and for a period of six (6) months following the tennination of this Agreement. neither party will. except with the other patty's written approval, solicit or offer employment to the other patty's employees. staff or agents engaged in any efforts under this Agreement. 6. Use of Work Product. Use of proprietary software systems delivered by TreSun under this Agreement snail be governed by the attached License and Maintenamuz Agreemem(s) for those systems. All License and Maintenance Agreements are intended to continue notwithstanding comp/onion of this Software and Services Agreement. 7. Liability. TreSun warrants to Client that the materials and services to be delivered hereunder will be of the kind and quality designated and will be performed by qualified persotmel. Any special requirements for forma or standards shall be declared herein. attached hereto and executed by both Client and TrcSun. THE FOREGOING WARRANTY IS iN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABLLT Y AND FITNESS FOR A PARTICULAR PURPOSE. N NO EVENT SHALL TRESUN BE LIABLE TO THE CLIENT OR ANY THIRD PARTY FOR ANY LOST PROFITS. REVENUES OR SAVINGS. OR FOR ANY CLAIM OR DEMAND AGAINST THE CLIENT BY ANY OTHER PARTY. OR FOR ANY SPECIAL. EXEMPLARY. INCIDENTAL OR. CONSEQUENTIAL DAMAGES. EITHER IN CONTRACT OR IN TORT. WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES HAS BEEN DISCLOSED TO TRESUN IN ADVANCE OR COULD HAVE BEEN REASONABLY FORESEEN BY TRESUN AND IN THE EVENT THIS LIMITATION SS HELD INVALID OR UNENFORCEABLE. THEN BOTH PARTIES AGREE THAT. IN CONSIDERATION OF THE DIFFICULTY OR IMPOSSIBILITY OF FORESEEING ALL SUCH POSSIBLE DAMAGES. THE LIABILITY OF TRESUN TO THE CLIENT SHALL BE LIMITED TO ONE HUNDRED DOLLARS (S1O0.00) AS LIQUIDATED DAMAGES. l.ompiete Agreement. This agreement with executed attachments constitute the entire agi Cent oerWeru tole parties. latent xctiwiedges that it is entering into this Agreement solely on the butts of the representations contained herein. t. Applicable Law and Venue. TreSun shall comply with all applicable laws in performing Services but shall be held harmless for .i:dation of any statute or regulation not commonly known and not teferenctd herein. This Agreement shall be construed in _-cordance with the laws of Florida. The parties agree that the exclusive venue for any action brought hereunder shall be in 3roward County, Florida. 10. Actions. In the event any action is brought to enforce this Contract. the prevailing party shall be entitled to recover its coats of mforcemeat including, without limitation. attorneys' fees and court costs. I1. Taxes. TreSun shall invoice. and Client shall pay any State or Federal sales or service taxes associated with the provision of software. products and services under this Agreement, or Client shall provide TreSun with a valid Tax and the Exemption Certificate. 12. Additional Work. Upon receipt of an order from Client which adds to the Services. TreStm may take reasonable action and expend reasonable amounts of time and money based on such order. Client agrees to pay TreSun for such action and expenditure as set forth in the Attachments to this Agreement as executed by Client and TreSun. 13. Client Representative. Client will be represented by daring the paformmue of this contract, who has authority to execute written modifications or additions as deed in section 12. 14. Client Responsibilities. It shall be Client's responsibility to have the following materials and aocoatmodations available on site it or to the initial installation visit: a dedicated telephone for modem hook-up, a modem, an adequate supply of backup media. ,aper. printer, ribbons. and adequate work space. The computer equipment. Including operating system and all peripherals, shall be it place and in working condition. or specific arrangements must have been made for TreSun to provide services to establish this aivirunment prior to the initial visit. 7 conversion of Client data is to be included in the Services, Client is responsible for providing the Cui mat t system files in the ASCII format designated by TreSun. on a media readable on the new hardware. Client is also responsible for providing current file vcurd descriptions and file layouts as required to complete the conversion and implementation. IS. Notices. Any notices required under this Agreement shall be mailed. postage prepaid. as noted below: N WiTNESS WHEREOF the parties hereto sign this Agreement as of the above date. LIENT: S'ity of National City 12A3 Nat onae CIrt Bhd._ Natant l y A 91950-4397 TRESUN: TreSun Corporation 9050 Pines Blvd. Ste #270 Pembroke Pines, FL 33024 ? ITN: ATIN: Laav Shatz 7 Signature - '1}eStm Corporano e Larry lCimiz. CEO Fame and Title Name and Title SCOPE OF SERVICES J5 "he Scope of Services to be provided by TreSun in association with this engagement encompasses the provision of, :lid the installation and training for, a series of software products to support administrative functions for City of rational Cjty. The following exhibits describe those products and services more specifically: Schedule A - Product & Service Cost Schedule - identifying the software products themselves, as well as associated costs for License and Installation/Training and Technical Services. Schedule B - Payment Schedule - presenting the schedule of payments for the software and services provided. Software License Agreement(s) - to register the Client as a licensed user of the application software systems. Software Maintenance Agreement(s) - identifying the application software products, fees and support to be provided under the Maintenance Agreement. "his Agreement is intended to govern the Scope and related Costs of the engagement between TreSun 'orponation and the City of National City. Separate License, Maintenance, and Support Agreement(s) overn the specific products to be provided under those agreements. SCHEDULE A - Product & Service Cost Schedule Price Schedule for National City DATE: $118198 By: TreSun Corporation Product/Service Descriptio System Setup inform x-RT tJars+3-Dsv Menus/Shells Secure ENCOMPASS (Conti (Geo/Dev1Psrnrit /Contr) Contactor Licensing Code Enforcement Occupational licensing Property Assessments Fire/Safety inspections Alarm Billing Resourss-2000 ACTionll Surtax (TUC Tax -Fla ) GUlndows (Per User/Net) ACTS - Oust info System interfaces: Remittance Processing Cash Recslpting/Finance Voice Response Handheld Data Devices GIS Access E-Mail Other Mgt/ProjlSenior Consulting SUN -Support Expense Estimate Other c�udtnng Esi frnated Ecanom - See Attached TOTALS Quotation valid for 90 days Users: 18 (<16 Tier) ACME Cut 12,000 HRDVIRE• Unix n Software License Training/ Support ModslConversion Maint. TOTAL COST Days Cost Hours Cost Cost 2 1.600" 1,600 12.000 5 4,000 40 3,400 1,800 21,200 , 5.000 4 3.200 750 8.950 4.000 3 2.400 600 7,000 N/C 4. 3 2,400 2.400 3.200 1 800 480 4,480 12.000 7 5.600 40 3,400 1.800 22.800 3.500 4 3.200 525 7.225 . I 1 9.921 39.700 29 l 23,200 I 80 8,800 j 5.955 f 88,578 :ity of National City TreSun Corporation --- bJ7 rE LN =::uc 'J7 SCHEDULE B - PAYMENT SCHEDULE The Payment Terms for the systems and services to be delivered under this agreement are as follows: DATABASE & APPLICATION SOFTWARE Fifty percent (50%) of all database and application software, and first year maintenance shall be invoiced and payable upon contract execution. Thirty percent (30%) of all database and application software, and the remainder of first year maintenance shall be invoiced and payable upon system delivery. Twenty percent (20%) of all database and application software shall be invoiced and payable upon final training. JNSTA I.I .A T!O N/TRAININGISUPPORT Installation, training, consulting, and related costs are included in the Product/Service Schedule. These .barges reflect the stated number of man days/hours of support and are subject to a S 150.00 per diem daily =pettse charge for onsite support, plus actual costs for economy airfare. They will be invoiced and become payable on a monthly basis, as incurred. TreSun will provide monthly status reports of contract deliverables, manpower and expenses charged and used. • 3 1111 IP ON I b 181 hi "ii' d LID' d I big 5 di 4 111141 !oil INN rimtilril iffott i s Sfill etwitalif4 pi Eta, �.Itt F15s H p wl/ Raffia! kit 4111p 0 n r FAGE El ) Amnia( In to eves say anion is brought to warm this Agreement. as eintttg pony shall be entitled to recover is ours dew Maid , Man h vs attoney . hen end mint Olin In sdditina to any dosages st gat be doe ibr Mellen of Her AlloonwA. Trireme shall be twined to as junction prohibiting the Liasse from wins, copying or dselaing the crate ofthe Software. ) Governing Ira. This Agreement will be subject to end governed by the as offloads with exclusive verve tar any arias taken in Browned Coney. i) Headings. The headings at the beggaring of the severed. sections ofthis ;reamers are for idessotimm purposes and Med nal by themselves. •er nee the into prNaion or wssm.aaian of this Ammonia_ aocepmce. T IM Aeeenet Mal be effective only when executed by bat wise STEM S MI3CHLL.NWt1S (A) Aaigeses• Lithium may rot +ar64 sedbeense ye vamd r the halls cc software. Any ramp otherwise to sibilant amigo or trends' ivy or the rights. ands or oblipdme hrerader a void (9) Notiva fay notice to be &Weed pommel to Mb Agreement AEU be sualciwn. irks writing, and if ps>osdy delivered or awe by registered or oentledmei este pen=at the adrimmed set tent at the end ad* Asleeeeea or et loch oats adios as .hell be epseiMd perataa to notice duly given,. (C)Snes.iiiy. In the eves thin nay provision athia agreement is determined to be invalid or.as.dceeenbk, the meneinder ems Agreement shall he ',slid and erdbeeeebM to the rage oath pima*. (D) Eaiuive Ronne t Modification Thb Aslaves onatibilee Ste complete end exthenthe asement ache airman den minim seieeve to the subject rafter bed sad sapersds say prapsN. prior sseewrt or undssnediep whoher and or mates coeosming the subject mama dais Aped Tb: Aoamrs may 6e roodded only penmen to s writing elated by both pads SOFTWARE SCHEDULE LICENSE FEE EIL204.00 "S Tndnws .TENSEE:City v llmisu d Cthr )DRESS: J243 Nomad City Blvd jV ml rnr CA 21934-4347 TLE +TE: TRE3UN CORPORATION Treflut Capaseion 9030 Pions Blvd. Suite 0270 Pembroke MOM FL. 33024 BY: Su30o o0 s 3.m000 //z/Z5-' 4'"/r�� SIGH: _.,.�•y�.f a TITLE ,O/ C� � 4 JI` — --("_ DATE: c /74P ��� TreSun Corporation SOFTWARE MAINTENANCE AGREEMENT THIS AGREEMENT (t0. "Ageeesaut l is by and betwcea TreSun Corporauon. a Florida coeporatton (TaaSm') and the License (-Licetuee"). TteSua. provides and the Licensee accepts. cm the following terms and condition.. a coattail to maintain .mass computer software mouses "Lionised Systems' coveted by a swum Liman Agreement and listed elsewhere is this agrearsreet. TERM This Agreement u cffcvove from . to sad nisi aumeneticay renew for raettasive can year terms cases either party gives wrirtea notice of noe-rsaae'al at least 30 day.poor to the anniversary doe hereof. TreStm may tnrtYnm thb agro =rat for came if the [musee fails to comply with the terms and comditoes of this Agreement or the License Agreement for the products coveted by this Agreement. SERVICES (A) Telephone support. including the a ewerleg of question! On tyrant operation. system procedures. and carver operadooa. Telephone hotline support is available weekdays excluding holidays between 9.00 am and 5:00 pm. easmem time. TruSue sty .ill make reasonable effort to sdve problems or answer questions ineadnrely. When aQptoprime. TreSrrn personae! well provide an estimate of the dee teemised to ..solve the problem and will keep the client info®d of proems,. When required. TreSun staff may access dimes computer dueetiy over telephone lines. (B) Priority access to technical resources for data recowts etion due to hardware problems. (Although there mar be as additional charge for such services. TreSun guarantees a ceepoax only to .ste= maintenance clients or clients covered under the Treliun SUN -Support Agreement). (C) Updates and emlteocements including routine enhancemenm made to the syaem(s) throughout the comma year. (D) Client tumwaies.ets and bulletins issued to provide answers to recurring question, or commas problems. E) Program opuizdonal tmeevuce m correct. repair or replace software to ensure the software ell perform as rapreseated by the peer mutual and update bulletina. Maintenance fees for these ,et ices wig be in accordance with dm amount, limed is the schedule looted elsewhere is this Agreement. At the women direction of the chem. TreSun may eaaam responsibility for resolving disagreements among hardware. venous :yam sad application system. In this ease. TreSun .111 eider correct the reported problem or veil peovide evidence that the problem is nor misted to TreSun software sad direct the client to the appropriate pasty for roohaon. If it is determined that the reputed problem u net related to TreSue software. the .diem amen to pey for TreSue combing ■ervione and expenses at out standard ram. This Maintenance Agreement does net cover the following senior: (1) Shipping or express courier carms. msaanusssoe supplies such as diskettes and tapes: telephone calls for modem aeevross: ae-emm consulting emcee. out of Iowa marsh sad missed aapeews: Hamm progra weeg and mimed e747011161. (n laws®tat required to repair drat due to hatdeans psobkem or lemie or use of due system(s) (at defused in user manuals) or opmetang erosion. Ouaef-poeist eucpe.+es aesoaYted with such repair: for aeaaRie. Federal Express ahiptsms. dirkeeae. rams. and telephone (3) Raaaining neoeasialed by turnover of key employees. It is funkier understood that if TraSua makes ens-sta■dard applications proms= changes andlor amen' changes requested by the Licenses u meet the cabman awed' of the Licensee these norsmdatd Meager may require TteSua services not covered by that Ameee'et. If required. these services may be coatraaad and billed sepanaiy, or pov.ded through a TreSun SUN -Support Agreement. WARRANTY: Traits. warrants to Client that the nmserials sod remises to be delivered hereunder will be of the load and quality dsimnad and mil be preformed by qualified personnel. Any ,Perm tegraanalm for foment or standards ttmil be declared horn. added hereto arid executed by both Client and TisSea. THE FOREGOING WARRANTY IS IN LIEU OF ALL OTHER WARRANTS. EXPRESS OR IMPLIED. INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY AM) FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT SHALL TRESUN BE LIA1312 TO THE CLIENT OR ANY THIRD PARTY FOR ANY LOST PROFITS. REVENUES OR SAVINGS. OR FOR ANY CLAIM OR DEMAND AGAINST THE CLIENT BY ANY OTHER PARTY. OR FOR ANY SPECIAL. EXESIPLARY. INCIDENTAL OR CONSEQUENTIAL. DAMAGES. ETHER IN CONTRACT OR IN TORT. WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES HAS 11E34 DISCLOSED TO TRESUN IN ADVANCE OR COULD HAVE BEEN REASONABLY FORESEE/4 BY TRESUN AND IN THE EVENT THIS LIMITATION IS HELD INVALID OR UNENFORCEABLE. THEN BOTH PARTIES AGREE THAT. IN CONSIDERATION OF THE DIFFICULTY OR IMPOSSIBILITY OF FORESEEING ALL SUCH POSSIBLE DAMAGES. THE LIABILITY OF TRESUN TO THE CLIENT SHALL BE LIMITED TO ONE HUNDRED DOLLARS (3100.00) AS LIQUIDATED DAMAGES. SYSTEMS COVERED The following systems ate covered under the terms of this agreement SYmem license Fee Maintenance Fee fsepanona ACdS CH.'mdmws Total Amami Ad.istwmex Fes•. y�N W F 1 •_am.40 Si300.00 IS.150.00 S2 325.00 S 40.00 S19.55 00 Amy appiioble tams (except those bard upon the net forma of Ttw9w) resetting Ran the Mean or um of Lter Limed Symms by Loam inducting. but net limited to property. sale. or ma tara shall be Mt rspaenbiiity arils I i hb Ameemnet shall be governed ire the ism oftbe State of Florida LLCErtNE: an of Nmon's( Cyr Address: 1243 Natmas City Blvd Noland Cm CA 9101443 7 City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22. 1998 AGENDA ITEM NO. 11 ITEM TITLE RESOLUTION APPROVING CONTRACT WITH SYMPRO FOR INSTALLATION OF AN INVESTMENT PORTFOLIO MANAGEMENT SOFTWARE TO INTEGRATE WITH THE PROPOSED FINANCIAL INFORMATION SYSTEM AND AUTHORIZING THE MAYOR TO EXECUTE THE CONTRACTS. PREPARED BY Marylou Matienzo DEPARTMENT Finance Director of Finance EXPLANATION, Included also in our master plan of an integrated financial management system is the proposed purchase of an investment portfolio management software. The PRIME system does not provide for an investment module to keep track of our day to day cash management activities and because of this limitation, staff has been using the EXCEL spreadsheet to manage the city's 27 million dollars investment portfolio. This current manual spreadsheet tracking is very time consuming because it involves several duplications of efforts to meet the city's reporting requirements. The purchase of a more modern system of tracking and analyzing has the advantages of saving time, enhancement of interest earnings, meeting Government Accountancy Standard Board(GASB)3 I reporting compliance, improvement of bond rating, opening other avenues of investment instruments, eliminating duplicate entries in different applications and effectively evaluating financial data and ratings. We would expect to utilize this product according to our existing investment policy. Staff has done their research on the best treasury management product by calling other current city users and majority of them are using the SymPro treasury management product. It is a PC based software package that could be interfaced with the main financial management system. Their system have become the municipal marketplace standard for portfolio management and compliance based reporting. Environmental Review N/A Financial Statement The cost of this project is S 27,000. It is proposed that the purchase be made under terms of the Master Lease which appears elsewhere in the agenda. STAFF RECOMMENDATION Account No Using the same selection criteria as the financial management system, staff recommends the purchase of the SymPro Investment Portfolio Management System based on its price, overall functionality, and compliance reporting. BOARD/COMMISSION RECOMMENDATION ATTACHMENTS (Listed Below ) Resolution .A,Treement Resolution No, 98-123 RESOLUTION NO, 98-123 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT WITH SYM PRO, INC. FOR INSTALLATION OF INVESTMENT PORTFOLIO MANAGEMENT SOFTWARE WHEREAS, it has been determined that it is necessary to replace the software for the City's investment portfolio management; and WHEREAS, the City has solicited proposals from vendors of the required software, and Sym Pro, Inc. has been selected as the vendor most qualified to provide and install the software. NOW THEREFORE, BE IT RESOLVED that the City Council of the City of National City does hereby authorize the Mayor to execute a contract with Sym Pro, Inc. for instailation of investment portfolio management software. Said contract is on file in the office of the City Clerk. PASSED and ADOPTED this 22nd day of September 1998. ATTEST: Michael R. Dalla, City Clerk APPROVED AS TO FORM: George H. Eiser, Ill City Attorney George H. Waters, Mayor i G ym ro inc 510 655 4064 P.O2 SYMPRO SOFTWARE LICENSE AGREEMENT This SymPro Software License Agreement ("Agreement") is entered into effective the day of , 199_ ("Effective Date") by and between SymPro, Inc., a California corporation ("SvmPro"), and ("Licensee"). RECITALS A. SymPro has designed and developed a software program known as the SymPro Treasury Manaoernent Software. B. Licensee desires to obtain a personal, nontransferable, non-exclusive limited right and license to use such software and related documentation for Licensee's own internal business purposes only and SymPro is willing to grant such a license on the terms and subject to the conditions of this Agreement. THEREFORE, in consideration for the license fees to be paid by Licensee hereunder and the mutual promises and covenants contained in this Agreement, the parties agree as follows: 1. Certain Definitions. As used in this Agreement, the following terms shall have the following definitions: A. "Authorized Users" shall mean Licensee and its employees and no other persons or entities. B. "Documentation" shall mean all user/operation manuals and other materials or information describing the Software, as hereinafter defined, its performance characteristics, technical features and other relevant information reasonably required for use of the Software, including all physical media upon which the materials or information are provided. C. "Designated Equipment" shall mean a single Intel based computer for the single user version, or a network file server for site license version or multi-user version on which Licensee uses the Software pursuant to this Agreement, as identified on Exhibit "A" to this Agreement. D. "Licensed Products" shall mean the Software and the Documentation. E. "Original Copy" shall mean each actual original copy of the Licensed Products provided to Licensee pursuant to this Agreement. F. "Designated Site" shall mean that certain location at which the Desianat== Equipment shall be physically located during the term of this Agreement, as identifies on Exhibit "A" to this Agreement and such other location as may be expressly approver writing by SymPro, which approval shall not be unreasonably withheld. G. "Software" shall mean that certain SymPro proprietary computer sofwe program known as SymPro Treasury Management Software, in machine readable, ocjec: code form, as listed on Exhibit "8", including any upgrades, new releases or revisions cf the Software released by SymPro as long as Licensee has a current Annual Maintenance arc Support Plan. 2. Software License. Subject to the terms of this Agreement, including, withc limitation, termination, SymPro hereby grants to Licensee, and Licensee accepts, a limited. personal, non -transferable and non-exclusive license to use one (1) Original Copy of 1th e Licensed Products solely for Licensee's own internal business purposes and solely cn the Designated Equipment located at the Designated Site provided, however, that for ear Original Copy, such license shall be limited to the use of the Licensed Products by no rrc, than the number of Authorized Users specified in Exhibit "8", if the Software is installed cr a file server or host computer. Licensee shall be permitted to make one (1) copy of t e Software for backup and archival purposes only. Neither this Agreement, nor any other document signed by the parties, embodies or may interpreted as a sale of all, cr any interest in, any of the Licensed Products by SymPro. Without limiting the foreecirc. Licensee shall have no right to make, improve, further develop or market any of the Licensed Products. 3. License Fees. A. Initial License Fee. The Initial License Fee for the license granted hereunder (the "Initial License Fee") shall be in the amount indicated in Exhibit A to this Agreeme^_ The Initial License Fee shall be payable concurrently with the execution and delivery cf -- Agreement by Licensee and shall be non-refundable. B. Annual Maintenance & Support Fees. Annual Fees for Maintenance & Support services are payable on an annual basis prior to the commencement of s_cn support services, as set forth in Exhibit "A" for the current (first) year and according to ;e published Maintenance and Support Fee Schedule in subsequent years, services subject to Exhibit C. and to Addendum A and Addendum B setting forth the supc.ort policies. C. Payments. All payments (i) shall be made by tank check or Licensees check or wire transfer of immediately available funds and (ii) snail be due and payable .c SymPro (or SymPro's assignee) in U.S. Dollars, at SymPro's actress, or such other places as SymPro may from time to time designate in writing. All payments snail be made witnc..: offset or deduction of any nature whatsoever. -.J.mNr-o Inc Si0 660 4O6» P.04 4. SvmPro Ownership of Licensed Products. Licensee expressly warrants and agrees that: A. SvmPro Proprietary Rights. The Licensed Products, together with ail related documentation, logos, product names and other support materials (if any) regardless of format, appearance or manner of storage, are the subject of copyrights (published or unpublished) or trademarks, or are otherwise confidential and/or proprietary to SymPro (SymPro, Inc.), and shall, at all times, remain the property of SymPro. Licensee agrees never to alter the Documentation or remove any notices or product identification placed on the Software by or otherwise identifying SymPro. Licensee agrees not to undertake any direct or indirect act to challenge or otherwise contest any common law or statutory copyright, trademark right or other intellectual or proprietary right held or alleged to be held by SymPro to all or any part of the Licensed Products. Some software modules may contain or utilize third party software and/or documentation. This software has been licensed for use by SymPro for distribution as part of SymPro's software. In such cases all property rights, trademark rights, statutory copyrights, and other protections granted above to SymPro shall be granted and extended to the third party owning the licensed software. B. No Ownership Rights. Other than the limited right of use of the Licensed Products described in this Agreement, Licensee neither shall have nor shall it acquire any right, title or interest in or to any of the Licensed Products or in any intellectual or proprietary rights represented thereby. C. Derivative Works. Any altered, translated or modified version of any of the Licensed Products and all related materials shall be deemed derivative works and all property and other rights with respect thereto shall rest solely in SymPro and shall remain subject to the terms of this Agreement, notwithstanding its expiration or earlier termination. Licensee shall, upon demand, execute such documents as are necessary to give effect to and confirm the foregoing. 5. Permitted Uses and Restrictions. A. Permitted Uses. The Licensed Products shall be used solely on the Designated Equipment at the Designated Site for Licensee's own internal business purposes provided, however, that for each Original Copy, such use of the Licensed Products shall be limited to the number of authorized users established by the System Manager module and listed in Exhibit "B". B. Restrictions. Licensee expressly warrants that Licensee shall not, directly or indirectly, do or attempt to do, or permit any person to do or attempt to do, any of the following: (1) Use the Licensed Products on equipment other than the Designated Equipment. at a !ocation other than the Designated Site cr for any purpose other than that excressv permitter in Section 5.A hereof; (2) Utilize the Licensed Products for the direct or indirect benefit of a, 'one other than Licensee. For the purposes of this Agreement, such prohibited use mould include the use of the Licensed Products for the operation of a service bureau business or otherwise for the purpose of processing data for or on behalf of any person or entity (including subsidiaries or related entities) intending to use such data for commercial purposes, or processing data not generated internally by Licensee for the puncose of sailing same, whether or not such processing is performed by Licensee for compensation; (3) Operate the Software on a computer system accessible remotely by or permit any person or entity other than an Authorized User to have access to or use the Software; (4) Rent, lease, sell, assign, encumber, distribute, or otherwise transfer or distribute ail or any part of the Licensed Products (including compiiat:crs), or any part thereof or interest therein; (5) Electronically transfer the Software, in whole cr cart, from m one computer to another over a network or any other form of electronic bridge c mmunica-on; (6) Make or distribute any copies, or otherwise discicse ail or any cart or compilation, of the Software or the Documentation to anyone not an Authcrizec Wiser, except as otherwise required by applicable law cr court order. (7) Modify all or any part of the Software, or use all cr any part therecf, to produce applications for Licensee's own use or for use by others; or (8) Reverse assemble, decompile, reverse translate. reverse ercire r or in any other manner decode the Software for any purpose, including, without limita-_-. to derive any source ccde therefrom. C. No Transfer to Third Parties. Without limiting the generality of the fc; -_ping restrictions, Licensee represents and warrants that none of the Licensee Products _hail, directly or indirectly, in whole or part, be given, sold, leased, used. operated Cr any manner be made available to the public or to any person, business, er.;;y (includin_ any parent, subsidiary or affiliated unit of Licensee), governmental unit or government any country, except as otherwise required by applicable law or court order. D. Notice. Licensee shall immediately notify SymPro in writinc of any ac al or suspected breach of this Agreement, including, without limitation, its :erms imitinc use. E. Inspection by SvmPro. SvmPro may at reascnacle times inscc- :he Designated Equipment and the Software to verify Licensee's compliance wi:- :his Agreement, provided that any such inspection shall not unreasonably 'r:erfere w-- :he business operations of Licensee. �p- _-dmE-, _ nc: ...b 6. Deliver/ of Licensed Products. SymPro shall deliver the Original Copy of the Licensed Products within ten (10) business days following receipt by SymPro of the Initial License Fee or an authorized purchase order. SymPro shall not be responsible for installing the Software on the Designated Equipment unless SymPro is specifically contracted to perform installation and training services. 7. Warranties. A. Warranty of Ownership. SymPro warrants to Licensee (and no other person or entity) that it is the author and owner or proper licensee of the Licensed Products and has the right to enter into this Agreement. B. Licensed Products Warranty. For a period of One Hundred Eighty (180) calendar days from the date of receipt by Licensee of the Original Copy of the Licensed Products (not including delivery of any subsequent modifications, updates or new releases thereto), SymPro warrants to Licensee (and to no other person or entity) that the Licensed Products will conform to SymPro's specifications pertaining thereto as set forth in Exhibit D and in the user documentation for the software listed in Exhibit B to this Agreement provided that said warranty shall apply only as to the most current version of the Licensed Products as used on the Designated Equipment and to defects that can with reasonable effort be recreated by SymPro using a supported operating environment. THE FOREGOING WARRANTIES ARE IN LIEU OF ALL OTHER WARRANTIES EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WA.RRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE CR NONINFRINGEMENT. C. Warranty Claims. Any claim for violation of the warranties set forth in Section 7B must be mace to SymPro in writing on or before the expiration of the 180-day warranty period. specifying in reasonable detail the defect asserted and any computer listings or examples that demonstrate the defect. D. Remedy. Licensee acknowledges that the Licensed Products are of a complex nature and that they may have inherent bugs or defects. Licensee agrees that as the sole liability and as Licensee' sole remedy as to any warranty claims under Section 7.B, SymPro shall, upon receipt of such written notice, and at its sole option. (i) provide the services necessary to correct documented failures to conform to SymPro specifications which diagnosis indicates are caused by a defect in an unaltered current version of the Licensed Products. (ii) replace same with Licensed Products of functional equivalence or (iii) reimburse Licensee for the License Fees paid by Licensee hereunder. E. Fur:ner Limitations. The limited warranties provided in this Section 7, as limited by other provisions of this Agreement. are non -transferable and snail immediately become vcic in :he event of any unauthorized use, modification or repair of the Licensed Products or any part thereof or upon breach by Licensee of any provision of this Agreement. Except as otherwise may be provided in any sucocr: arc maintenance agreement between the parties, Licensee shall pay, at SymPto's then z-: rrem: rates, for services performed by SymPro to correct problems or defers rot c;verecl h: warranty, including, without limitation, those traceable to Licensee's errors. 8. LIMITATION OF LIABILITY. LICENSEE ACKNOWLEDGES 7HAT POT-ENTIAL DAMAGES IN ANY PROCEEDING WOULD BE DIFFICULT TO MEASURE WET: — CERTAINTY AND THE PARTIES EXPRESSLY AGREE THAT AS A FAIR ASSESSMENT OF POTENTIAL DAMAGES, SYMPRO'S LIABILITY UNDER THIS AGREEMENT, REGARDLESS OF FORM OF ACTION, PROCEEDING OR THEORY OF REC :`:ERY. SHALL NOT EXCEED THE LICENSE FEES ACTUALLY PAID TO SYMPRC AS PROVIDED IN SECTION 3 HEREOF. REGARDLESS OF THE FORM OF ACTION. PROCEEDING, OR THEORY OF RECOVERY, NEITHER SYMPRC NCR ITS AGENTS SHALL IN ANY MANNER BE LIABLE FOR ANY LOST PROFITS, _CST SAVINGS CF. OTHER SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES. INCLUDING WITHOUT LIMITATION, ANY SUCH DAMAGES ASS AGAINST CP PAID BY LICENSEE TO ANY THIRD PARTY, ARISING OUT OF THE USE, INAE '_ T" TO USE, QUALITY OR PERFORMANCE OF THE LICENSED PRODUCTS. EVEN SYMPRO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. S''7'.4 RC SHALL IN NO MANNER BE LIABLE FOR ANY DAMAGES OR LIA.BILTY lNCURREED OR BY ANY THIRD PARTY, EXCEPT AS TO INFRINGEMENT CF `/AL.D :REGISTERED UNITED STATES COPYRIGHTS OR PATENTS, AND THEN ONLY AS 'MITE2MITED =Y SECTION 8. 9. Termination. This Agreement shall continue until ter inatec as ;,rcvica✓ Section 9. A. Termination by Licensee. Licensee may terminate this =c eemen: or (30) days written notice to SymPro. In the event of such termira_cn. Licensee - immediately cease use of the Licensed Products and shall either- .• (1) destroy the original and any copies of the Documentation, including, without limitation, ail copies of the Scare crtair :- installed on one or more hard -drives or other fixed, electronic. ccri. magnetic cr oth. media and any authorized or unauthorized modifications of the Scftwe.or as ccnt.ired any other form or media and thereafter provide a written certification there -of to Svr , a-c comply with all provisions of Section 9.D below; or (2) return all such materials and all such copies tc 5.: -F-o arc =::'.air a written acknowledgement of receipt for same from SymPro arc ccrc:v ,vith, ail crc.acr s of Section 9.D below. ep-15-98 12_SiP SymPro Inc 510 655 4064 P.08 B. Termination by SymPro. SymPro may terminate this Agreement, and all rights of Licensee hereunder, (i) effective upon written notice thereof to Licensee, in the event that Licensee fails to make full and valid payment of the Initial License Fee when such payment is due and payable or (ii) effective upon thirty (30) days prior written notice thereof to Licensee if Licensee fails in any manner to comply with any other covenant, representation or warranty of Licensee set forth herein or in any other agreement entered into between SymPro and Licensee and such failure has not been remedied by the end of such 30-day period. C. Termination on Bankruptcy and Other Events. In the event that Licensee terminates or suspends its business at the Designated Site for a period of more than forty- five (45) continuous calendar days, or becomes insolvent or becomes the subject of a voluntary or involuntary petition in bankruptcy, which petition is not dismissed within thirty (30) calendar days of filing, or if a receiver, assignee or other liquidating officer is appointed for all or substantially all of the business of Licensee or of the Designated Site, or if Licensee makes an assignment for the benefit of creditors, then, SymPro may immediately terminate this Agreement by written notice to Licensee. D. Obligations on Termination. (1) Destruction or Return of Licensed Products. Upon termination of this Agreement pursuant to the provisions of this Section 9, Licensee expressly acknowledges and agrees that within thirty (30) calendar days following such termination, Licensee shall certify and warrant to SymPro, that: (i) it has destroyed or returned to SymPro all and every part of the Software and the Documentation and all copies thereof, including, without limitation, any copies installed on any hard -drive or other fixed, electronic, optical, magnetic or other media and any authorized or unauthorized modifications of the Software. or as contained in any other form or media and (ii) that it has complied with ail other terms and provisions of this Agreement. (2) Payment. Upon termination of this Agreement, Licensee shall immediately pay to SymPro ail amounts which have accrued or which are owing to SymPro as of the date of such termination. 10. Indemnity A. Licensee hereby agrees to indemnify, defend and hold SymPro free and harmless from all claims, losses, liabilities and expenses (including attomey's fees) resulting from any loss or damage to the Licensed Products and for injuries to or death of persons, and damage to property, however arising, directly or indirectly, from or incident to the use, operation or storage of the Licensed Products and whether such injury or death to persons be of agents or employees of Licensee or of third parties. It is specifically agreed and acknowledged by Licensee that the foregoing prevision induces but is not limited to all claims. losses. liabilities and expenses (including attemey's fees), occurring by reason of any negligence (active or passive), omission, or other act or conduct (but excludirc cross negligence or willful misconduct) of SymPro or any third party acting for or on behalf of SymPro. B. SymPro hereby agrees to indemnify, defend and hold harmless Lcehsee from ail claims, losses and liabilities resulting from any claims or challenges to SymPrc's title to the licensed product or to SymPro's rights to license the software to Licensee. 11. Miscellaneous. A. Specific Performance; Iniunctive Relief. Licensee's breach of any eclicaticn under this Agreement regarding the use, duplication, modification, transfer cr confidentiality of the Licensed Products shall entitle SymPro to injunctive, specific performance or other equitable relief, all without need of bond or undertaking of any nature, Licensee specifiily acknowledging that SymPro's remedies at law under such circumstances would be inadequate. B. Aoolicable Law; Forum. Notwithstanding anything in this Agreement to the contrary, the laws of the State of California shall govern the validity and construction oft s Agreement and the interpretation of the parties' rights and duties without reference conflicts of laws. Each party hereto hereby submits to the exclusive jurisdiction of any sew or federal court located in Alameda County, California. C. Further Acts. Each party agrees in good faith to perform all acts and exec..:e and deliver all documents reasonably necessary to carry out the previsions of ttis Agreement. Time is of the essence of ail obligations of Licensee. D. Assionment. Neither this Agreement nor any rights or obligations hereurde- may be assigned by Licensee without the prior express written consent of SymPrc iwhicr consent may be withheld in SymPro's sole and absolute discretion). SymPro may free;y assign its rights and/or obligations under this Agreement. E. Taxes. The License Fees exclude federal, state and local safes, use. excise. transportation, occupational or similar taxes or assessments and ail such taxes arc assessments shall be the sole obligation of Licensee. F. Complete Aereement: Modification; Non -Waiver. This Agreement represer the complete agreement between the parties hereto as to the subject matter hereof and :re parties' rights and obligations with respect thereto, and no representations. warranties or agreements not contained in this Agreement shall have any effect whatsoever upon parties or upon the instant transaction. This Agreement may be amendec only in •.vr,;'-_. signed by Licensee and by an authorized representative of SymPro. No waiver by errer party of any right, obligation or default of performance by the other shall be constr ed as a waiver of any subsequent such occurrence. G. Notice. The persons and their addresses having the authority to give and receive notices under this Agreement include the following: Licensee Licensor SymPro James R. Connor President 2200 Powell Street, 11 m Floor Emeryville, California 94608 Any and all notices between the Licensee and SymPro provided for under this Agreement or by law shall be made in writing and shall be deemed duly served when personally delivered to one of the parties, or in lieu of such personal services, when deposited in the United States Maii, postage prepaid addressed to such party. H. Severabiiity. If any one or more of the provisions (or parts thereof) of this Agreement is determined to be illegal or unenforceable, no other provisions shall be affected thereby. Survivina Clauses. The provisions of Sections 4, 5, 7, 8, 9. 10, 11 and ail representations and warranties of Licensee shall survive the expiration or termination of this Agreement. J. Exhibits. Exhibits "A" (Description of Designated Equipment/Designated Site and License Fees) "B" (Listing of Software Modules), "C" (Annual Support and Maintenance Plan) and "D" ( Statement of Year 2000 Compliance), and Addendum A and B, are included in this Agreement by reference. K. Authorization To Sign. Each person signing below represents, warrants and covenants that he has executed this Agreement with actual authority to bind the party on whose behalf he has so signed. L. Attorney's Fees. The prevailing party (by judgment, settlement or otherwise) in any legal or equitable proceeding that is brought as a result of, arising out of or in connection with this Agreement, shall recover ail costs and expenses actually incurred and reasonable attorney's fees incurred (including appeals), all as a part of any judgment, award or settlement obtained. The prevailing party shall be that party who obtains substantially the relief or remedy sought, whether by judgment. compromise, settlement or otherwise. M. Counterparts; Facsimile Signatures. This Agreement may be executed in counterparts, each of which shall be deemed an original and ail of which shall be deemed one and the same instrument. Facsimile signatures hereto shall oe valid for ail purposes. 0 IN WITNESS WHEREOF, the parties have executed this SymPro Software License Agreement as of the Effective Date. "SymPro" "Licensee" SymPro, Inc., a California corporation By: By: Title: Title: Address: Address: 2200 Powell Street, Suite 1170 Emeryville, California 94608 facsimile: 510-655-4064 facsimiie: EXHIBIT "A" 1. Designated Eguioment: Workstations: Intel based personal computer, Windows 95 or Windows NT operating system, 16 MB of Ram. 2. Designated Site: Address 3. Initial License Fees: a. Initial License Fee: List of Modules... b. Continuing Annual Support & Maintenance Fees: List of Modules... $ per year EXHIBIT "B" Software Modules for Fixed Income Module Other Modules... System Manager for Authorized User(s) EXHIBIT "C" Annual Support and Maintenance Plan Our Support and Maintenance Plan is available on an annual basis for the installed modules listed in Exhibit '13". Services available are: Priority service from technical support representatives Assistance from Client Services on utilization of the software. Access to ail SymPro versions released within the year Shipment of program update diskettes Access to the SymPro Internet Site for Support (www.sympro.com) Tele-consultation SymPro provides unlimited telephone support in the following areas: Loading and configuring of SymPro software Operational Questions, including standard SymPro reports Data entry support for these investment types within SymPro: Certificates of Deposits • Negotiable Certificates of Deposits • Checking Accounts • Commercial Paper • Medium Term Notes Commercial Paper Discount • United States Treasury Issues, Coupon & Discount • Federai Agency Issues, Coupon & Discount • GNMA. Pass Through • Bankers Acceptances • Corporate Bonds Tele-consultation for SymPro includes unlimited telephone support during normal business hours (8:00AM TO 5:00PM - Pacific Time) Monday through Friday for questions dealing with the operations of the standard SymPro software on supported hardware. Voice Mail support issue reporting is available 24 hours a day. Many support issues may be received and processed via fax 24 hours a day, 7 days a week. Not Included Consulting on issues concerning investment accounting matters, specific financial or investment matters. research on investments not supported within the standard system, or data entry for investments not supported in the standard system. EXHIBIT "D" Statement of Year 2000 Compliance As part of the warranty in the License Agreement, SymPro warrants that the software is fully compliant with the Year 2000 processing for all accounting and reporting operations. All dates are stored in the following format: MM/DD/YYYY and are shown in the same format, with the full four digits of the year. All calculations using dates will utilize the full four digits in calculating the days to maturity, investment term and any related calculations. City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22, 1998 AGENDA ITEM NO 12 r- ITEM TITLE Resolution authorizing the purchase of a Computer Server from Verotek. PREPARED BY EXPLANATION. Brenda E. Hodges See attached. DEPARTMENT Purchasing Environmental Review X N/A Financial Statement The equipment will cost S32,960.73. It is proposed that this purchase be made under terms of the master lease which appears elsewhere on this agenda. 102-409-000-502 Account No STAFF RECOMMENDATION It is recommended that the award tfe made to Verotek, and that authority be given to Purchasing Agent to issue resulting purchase order. BOARD/COMMISSION RECOMMENDATION N/A ATTACXMENTS (Listed Below) H1) Explanation (2) Cost Abstract HrJ ) Resolution 98-124 Resolution No Explanation: Due to urgent time constraints associated with the Year 2000 compliance project. we originally intended to piggyback another agency's contract. instead of going out to bid (as allowed by Purchasing Ordinance 41480, Section 16), for the purchase of this computer server and associated equipment. Research was conducted regarding the available contracts. and comparison's were done between contract pricing and typical government pricing. As it turns out, Verotek offered the lowest price. Verotek proposed special pricing, due to the fact that they are the current contractor for the City's computer network. Verotek's price was lower than: the City of San Diego's contract with Inacom; the State of California's contract with CompuCom: a local reseller; the manufacturer's direct sales program, and the Federal Government's GSA contract, per the attached spreadsheet. It is requested that Council waive the formal bidding requirements as allowed in Section 12 of Purchasing Ordinance 41480, and in Chapter 2.60.220(d) of the Municipal Code. for the following reasons: 1. Research has been conducted to consider various purchasing options, and the quote from Verotek offers the lowest cost to the City. 2. No further purpose would be served by rejecting these quotes and issuing a formal bid, since this pricing is lower than any available contract pricing. 3. Special circumstances exist in that time is of the essence with the Year 2000 compliance project. The formal bid process would delay the project 6-8 weeks. 4. Verotek is the contract vendor for the City's computer network system, and as such, will be providing maintenance and support of this new equipment as well (a separate item on this agenda is the addendum to the existing maintenance contract to include this equipment. if awarded). It is more efficient for Verotek to provide, install, and configure the equipment that they will eventually monitor and maintain. RESOLUTION NO. 98-1 2a RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY WAIVING THE BIDDING PROCEDURE AND AUTHORIZING THE PURCHASING AGENT TO EXECUTE A PURCHASE ORDER WITH VEROTEK FOR THE PURCHASE OF A COMPUTER SERVER AND ASSOCIATED EQUIPMENT WHEREAS, the Purchasing Agent of the City of National City, did conduct research regarding available contracts for the purchase of a computer server and associated equipment, with the intention of piggybacking a master contract to ensure the best price for the City; and WHEREAS, the Purchasing Agent determined that Verotek could offer special pricing due to the fact that they currently hold a contract with the City for maintenance of the City's network; and the price offered by VEROTEK was less than pricing available from contracts available through the State of California, City of San Diego, the Federal Government, and the manufacturer of the equipment; and WHEREAS, Section 2.60.220 of the Municipal Code authorizes dispensing with the bidding procedure when the City Council determines that it is in the City's best interest to do so, and research indicates that special circumstances exist to support this purchase, and it is therefore recommended that the purchase be made without complying with the competitive bidding procedure set forth in the Municipal Code; and NCW, THEREFORE, IT IS HEREBY RESOLVED by the City Council of the City of National City that the Council finds and determines that it is in the City's best interest to purchase the server, from VEROTEK without complying with the competitive bidding procedure. BE IT FURTHER RESOLVED by the City Council of the City of National City, that the Purchasing Agent is hereby authorized to execute on behalf of the City, a Purchase Order between VERCTEK and the City of National City to effect this purchase. PASSED and ADOPTED this 22n° day of September 1998. George H. Waters, Mayor ATTEST: Michael R. Calla. City Clerk APPROVED AS TO FO .M: George H. E:ser. [Cl City Attorney COST ABSTRACT fin srvr 9r15/98 Inacom Verotek CompuCom: TIG MicroAge GSA Compaq ( (City of SD (State Contract); (local reseller) (Federal (manufacturer) Contract) Contract) Item :mpq 6500 Rackmount Server 6/200-512, WI: $22,907.00 $24.490.00 $22,936.67 $23.088.00 $23.136.00 No Bid 12MB RAM (additional 384M) inch floppy They felt .5 1D-ROM drive they itegrated Dual Port 10/100 TX UTP MC couldn't mart-2DH Array Controller be 5) 4.3 GB Wide -Ultra Hot -Swag Drives competitive LT Tape Drive 15/30 martStart lsightManager lonitor. small. black & white sst Cables as necessary for the installation PC Rack Mount UPS S1,343.00 $900.00 $1,094.67 $1,030.00 $900.00 quipment Rack. to meet or exceed: $1.997.00 $1 ,500.00 $2.520.21 $2.091.00 $2.000.00 alf Height nclosed ockable doors - front and rear ront door - transparent asters with locks ual fan assembly C Power strip helf for monitor and keyboard abling & accessories as necessary for install ystem OS, to include: No 53.700.00 $4.050.76 $3.502.00 $3.195.00 CO OpenServer R5.0.2 CD for 32 Users Bid CO licenses for an additional 35 users CO OpenServer Development R5.0.2 liscellaneous Equipment $1.623.00 incl. $2,436.92 $2.183.00 $2.695.00 -1d 200MHz-512K Cache Processor CO OpenServer 5.0 SMP License ubtotal S27.870.00 $30.590.00 $33.039.23 $31.894.00 $31.926.00 :anagement Fee 1.2% n/a n/a $396.47 n/a n/a ubtotal S27.870.00 $30.590.00 $33.435.70 S31.894.00 $31.926.00 ax S2.159.93 $2.370.73 $2.591.27 S2.471.79 $2.474.27 ubtotal 330.029.93 332.960.73 $36.026.97 $34.365.79 S34.400.27 only Payment Discount S0.00 $0.00 ($1 .801.35) S0.00 50.00 rand Total S30.029.93 332.960.73 $34.225.62 334.365.79 334.400.27 (see note) •)te fnacom cannot oroviae ...L. O components. therefore their quote s lower because t is ncomole e. _ge City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22, 1998 AGENDA ITEM NO, 13 ITEM TITLE Resolution authorizing amendment to existing network contract! with Verotek for maintenance of Finance Server. PREPARED BY Brenda E. Hodges EXPLANATION TARTMENT Purchasing On January 21, 1997, Verotek was awarded a contract for, the provision and maintenance of the City's metropolitan area network' (M.A.N.) via Resolution #97-10. The new financial management software project will require additional,: hardware and software, which will be added to the network. Rather than have multiple vendors responsible for maintaining different pieces of equipment on the network, it is recommended that the network contractor (currently Verotek), be responsible for the maintenance of all equipment on the network. This will protect the integrity of the entire system, and eliminate potential problems associated with trying to identify which vendor is responsible for which part of the system. This resolution will allow incorporation of the new equipment into the existing maintenance contract, under the same terms and conditions, at a cost of $1500.00 per month. Environmental Review Financial Statement Funds are available in the City's Technology Fund (this will be a cash expense, and not connected to the lease). 102-409-000-281 Account No. STAFF RECOMMENDATION afi It is recommended that the endment be authorized, and that Purchasing Agent be authorized to issue the resulting purchase order. BOARD/COMMISSION RECOMMENDATION N/A the; ATTACHMENTS (Listed Below) 1(1) Amendment to Con Tact (Exhibit 'C') i(e) Resolution Resolution No -1%5 RESOLUTION NO. 98-125 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE AN AMENDMENT TO AN EXISTING AGREEMENT WITH VEROTEK FOR MAINTENANCE OF ADDITIONAL EQUIPMENT ADDED TO THE CITY'S NETWORK WHEREAS, the City Council of the City of National City did award a contract to Verotek, for provision and maintenance of a Metropolitan Area Network on January 21, 1997, via Council Resolution No.97-10; and WHEREAS, additional equipment is required to be added to the network; and WHEREAS, having a single contractor maintain all the equipment on the system will protect the integrity of the entire systems; and an amendment may be made to the existing maintenance contract to include the new equipment; NOW, THEREFORE, IT IS HEREBY RESOLVED that the City Council of the City of National City hereby authorizes the amendment to the contract held by: VEROTEK BE IT FURTHER RESOLVED by the City Council of the City of National City, California, that the Mayor is hereby authorized to execute on behalf of the City, an amendment to the agreement between Verotek and the City of National City. Said amendment is on file in the office of the City Clerk. PASSED and ADOPTED this 22nd day of September 1998. George H. Waters, Mayor ATTEST: Michael R. Daila, City Clerk APPROVED AS TTC FORiM: vJ George H. Eser. III, City Attorney Exhibit C - Financial Services System Support This exhibit extends the support for the City's Local Area Network (LAN) to cover the new Financial Services Server and UNIX Operating System. This hardware and software was selected by the City and the project consultants to support the new Financial Management Software that is before you elsewhere on this agenda. The server is a Compaq 6500 dual processor, rack -mounted system that will be located in the Data Center in City Hall, and connected to the existing city-wide network. The server and UNIX operating system is being purchased by the City, and will be configured, installed, operated, maintained and administered by VeroTek. The City will pay a reduced monthly fee for this support based on the standard contract pricing already negotiated. Under the existing contract, the Contractor's central administration staff remotely monitors and administers the existing network system. The new Financial Services Server will be incorporated into this existing support environment, and receive all of the support and Help Desk coverage specified in the original contract. Deliverables Services 7/24 Server and Software availability. Note: There will be monthly system outages scheduled for periodic maintenance on the hardware and software. 5/10 Help Desk coverage (8:00 a.m. to 4:00 p.m.) Data backup, archiving, vaulting and restoration Complete System Administration with monthly reporting System Integrity Provisions - Security and Virus protection Software License monitoring Monthly DASD Management report Annual System Upgrade and Scheduling report Annual Capacity Planning report Integration The following hardware and software will be purchased by the City, and subsequently configured and installed by the Contractor. VeroTek assumes full responsibility to correctly specify, install, configure and operate the system in such a manner as to support the Accounting Software System while meeting the SLA's. Software (Purchased by City) Compaq Configuration and Diagnostic Software Compaq SNMP Management Software Compaq Insight Management Agents Compaq UNIX Support Software SCO OpenServer Base Software SCO OpenServer Licenses SCO OpenServer SNIP License SCO OpenSer,er Development Software Hardware (Purchased by City) Locked Rack Compaq 5500 Rackmount Server 6/200-512 128M RAM Kit 256M RAM Kit 2nd 200Mff-iz-512K Cache Processor Smart-2DH Array Controller (5) 4 3 GB Wide -Ultra Hot -Swap Drives DLT Tape Drive 15; 50 Monitor v-55 APCUPS Service Level Agreements Overview - This document outlines the service levels that are to be met under this contract and how they are to be evaluated to produce an overall monthly performance indicator for the contract. Customer Responsibility - The customer must provide access to the server system and facility in a timely manner in support of these service levels. Problem Classification - The following system will be used to classify the various problems as to severity level for the purposes of outlining response times. Severity 1 - Hardware or Operating software failure that renders the complete system unusable bythecustomer. Severity 2 - An operational failure that renders the system unusable by a group of users but still available for the majority of users. Severity 3 - A problem that reduces capability for one or more customers, but still leaves them operational. Severity 4 - Software incompatibility between two or more packages the customer is attempting to use. May or may not be resolvable. Severity 5 - A known bug in a manufacturers software. Will be resolved in the future with the release of a patch. Server Uptime - Server uptime is the percentage of the time the servers are physically, electrically and operationally performing. The after-hours time the servers are under scheduled maintenance is not included in this calculation. This metric is designed to measure the basic hardware and OS availability of the servers. The metric is calculated by subtracting any Severity 1 downtime from the maximum (24 hours minus scheduled maintenance) possible and dividing by the maximum possible. SC = (Maxtime - Sev l Downtime)/Maxtime SLA = 99°'0 Server Uptime Application Cptime - Application uptime is designed to measure the impact that operating software problems have on individual departments. It targets situations where the server and OS are "Up', but some operational issue makes them unavailable to one or more departments or clients. An example would be a given department running out of allocated disk space. In this case, the server and OS are functioning normally, but the affected department may be unable to utilize the server. The metric is calculated by subtracting Severity 2 downtime from the maximum User -hours, divided by maximum User -hours. User -hours are calculated by the number of id's times l0hrs/dav time 5 days/week. AU = (User -hours - Sev2 Downtime)/User-hours SLA = 95% Application Uptime Problem Resolution - This is a measure of the ability for VeroTek to resolve all Severity 1, 2 or 3 problems in a timely manner, and reporting on status of Severity 4 and 5 in a timely manner. This will be calculated by tracking all calls into the Help Desk and their resolution/scheduling. SLA = 95% of Sev 1-5 problems resolved/tracked within the following schedule Severity Phone Status On Site Resolution/Operational 1 or 2 30 minutes 4 hours S hours • 3 1 hour End of second working av 4 or 5 1 day When manufac carer releases Note: Times refer to business days, hours and minutes Moves/Adds/Changes - /.A/C's represent the `normal" business of system administration, where clients call into the Help Desk requesting new id's. new groups. changes in data storage. etc. SLA = 99% completed within 2 working days after the request. Integrity Audit - VeroTek will perform a monthly audit of System Administration and provide copies to the client. SLA = "PASS" for each month of the contract Performance Grading - The performance of VeroTek will be reviewed '.tilt:: the client on a monthly basis, and assigned a PASS or FAIT based on: "PASS- - Meet or exceed ail SLA's for the month "Marginal- - Fail to meet one of the SLA's "FAIT " - Failure to meet t\vo or more of the SLA's in a given month. Under \ eroTek's quality agreement, the customer may terminate the contract after any month with a -'Fair ,grade or more than 3 "Marginal" grades in the :ast roiling 12 rr.c--"s. Optional Services - Pricing The following prices are included for those customers that wish additional server or desktop support services, provision of work stations or supplemental wiring. These prices represent significant discounts over normal support pricing, and are available only to customers under support contracts. DASD (Additional Disk Space) 2 GB ofFastSCSI for the Small System $100/month/2GB 2 GB of RAID5 for the Large System $500/month/2GB WAN Options Frame Relay, ATM T1/T3 Dedicated Pacific Bell Tariff Servers (Non VeroTek servers) Specialty Servers: CD, Print. Plotter, FAX, etc. $50/month Read -Only Server: WEB, Mmedia 5100/month Gateway No individual admin $200/month Remote Control Server $300/month Small 10's of users $500/month Medium 100's of users $1500/month Large 1000's of users $4000/month Workstations Mid -Level Compaq workstation 5200/month Pentium w/16 MB RAM and 1.2 GB DASD Monitor. keyboard. mouse, floppy Network interface card and W'N95 or NT 4.X This includes the hardware, installation, maintenance, support and replacement with a current unit every 2 years. High Level Compaq workstation $500/month Pentium w/32 NIB RAM and 2.4 GB DASD Monitor keyboard. mouse, floppy CD-ROM drive. sound card and speakers Network interface card and WTN95 or NT 4.X This includes the hardware. installation, maintenance. support and repiacement with a current unit every 2 years. Wiring - Category 5 UTP wiring - Data Only $125/workstation Category 5 UTP wiring - Voice/Data $185/workstation This includes all the wire, labor, w/s outlet, labeling, patch cables and testing. Category 5 Patch Panel - 24 Port $500 This includes the panel and all necessary labor and mounting hardware. Data Hubs - 24 port $1,500 This includes a managed Ethernet hub, installed and tested Technical Services A- Technician on -site (Hardware & Application S/W) S50/hr CNE/MCSE/ASE on -site $75/hr Strategic Consulting $100/hr Training Services On -site instructor and custom training $500/day r; AMENDMENT TO AGREEMENT Tnis Amendment to Agreement is made and entered into this day of September, 1998 between VEROTEK, a California corporation, hereinafter referred to as "VEROTE(", and the CITY OF NATIONAL CITY, a municipal corporation, hereinafter referred to as 'CITY'. RECITALS A. CITY and VEROTEK entered into an a&-r=ment, hereinafter refe.z to as the 'Agreement," on January 21, 1997, for the provision and maintenance of the CITY'S metropolitan area network. B. CITY and VEROTEK desire to amend the Agreement to add Exhibit "C" to the scope of service of the Agreement, providing that VEROTEK'S su000rt for the City's Local Area Network will be extended to cover the City's new Financial Services Server and UNIX Opea±tg System. NOW, = I -REF ORE, in consideration of the mutual bene^t to be derived thereftom, CITY and EROTE K hereby agree to amend the Agreement entered into on Tanuary1997 by adding Exhibit `C' thereto. Said Exhibit "C" is attached to this Amendment as Exhibit "1" and inco7oated herein by reference. With the forezoing exception, each and every term and provision of the Agreement entered into on Sanua-; 21, 1997 shall remain in full force and effect. CITY OF NATIONAL CITY By: George :_. Waters, Mayor Approved as to Form: George H. Eiser, III. City .-Anorev VEROTEK By: By: City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE 4-*Zt- te'- 29 1998 AGENDA ITEM NO. I" ITEM T''TT E RE•LUTION AUTHORIZING PURCHASE OF 800 MHz RADIO EQUIPMENT FROM MOTOROLA. PREPARED BY Lieutenant Mike Iglesias? DEPARTMENT Police Department EXPL A7 �ne p�gPsed resolution would authorize the purchase of 116 additional mobile and portable radios and related necessary accessories for the City's 800 MHz radio system from Motorola. Background The Police Department outlined this planned radio purchase to Council in a staff report at the Council meeting on June 8, 1998. This agenda item tonight implements the final details of that plan. On April, 14, 1992, the National City Joint Powers Financing Authority approved the purchase and installation of a 4 channel trunked 800 MHz radio system at the Police Department. Under the original slow growth Federal Communication Commission licensing provisions for the radio system , the City of National City had 5 years to expand the system to 350 operational units. The 800 MHz radio system is currently loaded with only 164 operational units (mobile and portable radios). Current users of the system include the Police Department, Fire Department and National City Transit. The National City Police Department applied for FCC license renewal in October. 1997. (continued) Environmental Review N/A Financial Statement The cost of the project is $219,438.06. It is proposed than this purchase be made under the terms of the master lease which apoPa'-s elsewhere on your agenda. Account No. .STAFF RECOMMENDATION Adopt the Resolution. BCARD / COMMISSICN RECOMMENDATION A TTACHMENTs (Listed Below) Resolution No a8_ RESOLUTION NO. 98-126 RESOLUTION OF LELE, CITY COUNCIL OF HIE CITY OF NATIONAL CITY WAIVING FORMAL BIDDING REQUIREMENTS AND AUTHORIZING THE PURCHASE OF 800 MHz RADIO EQUIPMENT FROM MOTOROLA WHEREAS, the Police Department has proposed the purchase of 116 additional mobile and portable radios and necessary related accessories for the City's 800 MHz radio system from Motorola, at a cost not to exceed S219,438.06 and WHEREAS, the purchase would benefit non-public safety departments within the City as well as the Police and Fire Departments; and WHEREAS, the purchase will accomplish the following goals: 1. Meet mandatory FCC loading requirements enabling the City's FCC license for 21I 4 trunked 800 MHz frequencies to be retained. 2. Enhance National City's ability to conduct large scale emergency operations and respond to major disasters. 3. Improve National City's ability to conduct communications for large special events; and WHEREAS, Section 2.60.220 (D) of the National City Municipal Code provides that the Purchasing Agent may disperse with the formal bidding procedure when the City Council determines that due to special circumstances, it is to the City's best interest to purchase a commodity or enter into a contact without compliance with the bidding procedure; and WHEREAS, the following special circumstances exist in the present case: 1. The system architecture of the City of National City's 800 MHz Communication System will support the use of Motorola radios only. 2. Motorola sells the types of radios involved in this proposed purchase only directly to the customer and not through other vendors. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City does hereby authorize the Purchasing Agent to execute on behalf of the City a purchase order for the purchase of 800 MHz radio equipment from Motorola. PASSED AND ADOYIED this 22' day of September, 1998. George H. Waters, Mayor Attest: Michael R. Dalla, City Clerk Approved as to Form: ar George H. Eiser, III, City Attorney COUNCIL AGENDA STATEMENT PURCHASE OF RADIO EQUIPMENT PAGE 2 In April, 1998; the National City Police Department was notified by the FCC, that due to the system not meeting loading requirements, it would have to either relinquish two of the four frequencies or request a waiver allowing an additional year to load the radio system to 280 radios. Dr Henry Richter, the Police Department's radio consultant strongly recommended against relinquishing the two frequencies, as it would seriously denigrate the operational capabilities of the system. Dr. Richter was especially concerned about the frequency of busy signals that the Police and Fire Department would have when working joint scenes. Acting upon Dr Richter's advice, the Police Department requested a waiver. On July 16, 1998, the Police Department was notified that a waiver from the FCC had been granted which has extended our license until June 30, 1999 under the provision that the system be loaded to 280 units by that time. Meeting the loading requirements will require the purchase of an additional 116 radios. It must be emphasized that if National City wishes to keep its 800 MHz trunked system, loading the system is not optional. Should the loading requirement not be met by June 30, 1999, the system will lose two frequencies. Proposal Under the proposed Resolution, the majority of this loading requirement would be met by purchasing 104 mobile and portable 800 MHz radios for non-public safety City Departments such as Public Works, Building, Engineering, Park and Recreation as well as the Community Development Commission. The remaining 12 radios needed to meet the loading requirement would be purchased for the Police and Fire Departments. The future addition of other (non-public safety) City Departments to the 800 MHz radio system was intended at the time the system was originally purchased. Talk groups for the various City Departments were programmed into the system at the time it first became operational in 1993. The addition of 800 MHz radios to these other system would essentially replace the existing outdated radio system currently operated by Public Works. Approval of the Resolution will accomplish the following goals. 1. Meet mandatory FCC loading requirements enabling the City's FCC license for all 4 trunked 800 MHz frequencies to be retained. 2. Enhance National City's ability to conduct large scale emergency operations and respond to major disasters. 3. Improve National Cit} s ability to conduct communications for large special events. COUNCIL AGENDA STATEMENT PURCHASE OF RADIO EQUIPMENT PAGE 3 The costs of purchasing the radios under the proposed Resolution are as follows. Item 57 mobile radios and 59 portable radios with chargers S 157,562 Sales Tax S 12,211.06 Freight, Installation and Programming S 29,665 Contingency S 20.000 Total Cost S219,438.06 The proposed Resolution would also authorize the waiver of bidding requirements for the purchase. According to purchasing ordinance 41480, section 12a4, the bidding requirements may be waived "when Council determines that due to special circumstance. it is to the City's best interest to purchase a commodity or enter into a contract without compliance to the bidding procedure. The following special circumstances exist: 1. The system architecture of the City of National City's 800 MHz Communication System will support the use of Motorola radios only. 2. Motorola sells the types of radios involved in this proposed purchase only directly to the customer and not through other vendors. As Motorola is the only qualified vendor capable of providing the S00 MHz radios capable of meeting the needs of the City of National City, it is recommended that Council approve the proposed Resolution waiving the bidding requirements and auhor7 g the City's Purchasing Agent to execute a Purchase Order with Motorola for the purchase. Under the proposed Resolution, the radio equipment purchase would be funded under the City's lease financing mechanism. Approval of this Resolution will enable the city to preserve its 300 MHz FCC license for difficult to obtain frequencies and improve the communications capabilities of the entire City during emergency operations and special events. City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE September 22, 1998 AGENDA ITEM NO 15 1 ITEM TITLE Resolution accepting a proposal from Saulsbury Hill Financial, and authorizing award of a master lease agreement. PREPARED BY EXPLANATION. Brenda E. Hodges, Marylou Matienzo 7h-2 See attached. DEPARTMENT Purchasing Finance Environmental Review Financial Statement See attached. /A 102-409-000-281 )27- Account No TAPE RECOMMENDATION See attached. BOARD/COMMISSION RECOMMENDATION N/A ATTACHMENTS (Listed Below) See attached. Resolution No 43-' .64 COUNCIL AGENDA STATEMENT Meeting Date: September 22, 1998 Item Title: Resolution accepting a proposal from Saulsbury Hill Financial, and authorizing award of a master lease agreement and an escrow agreement. Prepared BY: Brenda E. Hodges Department: Purchasing Marylou Matienzo Finance Explanation: The previous six agenda items have detailed various purchases that need to be made to implement either the proposed new Financial Management software system or the build out of the 800 MHz Public Safety Radio system. This seventh and final agenda item in this series recommends that the method to be used to acquire these systems should be a lease finance mechanism. It would be economically advantageous for the City to consider using a Master Lease Purchase over a Cash Purchase because of the leverage we can derive from the going market rates. Upon signing the Master Lease Agreement, the funds will be released entirely to the city at a borrowing rate of 5.08° o and will immediately be placed in an investment account that could earn an interest rate of 6% until it is fully exhausted. Since the City is currently earning an average of 6% on its available cash funds, it would be to the City's benefit to hold onto our invested cash for continued interest earnings. There would be a better flow of cash management and most importantly, the asset of the technology fund can be stretched out for other future purchases. Request for Proposals were issued for a lease agreement to provide funding for five (5) projects: Financial Management Software (Eden Systems) Utility Billing Software Module (Tresun) Investment Management Software Purchase (SvrtPro) Hardware Purchase. Installation and Configuration (Verotek) 800 MHz Radio System (Motorola) Proposals were solicited from nine (9) companies. netting four 4) responses. Proposals were based on the following assumptions. for the purposes of comparing responses: Lease type: Government paper (not commercial) Length of lease: 5 years Financing- Amount: about SI million Award criteria: Recommendation for award to be based on annual cost/lease rate Factor. and experience in dealing with municipal agencies. All terms and conditions will be reviewed by the Finance Director ,i City Attorney prior to recommendation to City Council for final approval. Fees/Deposits: none will be paid Final rates will be negotiated when the final numbers are known, and the actual lease documents are prepared. The proposal analysis included the company's previous experience dealing with municipal agencies. Although all proposed rates were very close, the proposal received from Saulsbury Hill Financial is preferred, due to previous dealings with them. Saulsbury Hill Financial is the current leaseholder on the Honeywells contract for Public Works, and their representatives have been extremely helpful in the management of that contract, as well as the preparation of this contract. As stated in the RFP, final rates will be negotiated at the time paperwork is prepared. Based on the 31,339,751.00 to be financed, and today's current market rate of 5.08%, the annual debt service is estimated to be at S303,982.68. Term of the lease is five (5) years. Upon Council approval of the attached resolution, the Fiscal Agent, Saulsbury Hill Financial, will draw up final documents and price the final interest rate. Escrow instructions will then be activated and the Fiscal Agent will move the S1,339,751.00, to an escrow account with the City's bank for draw -down by the City in the implementation of these various projects. The proposed Resolution will authorize the executition of a Master Lease between the City and Saulsbury Hill Financial, and as Escrow Agreement between the City, Saulsbury Hill Financial. and the Bank of America. Envir. Review: x N/A Financial Statement: Funds are available in the City's Technology Fund Account 102-409-000-281 Staff Recommendation: It is recommended that the Mayor sign the lease documents, and that authority be given to staff to manage the resulting agreement. Board Recommendation: n/a A ttacnrne ts' Proposal Abstract Protec: Cost Breakdown Lease Documents ,terrns and conditions) Lease Summary from Saulsbury dated );14•08 Resoiut:on Escrow 1nstn 0::ocs C. BRENDA % ord COLNCIL.\-00'S. Lease.coc LEASE RATE PROPOSAL ABSTRACT 9/15/98 GE Capital Municipal Leasing Associates Saulsbury Financial Municipal Services Group Amount: $1 million Lease Term: 5 years Rate Factor 0.219892 0.219896 0.02198963 0.220215 Annual Debt Svc $219,892.68 $219,896.00 $219,896.28 $220,215.14 Annual % Aunt 4.98% 4.98% 4.98% 5.06% Rates MA,, l L k I LASL-: I'WALG I COS I HktAKDOWN 9/15/98 FINANCIAL SOFTWARE PROJECT 800 MHZ PROJECT PROJECTED TOTAL FOR MASTER LEASE ITEM Software Hardware fmining and Consulting Contingency Programming Tax Projected Total for Financial Software Project Hardware Contingency Installation & Programming Tax and Freight Projected Total for 800 MHz Project PROJECTED COST $3881735 $246,000 $55,000 $131,147 $230,000 $69,431 $1,120,313 $157,562 $20,000 $27,915 $13,961 $219,438 $1,339,751 lease-sm 1614 15'" Street — 2'3 Floor Denver CO 80202-1304 FAX (303) 629-7989 VCX (303) 629-8777 Fax Saulsbury Hill Financial To: Ms. Brenda Hodges From: Mr David J. Carnage Fax: (619) 477-1675 Pages: 2 Phone: (619) 336-4360 Date: September 11, 1998 Issuance September 16, 1998 Factor Delivery Re: Lease Gucte CC: File ❑ Urgent x For Review x Please Comment ❑ Please Reply ❑ Please Recycle • Comments: Please excuse my frustration this AM re: your lease. The changes Let me summarize this quote and the assumptions I've made to issue it: Assumptions: Lee: The City of National City, (CA) Lessor: Saulsbury Hill Financial or its assigns Equipment: Per a FAX(es) of the week of 7 September, 1998 FROM Ms. Brenda Hodges for the City of National City, (CA), TO Mr. David J. Clamage for Saulsbury Hill Financial Vendor. Muttiple Equipment Cost: $1,339,751 Lessee Status: Bank Cuaiified - YES Lease Form: Municipal Lease Purchase Agreement; Pre -Payable at Any Time: Cancelable for Non -Appropriation; and, $1 End of Term Purchase Option. Payment Mode: Monthly in ARREARS Term: 5, (Five), Years; 60. (Sixty), Months Rate: 5.08%, (Five and 08/100's percent) Payment: 825.331.89 per month Payment Factor 0.0189079 per Month Other Upon dosing, funds shall be made available to an escrow agent of the Lessee's choosing, (an FDIC Member and Federally Chartered Bank subject to the approval of the Lessor), and pursuant to an escrow agreement of the LP.,.cr1rs choosing. Any Note: Sew emrxr 16. 1998 and all costs of said escrow shall be the sole responsibility of the Lessee; the escrow shall permit 1, (One), draw per calendar month; a $100 per draw fee shall be due the Lessor for multiple UCC-1 filings; and, the Lessee may direct the investment of funds in escrow so long as it shall warrant that at all times all funds, (principal and interest in escrow), shall be vested in insured investment instruments, i.e. U. S. Government obligations and that pertinent tax laws shall, at all times, be complied with, i.e. reinvestment and exhaustion of the escrow account. F+i quotes and rates are sttject to change wits aevaiing market conchae and are contingent won the aecit aporora of tie Lessee. Ths quote does not casatite an approval of any transaction. I hope this information is useful for you and we will look forward to hearing from you very soon with your acceptance of these terms and conditions. By: Name: Title: For the CITY OF NATIONAL CITY • Pace 10:O_•S r MASTER EQUIPMENT LEASE/PURCHASE AGREEMENT This Master Equipment LeasePurchase Agreement i including all exhibits and schedules hereto whether currently in existence or hereafter executed being ::errnarter referred to as the ''.Agreement") dated as of cMasterDaten, and entered into between SALLSBLRY HILL FINANCIAL. or to assigns. a Colorado ?roortetorstup ("Lessor). and «LesseeNamen. a body corporate and politic existing under the laws of the Stare of ,cLessceStaa) ( "Lessee"). ITNESSETH: WHEREAS. Lessee desires to lease from the Lessor certain equipment described in the schedules to this Agreement, ,substantially in the form of Exhibit A treto. that currently ease or arc hereafter execrated from time to time by the parties hereto (such. schedules, whether now or hereafter executed, are hereby incorporated herein and are hereinafter collectively referred to as the "Schedules." and the items of equipment leased to Lessee hereunder, together with all substitutions, proceeds, replacement parrs. repairs, additions, attachments. accessories and replacements thereto, thereof or therefor, arc hereinafter collconveiy referred to as the "Equipment") subject to the terms and conditions of and for the purposes set forth in this greeement: and WIMREAS. the relationship between the parties shall be a continuing one and items of equipment may be added to the Equipment from time to uric by execution of additional Schedules by the parties hereto and as otherwise provided herein: and WHEREAS, Lessee is authorized under the constitution and laws of the State to enter into this Agreement for the purposes set forth herein: NOW. T I -LE Ee`.-GRE. for and in consideration of the premises hereinafter contained the panes hereby agree as follows: ARTICLE I Section 1.01. Definitions. The following terms will have the meanings indicated below unless the cone a dearly requires otherwise: "Agent" means may agent for the Rezistered Owners. if any. to which all or a portion of Lessors amber title and :merest in. to and under the .A=e.. ent and any Schedule or any Equipment may be assigneii for the benefit of the Registered Owners. "Agreement" means this Master Equipment Lease:Purchase Agreement. thcluding the Schedules. the Tax Designators and Certificate as to Arbitrage and my other schedule. exhibit or escrow agreement made a part hereof by the parties hereto. whether currently in existence or hereafter executed together wui any _mendments to the .1..g:eement pursuant to Section 13-06. "Code" means the internal Revenue Code of 1956. as amended. "Commenc.^ent Date' for each individual Schedule. is the date when Lessees obligation to pay rent commences under each such Schedule, which ate :all be the earlier of ii the date on which the Equipment listed in a Schedule is accepted by Lessee in the manner described in Section 5.01 in an Accrothitce 'ort.ricaee substannmily in the form of E:sibt 9 hereto. or id) the date on which surfident moneys to purchase the Equipment listed in a Schedule is depost,•en for .:at purpose with an escrow aged. equipment" means the property listed in each, of the Schedules and all replacements. repairs. restoratons, modificritons and improvements thereof or _ereto made pursuant to Section 3.01 or Article X. Whenever reference is made in this Asztement to Equipment lifted in a Schedule. such reference sal be _tinted to include all such replacements. repairs. restorations, mode :canons and_•nprovements of or to such Equipment. "Event of Default" meats an Evers of Default described in Section 12.01. "Lease Participation Ceufcutes' merits cerifichits evidencing a right to receive a pro :ata share of Rental Payments and Purchase Price Payments. 'Lease Term' for each individual schedule :nears the Cn=Hai Term and all Renewal Terms and for this .A cement means the ?clod from Ste -ate oreof anal this A&ternent is tearanated. "Orient Term" means the period from the Commencement Daze for each individual Schedule until the end of the budget year of Lessee in effect at such :mmenc_ement Date. 'Purchase ?hire' means. itn respect to the Equipment listed on any Schedule. the amount that Lessee may pay to Lessor to purchase such Equrom^. "Reazste ed Owners" 7:1CM1S_ e registered owners of Lease Participation Certificates. "Renewal "..:,s' means the re te•xal terms of each Schedule each having a duration of one year and a [ern coe.Carsive with Lessees budget year "Rental Payments' means the basic re cal payments payable by Lessee under each Schedule pursuant to Section 4 'Schedu:c' melds any sc cduic :o this Agreement, _-ubstanuaily in the form of Exhibits A and A-: hereto. cite: ated from time to Lune by he ---_es 'state' means .he state wn:ch :.essee :s .Vendormeans true mcniaratrizer or the Dipthoment as '.ved as the '._.ens or dealers of the ma maim aver from aytie.^. Lessor purchased or is pu._-ts-th z E.aucmcnt. J c' ART;CLS . Section 2.01. Rsac:e...r ons and Covenants or' '__ysee. Lessee represers.:overuvus and warrants for he of Lessor = u Owners !as hereinafter detincul on !ne date ❑ereot :md as of the Commencement Date of ezc: Schedule as follows: (a) Lessee is a public body corporate ate politic duly orzaruzeo and ensung under the cons.in•'cn = _ :aws of the Sine power and authority to enter :ruo this A3eemnt and the t-msacuons contemplated hereby and to perform all of is obeLo:s -elan.-der. b) Lessee has duly authorized the esecta en and delivery of this Agreement by proper action by as _o•: a ring boo;; at a mem-_z called regularly convened and mended throughout by the requisite ri ore: of the members thereof. or by other ar —.nee :fl :al at rrc.0 requirements have been met mil procedures have occuareu :n order to ensure the 'validity and enforceability of this -fie_-Sett. (ci No event or condition that. constntces. or with the awing of notice or the :apse of tune or both wctud tar =^vie. an Eve_ :. Default masts at the date hereof. (d) Lessee will do or cause to be done as things necessa; to preserve and keep in full force and exec its existence as a body rorc-Y- and politic. !e) Lessee has complied with such public bidding requirements as may be applicable to this Aue_^eu and -he -•-^•,o n r =• Lame of the Eqummem listed on the Schedules that c urendy man. (f) Dunn; the Lease Term, the Euuacmera will be used by Lessee only for the purpose of per o� s e^ a ;over•, n_i proprietary funcons of L'-ssr- consistent with the pe.^.^s,.bie scope of Lessees authorary. (g) Lessee will annually provide Lessor with current 9rtare_i statements. budges. proof of a propr=tin for the mso rig budget 're= and such other firannai tformation relating to the ability of Lessee to corttmne this Agreement as may be requested by Ls (h) Less= has an immediate need for the Eaumment listed on the Schedules that currently ecs and eo-thr s ith-e. of the Eaummnt listed on the Schedules that currently eats. Lessees need for the Equipment is not temporary and Lessee :ryes not einicti the nevi .o: an aem of the Equipment to diminish in the foreseeable futu:_ _eluding the maximum Lease Tern applicable to such _..._ ART:CE :.. Section 3.01. _ease of inners. Upon the execution of each Schedule. Lessor hereby demises. leases and lets :o L;=ec. mid Lessee —_. . `sires from Lessor. the Equeanusra h accordance with this Agreerem and the Sc heouie for such arms of Equipment for the Lease T_._ 7-he _setnna :_- Schedule may be continued. solely a he option of Lessee. at the end of the Cna:ral Tenn or my Renewal Teem for m -d'-ora: Rn:w'a :Terri _ aavunum Lease Teim act for h said Schedule. .At the end of to l:-=tiai :lees and athe end of each Renewal T_..a sntni'-_ hat Stitt Lease T_-- completed Lessee shall be banned to rave exercised is option to aranue this �sant_nuent :or the nem Renewal Term '�rties seise: nail have Agreement pursuant to Seenon 10.01. The to ins and condinons during my Renewal Tenn shall be the same as the : sad :_n._p .s Ourortz that r - except at the Rental ?ay/nerds?ay/nerdssnail be : ; provided in said Schedule. - - -- Section 3.02. Cott:. ton of Lease T----- Lessee intends :o continue the Lease Tenn of each Schenuie _ roukh the :-_.a T__.. me all Terms and to pay the Rental ?e meets thereunder. Lessee reasonably 'believes that eanly available funds In an l ouou sets= err_ -ale =.. ---- dues the entire Lease Tema of race. Sete -Mile can be obtained Lessee farther intends to do ail things lawfully witr^• s -owe- .-, _ ",a which the Rental Payesens ins be :ad:. including making provision for such pay ^rigs to the :rent necessary, in each budget Sr . , _ _ and adopted in accordant: with e iichie provisions of law, to have such porton of the budge or apes oropradcn :ecue t =Silt __ and .o _ _. _.e reviews and mpeais at the eves site peroon of the budget or auuoe—anan request -s not an roved. Section 3.03. T_ . inns to Lessor's Performance ::ride; Schedules. As a ^^--custe to the performance by Lessor o. - of its-c _. - __ - the exec -anon and delivery of y Sannthe. `Lessee shall delver to Lessor the following - -- a) A Mir,—_cpai Ccnitione executed by theClerk. or Se^z : or other comparable or�ca 'Lessee. _: -hater. ----- hereto as Exits .t C.:_ d to the saasfacuon of Lesser. (b) AS. JCLrnCn of counsel to Lessee h substantially the formached hereto as S_. C.0 .�. :S•. .._. �_ _tier->' satisfactory to Lessor. (�) .All ..«e• -ems. including 5nmca seaerets. riff divas...ceea and sim::ar =sr:_..ens. inform :�:_,np . Lessor deems nee 's- or ST°prme aI that time pursua a :0 Section 5.32 !di Such. panes:terns. if my, as are set form :in such Schenul: d. me. .reasonably required by Lessor. This .iaaee eset s not a ._tr.nzunent by Lessor to enter _ .c my Schedule not :'.te:tly :n existence. ma ::ettnzg -- _...... S`.y: impose any obligation upon Lessor :o _nter into any proposed Sc ec.ie. a bema ':: osoco thin whether Lessor n._._ _. _ :_ - dccson solely within Lessors ._scm.-r. Lessee will cooper=e want Lessor in Lessors review of =iv proposed Schenk:. Without iiruuns the fore_e:.z Lessee 'vial provide Lessor - _ documemation or utccrrrac.^. Lessor .:ay request in aormcmon sue; Lessors review of any proposed Schectie. Soon :cv= ..Lino.. nay _ t__.... _- :mutation documentation cons__^_.; the equipment and as contemplated use and 'lochs n and doctmaa entcri or _.for = cn :_n__. o's of Lessee and other masers :eine: to Lesser Section a 1: Rentz- '-y—tits Lesser ;nail promotiv :a. Rental ?avmens, ev-'..stve!a tram !c^2aLs n�iable •".:i -or. e. :. =.e _ —_ Stales of .Amenca to Lessor Pq nt totes i.0 :11 such asnolmis as .a_'SQtreC as t e-ropudaZte S.ne we Lssr snail pay _:sscr a _n . y Roil • ... - '.'. ere by iaw w'h::.::`: er is .eta. _ _lace thee pad on the date sac. p� r.:c-u s iris s _`: vac of ::".'� cc. annum ;: trig nacmum ..air•^: ,c....:n-" 1 .' '_7-LS c ,:`: , Section 4 OZ. Rental ?'^:menus at Constitute a Current E•:gense of Lessee. Lessor and Lessee understand and intend that the obligation of Lessee to pay Rental Payments hereunder shall .onanitute a current expense of Lessee and shall not to any way be construed to be a debt of Lessee a connavennon of any applicable constitutional or statutory limitation or requirement concerning the mention of aciebtedness by Lessee, nor shall anything contained horn constitute a pledge of the general tax revenues. hinds or moneys of Lessee. Section 4.03. RENTAL ?AYMENTS TO BE UNCONDITIONAL. TIM OBLIGATIONS OF LESSEE TO MAKE RENTAL PAYMENTS .AND TO PERFORM AND OBSER'. E =E CTr3� COVENANTS AND .ACGREI FZMENTS CONTAINED H.='RN SHALL BE ABSOLUTEAND UNCONDITIONAL IN ALL EVENTS WITriOL T A.BAT .MEN T. DIMINUTION. DEDUCTION. SET-OFF OR D=NSE., FOR ANY REASON. INCLUDING "3 T /IOU T LIMITATION .ANY F AILLRE O:F THE EQL MENT TO BE DELIVERED OR INSTALLED. ANY DEFECTS. SGiLFUNCI-IONS. BREAKDOWNS CR £ F R IITtES IN T-rrE EQUIPMENT CR AN f ACCIDENT. CONDEMNATION OR UNFORES&=N CIRCUMSTANCES. s.RTC'S=y Section 5.01. Deaver/ 'nsrailauon and Acceptance of Equipment. Lessee shall order the Equipment, cause the Equipment to be delivered and installed at the location speared in the Schedules and pay any and all delivery and installation costs at connection therewith. When the Equipment listed in any Schedule has been delivered and installed. Lessee shall immediately accept such Equipment and evidence said acceptance by execaina and delivering to Lessor an acceptance certtucae in the form attached hereto as Ethibit B. Sermon 2.02. Euovment of Equipment. Lessor shall provide Lessee with quiet use and enjoyment of the Equipment dung the Lease Term and Lessee shall peaceably and quietly have. hold and enjoy the Equipment during the Lease Term, without suit. trouble or hindrance from Lessor. except as otherwise expressly set :pith in this Agreement. No Remitted Owner shall interfere with such quiet use and enjoyment durum the Lease Term so long s Lnsee is not at default under this .eemert Section 5.03. t ocmon: L^wection. Once instilled no item of the Equipment will be moved from the vocation specified for it in the Schedule on which such item is listed without Lessor consent which consent shall not be unreasonably withheld. Lessor shall have the right at ail reasonable tines during regular business hours to enter into and upon the property of Lessee for the purpose of inspecting the Equipment. Sermon 5.04. Use and Stantcnance of the Equipment. Lessee will not install. use, operate or niaint=t the Equipment improperly. 3ciessly, :a violation of any applicable raw or to a manner contrary to that contemplated by this .Agreement. Lessee shall provide all permits and licenses_ if my, necessary for the installation and operation of the Equipment. In addition- Lessee agrees to comply lit ail respects with ail applicable laws, regulations and :'elms of any iesislative, exective. adm:ni_m-anve or 3udinai body, provided that Lessee may contest in good faith the validity or application of any such awn rezuiaaon or :Mina in any reasonable manner that does not, in the amount of Lessor, adversely affect the interest of Lessor in and to the ummein or us interest or n : s under this eemel. Lessee aerees that u wilL at Lessees own cost and expense maintain, preserve and keep the Equipment in good repair and working order. Lessor shall have no responsibility to rnairm rt repair or make improvements or additions to the Equipment. Upon the request of Lessor. Lessee will enter into a maintenance contract for :tie Equipment rani "vendor. Section 5.05. °e^•ai Abatement. Durum any period in which. by reason of mammal. damage or destruction or taken_ under the power or eminent domain for ale to my er.zty thre.nennz the use of such power) or material title defect with respect there to. there S subsannal interference with the use and possession by Lessee of any pan or the Equipment the Rental Payments due hereunder shall be abated in whole or In part. The amount of abatement shall be such that the rernan:r,z rental obii,zstors for a even rental period represents fair censtde:ation for the use and possession of the portions of the Equipment that ae complete and are not affected by such interference. Such abatement shall commence on the date that L ssee's use and possession of ail or a portion of the Equipments re anct.'d because a has not been completed or because of such interference and end on the earlier of the date on which the use and possession thereof if restored to Lessee or the date on which Lessee uses the Net Proceeds of insurance or a condemnation eM end to pay the Rriieai Payments or the applicable Purchase Poice. to the event of my such interference. this Agreement shall continue in full force and erect. Lessee waves the benches of Civil Code Scnons :932(2) and 1933(4) and any and ail other.-iss to terminate this Aereeinept by virtue of any interference with the use mid possession of the cm ut:met. ARTICLE VT Semon 6.01. Title to the E..mpmerte. Upon acceptance of the Equipment by Lessee, title to the Egmpmrt shall item in Lessee subject to Lessors rights under his _. etiu provided that title shall thereafter immediately and without any aeon by Lessee vat m Lessor. aid Lessee shall :mmethater: surrender possession of the Equipment to Lessor, upon (a) any tee anation oI the applicable Schedule other han termmanon pursuant :o Sermon 10.01 or (b) the occuoretice of an Event of Default. It is the intent of the ?aria hereto that any transfer of title to Lessor pursuant to this Sermon shall occur auomaucailly without the necessity of any bill of iafe _= tiacate of title or other instrument of conveyance. Lessee shaiL nevertheless. Mecum and deliver any such instruments ments as Lessor may request to evidence sum Sala -ter. Semen S.) . Seczary thsem sit. To secure the payment of ail of Lessee's obliayors under :his ages_^ere coon the execution of each Schedule. Lessee hereby °i,u.ts tJ Lessor a secitnry =nest :onsacunng a dust lim on the Equipment applicable to such Schedule and on ail addnors. attachments. accessions thereto. subsuranors therefor and prcceers therefrom. Lessee aaees to execute such additional don:me: s. in form sa cs:actor/ to Lessor, winch Lessor deems necessary or appropriate to establish and :..ant= ate sect.-r+ interest and t :e security interest of any ass:ree of Lessor at the Ecui-pent Section. J3. Personal 'Property The Equipment s mid will remain personal orovetr and will not be deemed to be of tied to or a part of the :eai estate on which :t mar oc s.mated, actwit.staicinz hat the Equipment or any cat thereof may be or hereafter become any :,,aver ;Mystically aiLL<cd or machrd to real estate or any bta'cng thereon .noon the request of Lessor. Lessee'.vlll, at Lessees expense. _•rush a 'waver Jf any ;."sera[ al the Equipment from any oar, 'navnz an :Merest ai any :tic:: mezi estate or building. .ARTICLE harts. •Cec "o`er 2ovrt. ne^.tal '.':age_ mq •_tt tit Lessee shad 'Keep the Ectuonme= free of tel evoes, hens and ntc..rom_. ces except hoeZ: ... - .....� .iris.. ......., those .�'cq ,v •_.:5 .�:..Cme^.L roe pS7eS to L�::S .�ee...C^.[ LJrrC^..p:i1C ::13 :C Equipment will be tiara :Cr a ZCVe^. Te^rill .; :'CCr:CruT': purpose of Lessee = n that the. Eamon:era'.vtii : ereSore be [aemot torn all proper:: taxes. .....e ase. possession or acgaiion of the Equipment as never -inns ncter'mu'mcc t.o,c t :a :anion. Lessee 'hail pay when :Sae all :1<Cs nod {over=-CP:ai names :a -A futalt: assesses.' Jr e'nCd as nst Jr 'all.: respect to the Boummet lessee -/.all ay oil and aches Mazes 'ancar:d as Me :SC .inn riturte^an at tIre w...pm C't. _esswc shad pay sac^, taxes or onig:s the same t 7.'7- -.-.r, — _ =C� -r. rasa. mac_ .041P say become due, provided that .nth respect to any such taxes or charges that :nay i:awfully be ?end in uetau_:.ents over a pencil of ;ems. Lmsce s; be to pay oniv ,inch instalments as aec--ue durnz the Lease Term. Secuon 7 02. Insurance. At its own expense. Lessee shall mauttaut ( a) casualty insurance ensurers the Equipment against loss or -amaze ry -7_ and ai other risks covered by the ,ranched extended coverage endorsement then in use us the :tile. and any other :.sks reasonably required by Lessor. an an amount at :rm.-- equal to the then applicable Purchase Price of the Equipment ( b) liability insurance that protects Lessor aunt i:abthry in ail events ;n form a:c anon = saasscm- to Lessor and ec) workers compensation coverage as required by the laws of the State provided char -.'wan Lessors prior •.vneen consent. Le-zez :ray sell thsur iemncl the risks described n clauses (a) and [b). Lessor hereby acknowledges that the Lessee shall self -insure =annst ask described Lessee :nazi Lessor evidence of such self-insurance coverage throughout the Lease Term. The Lessee shall not materially modify or cancel such self-insurce ccvecuze witacut first giving written nonce thereof to Lessor a least 10 days in advance of such cancr'ation or modification. Section 7.03. >d tmcet. In the evert Lessee shall fail to keep the Equipment ent in ;pod repay and •.voriang, order. Lessor may. but shall be =de_ ;c obligation to. maintain and repair the Equipment and pay the cost threof. .AII = ourns so advanced by Lcssor shall constitute additional rem for the then _•t•-em Original. Term or Renewal Term and Lessee covenants and alters to pay such amounts so advanced by Lessor with interest thereon from the due pad at the race of 13% per annum or the rnatamum amount permuted by law, whichever is less. Section 7.04. Rental Irteru;bon and Less of Use aid Occupancy Insurance Lessee shall ma+rrmia or cause to be maintained at its expense _-uzccut_ the Lease Term. insurance against Rental Payment abatement and loss of use of the Ecuoment or portions hereof with coverage equal to the .:ate= tetra Rent Payments payable by less= for any consecutive twelve i 121 month period. The policy shall insure against acaement of Rental Payments paabie by Lessee :sera .= from Lessee's loss of use of the Equipment or any substantial portion thereof and --Fused by any and ail peals either insured or uninsured_ y Such insurance may be maintained in conitmcmon with or separate from any other sinniar insurance canned by Lessee. The Net Proceeds of such ::sue -cc Mall 'ire payable to Lessor us amounts proportionate to Lessee's loss of use of the Equipment said shall supplement the Lessee's applicable Rent Paymtens. :f my. - ma me restoration period in suttee= amount to make Lessor whole. ARTICLE ._ Section 3.01. Carnage. Descumon and Condemnation. If (a) the Equipment or any portion thereof is destroyed- in whole or lit pu or Ere or other casualty or t b) title to. or the temporary use ofthe Equipment or my part SQeor shall be taken tinder the ctmnse or hrea of the. power of _^ cr: domain by any governmental. body or by any person firm or corporation acting pursuant to zove:nmcmai miumay. Lessee and Lessor 74-111 =se Vat �cce�. of any condemnation award or sale under t`•rea of condemnation to be applied to the prompt replacement. :m r. restoranon modi csca o. _ _. re - of into Equipment unless Lessee shall have exconred as option to purchase the Equipment pursuant :o Section :0.01. Any balance of the Net '--_e_ - - . such work has been completed shall be paid to L ee. - - _ For purposes of this Arioc e, the tent -Net Proceeds" hail mean the amount __. ai ring from the =ass proceeds of my :ande^__..n swam __ -� taea of condemnanon after d.educmz ail expenses. including morneys' Lees. LZc_. ; h the codec .on thereof. Section 3.02 'tttfficen_ • of `et Proceeds. If the Net Proceeds tic isaificent :o pay h full the cost of any .r air. resc-_ a. -a«.. = improvement referred to at Secon 3.01. Lessee ;:-Tail ether .a) complete such re^iac_ neat. repair. rerq anon modification or tarovcrnet - curer hereof in excess of the amount of the Net Proceeds. or tbt pursuant to Secuon :0,01 purchsc Lessors interest m the Equipment and any otherthe same Schedule. The amcu t of the Net Proceeds. if my.:emauurn_ after compietra such:epair.:esetanor modification or improve= c: __ Lessors interest at ,he C ,-.pmct shall be :named by Lessee. If Lessee shall .:axe any ;av;Rrus pursuant to this Section. 'tee-_ star_ _, be cent - .- reimbursement therefor frem Lessor nor shall Lessee be entailed to any diminution of the amounts payable tinder Article !ti" ART LE T: Section 9.01 C`.SC_.-_INEa CF w 1gp NT ES. LESSOR MAKES NC WAR-P ; .,T OR R= R=..SEYFATICN. E =_5 = . _ _ -_ TO • ' DESIGN. CONDITION. �tERC:A TABC-IlY CR F ESS FOR ?ART: �:R PURPOSE c---v=c: FOR _E -- __ AS TFts. VALUE. .. w\. C _ CR._ ..-__ _� _: ._- EQUIPMENT. OR WAR_° l' T f W.-:RESPECT 1} ETO. IN NO EVENT SHALL LESSOR RE L:AELE FOR ANY INC;^?=i.. 1o3_'. _77. CONSEQUENTIAL DAM GEE 1 (=CNNECT:C,N' /1TH CR ARISING OLT ;F AGR nENi OR _•-:STZNCE, FL?. Is:- o c. : _: LESSEES USE OF ANY :TE-.L PRODUC7CR SERVICE PROVEDE FOR IN TEE .= R= 'ENT. Section 9.02. Vendors '•Vanices. Lessor hereby irrevocably a 'eonts Lessee as azrt and ao rnev-n-fact dung the Lease _mere :hail not be in default hereundcen to per. from. thin to cane whatever claims and :_=s . including wthen .L-matanon warranties relax.; '.. the. :_ Lessor may have against the Vendor. Lessees sole :reedy for the breach of rich w•a-_..t'.'.tide noficren or representation shall be -.Lee __ o. the Equipment and not against Lessor. Any such matter shall not have any cif= whatsoever on the rights and obligations of Lessor with including the right to receive :nil and timely paymrds hereunder. Lessee expressly acihowiedges :.hat Lessor :.cries. and has made_ no esc ins or whatsoever as as to the existence or the avaiabhty of such wanmtnes by the Vendor of the Eotdprnert. - ARTICLE :•. Section 10.01. Ptrc:ee Conon. Lessee shall. have the spoon top -cr.me Lessors interest in id of the Equipment 'seed n -ny S.=.__de. airmen nouce to Lessor at :east CO :lays -before the date of purchase. a'• the foilowt^_z =aa and upon the follow= terns: -- - a) On the :se of the last Rental Payment set forth tt s;co 5- aedale ,assu-.r such Schedule':as b=n renewed a :he ._- :. ._ Original Term and each Renewal Trent if such Schedule s rail us effect -: sac n '-ay. upon as^^t to Lull of Rental Pa me`_s :e on and the payment of to Coder St 101 to Lessor. b) Ore the Reran Payment Ones succ-ie i th h e Schedules `e-re upon payment an .nd of the Rental Payments then ue -...- ._._ the.::ppi:cable P:rcnese ?rice plus 5:.:0 to Lessor. or ::. a evert of _aostanaan .3aaaze :o or des i on or"^^^3:cn o [ sio<_tffiically ail of the on the day creme= t. _-sees notice :o Lessor or S e.erothe of the -=nee .-pdon upon partners ci roll to Lesser or the Renth.= _ -r= =e-: ..-: under etc: Scedaie a::s r.c the: erp.:crale Ptrn se Price set for.: In_cocetsie. . . IJT'__I.E 7,7 Section 11.01. Assignment by Lessor. Lessors right. tide and interest in. to and under the .==eement or any and ail of the Schedules may be assigned and reassigned in whole or in pan to one or more assignees or tubassignees by Lessor and_ to the =m of its interest. by any Reastered Owner. without the necessity of obtauting the consent of Lesser. provided that (a) any assignment other than an asslgramerd :o or by a Registered Owner. shall not be effective until Lessee has received written notice. stated by tie assignor. of the :hire. addrs and tax :dntusston -_^nbcr of the assignee. and ! b) my assignment to or by a Registered Owner shall not be effective until it is registered on the regislratxun thook.s kept by the .meet . went for Lessee. Lessee shall retain all such notices as a register of all assignees (other than Registered Owners) and shall make all payments to the assignee or asslaices designated to such rester or. in the case of Registered Owners. to the Agent. Lease ?amcmanon Cetnticates may be executed and delivered by the Agent to Registered Owners. if any. Lessee agrees to execuna all documents. including notices of assu rieru and chapel mortgages or manes aiz statements that may be reasonably requested by Lessor or any assignee to protect is interests to the Eiiva ment and in this Ageement and in each Schedule. Lessee shall not n.re the nein to and shall not assert against any assignee or Registered Owner any clarn, counterciaari or other rsht Lessee may have a'sr¢ Le«or Assignments in pan may include without !imitation assignment of all or a portion of Lessor's right. tole and interest in. to and under the Equipment listed an a particular Schedule ma ail mitts in. to and under the Agreement related to such Equipment. The option granted in his Section may be separately exercised Eom time to time with rest = to the Equipment listed h each Schedule. but such option does not permit the Assiaunent of less than ail of Lessor's interests in all of the Equipment listed in a _e Schedule that is at the time subject to this Agreement Lessee hereby agrees that Lessor may. without notice to Lessee sale, dispose, or assign this Agemem or any panic -du Schedule or Schedules of this .Agreement through a certificate of pamcpation ptomain. pool trust limited partnership. or other sanuiar entry, '.vnCery one or more interests lie crewed in this Aaeemcnu. or in the Equipment listed in or the Rental Payments under a particular Schedule or Schedules to this A= Section 1I.02. .assignment mid Subleasing by Lessee. None of Lessees right title and ices i :o and under this Agreement or. any of the Schedules. or in the Equipment may be assigned or encumbered by Lessee for any reason: except that Lessee may riblease all or part of the Equipment if Lessee obtains the prior written consent of Lessor and an opinion of nationally recognized counsel in the area of tax _=....t = apal obligations satisfactory to Lessor that such subleasing will not adversely area the exclusion of the interest components of the Rental Payments gem gross income for federal income purposes. Any such sublease of all or part of the Equipment shall be subject to this :agreement and the rights of the Lessor irt :o aid under this Agreement and the Equipment. ARTTC .E :dI Section 12.01. Evens of Ocfault Dccr:d. An of the following events shall constitute an i. am of Default- under this :lg.-cement: (a; Failure by Lessee to pay any Rental Payment or other payment required to be pad hereunder at the time speared herein: (b) Failure by Lessee to observe and perform any covenant. condition or _--a-t on its panto be observed or performed, other than as refer^d to in subparammh i a) above• for a period of 30 days atter written nonce spec^.-> such faiw: and reaucsuag that it be remedied s given to Lessee by Lessor. unless Lessor shad ogee in. writing to an :idenaort of such brie prior to eaa-aoni provided that if the failure stated in the nonce cannot be corrected within the applicable period Lessor wtil not i.^-.-asorabiv withhold :case tic• :o an extension of such time if corrective action is instituted by Lessee within the appuc hie period and diiizrnuly pursued until the default is c_,_____ (c) Any statement, representation or ary m"rt- by Lessee in or o :o this Ageniei•1 or any Schedule or its execution. deliver: or performance shall prove to have been false. incorrect npsicading or breached toin. manna respect on the dam when made: (d) Lessee shall !is vpiv for or consent :o the mpoinaier,r of a receiver. :mate =stodian or'_cindator of Lessee, or of all or a substantial pan of the assets of Lessee !us be unable. fat or admit = 7 ring its morality to pat us debts as they become due, iiii) make a general assignment for the bene^.t oL a...ttors. (iv) .'rave an order for retief entered ag` t " under 'inpllcabie federal bankruptcy law. or !vl rile a voluntary petition in bankruptcy or a pennon or al answer seeing :eor an'ia 'on or an at^.ae err with reduces or liking advantage of my insolventy law or any answer admitting the mae'ral allegations of a pennon pled against Lessee in any tr. y1"„C'.: eorz z non !or insolvency proceeding; or Ire) An order. judgment or decree snail be entered by my court of corm:vas ' : _,'.Con. min °cling a ?cation or appointing a receiver, trustee instociian or liqu:G7ot or''sve or of all or a substantial part of the assets of Lessee.:n e3.n rase without its apodcsnon_ approval or consent. and ;itch order. judgment or decree shall continue urstayed and in effect for any period of : _ : ssecnna v e davit. - - Section 12.02. Remedies on Default 'Whenever atv Event of Default cuss. Lessor shall have the right a its sole o^ouon without any further demand or notice. :o take one .. .ombunanon of the following remedial steps: (a) 3v wrnn notice to Lessee. Lessor may declare all Rental Paymerm rveal: by Lessee pursuant to such Schedule and other arnounes payable by Lessee under to Schedule to the end of the then current Original Term _, Renewal m to be dun ibs With or without :.raining the Schedule. Lessor many ;he arnmes whn: the Equipment fixed in such Schedule s located and retake possession of such Equipmenten or require Lessee a Lessees expense to promct:•: rlrn my or ail of such Equipment to the possession of Lessor a such plac: within the :;:aced States as Lessor shall veero . and sell or lease stir E:,—uamnent or, for the xcount of Lessee. sublease such Equipment continuing to hold Lessee fable for the difference berween it, the Rental payable by Lessee pursuant to such Schedule and other amounts related to such Schedule of the L npment listed therein that .arc payable 5v Lessee :_r_urc :o the end of the then current Cnginal Term or l as ;re Renewathe case v be. aid ::it, the :ttt proceeds of any such tie. ieur,g or rubie"t_..V- • otter, leducrg '211 .e pcisca of Lessor in exercising us remedies under tens agreement Including without Imitation ail cognises of taking possersich ster.ing reccndcuctung and ceiling or leasing such Egwcmera and ail brokerage. nucaor.cer s and romcv's fens The :xermse Jf any such : em ies : esoc^_,-.z _iv ,ace Event of Default shall not reueve Lessee of my other liabilities unnde the Agreement restates :o my other Sczecaiie or the E . _ -- tined • ..w.: aid Lessor may take whatever aeon a law or in te y—av ¢;pea nec_' t' - _n_sO._ ._ enibroe itscons tinder stic:n Schedule or as the owner of ma;or ail or mn e Edmpt. .. Section l].'33. No R_^ec': _scisoe No ^edv 'reren _ordered anon or r.esei'ved to _es=or o be excave and eve sucm remedy ,nail 5e _^.m.s..,tive mid shall be an facto❑ ever: other remedy ?_ 'tinder '_`.•s .ia-e^erl now ,r `_.___ __ -.e at :V+ sin ecu:ty No rellay or orussron :o exercise ant slaint or power sorting 'iron anv ,lc:roil Mall lunar an,: such nzra or lower or shall be ;o _Groeu be a ">'a':er :`,:'.got. but .0 v such nun or power rrant• x exeresed arvrn ::nine to ^^- Lana 'ay be deemed rocuce . ... entitle _. innsor _.__,. — _...__. orer:ed :a a tent this .abide a snail not be riccessay to give 'on,. zones: Sue. r.CCC as :nay be egtnred = taus Antic:... SCtuon 13.'}r ApPdt.IIlon '( Moneys unity Iitt oNleena tom the exccae of my remedy hereuncer arler all expenses of Lessor J. cxcrn:sm such remedies including without !Mutation all expenSC5 Jr taxing possession. tOrtng retcntllnontrtgg anti scant or ;easily^ Equipment and ail proke.^2. aucuunccrs or attorneys tees) shall be applied as follows: la) If such remedy is exercised solely with respect to a single Schedule. Equipment listed in such Schedule or r4nts uncer Agreement reamed to such Schedule. then to amounts due pursuant to such Schedule and other amounts relaxed to such Schedule or such Equipment ( b ) If such remedy is exercised with respect to more than one Schedule. Equipment lined in more than one Schedule or mutts ^r. the Aereement related to more than one Schedule or Equipment listed in more than one Schedule, then to amounts due pursuant to such Sebeduies :- can. TIr, ^ :ui Section 13.01. Notices. All nouces, certificates or other communicanons hereunder shall be surEanently given and shall be deemed given wede delivered or tnaled by registered mat_ postage prepaid. to the panes hereto a the addresses immediately atter the nanai>res to this Agreement (or a such oche: address as either parry hereto shall ,inip e in wnuing to the other for notices to such patty), to any assigttee at its address as it appears on the resrstraion bocan mamtoned by Lessee or by the Agent and to any Registered Owner at its address as it appears on the :castration books rem , 'ucd by the Agent. Section 13.02. Release and Indemnification. To the extent permitted by law, Lessee shall indemnify, protect. hold har=less. save and sec? Lessor from and against any and all liability. obligation. loss. clam tax and damage whosoever, rxatd!ess of cause thereof. and ail expenses in connection thcawath (including without Limitation. counsel fees and expenses, penalties connected therewith opposed on interest received) arising out of or as (a) result of the ene into of this Agreement, (b) the ownership of any item of the Equipment, (c) the ordering• acquisition. use. operation. condition. purchase. delivery, rcemon. scoters or tenant of any item of the Eq=mnent. Id) or any acndeu tin connection with the operation, use. condition. possession. garage or return of any item of Equipment resulting in damage to property or in}iry to or death to any person. and/or (e) the breach of any covenant here= or any material tmsr-res=ae contained heron. The indemnification arising under this paragraph shall continue in full force and effect notwithstanding the fall payment of all obligations this Agreement or the termination of the Lease Term for any reason. Section 1. Binding Effect. This Agreement shall inure :o the bene t of and shall be '^tin¢ coon Lessor and Lessee an.: their rerpecve successors ann assugrus. Section 1. Severabi.L'cv. In the event any provision of bus .Aueemem ;hail be held invalid or une forceabie by any court of compete t. 1ursdicc= such holding shall not invaiirtnTe or render unenforceable any other provision hereot. Section 13.03. Amendrnems, Chsitses aid Modifications. This .i•_erient niav be attended by Lessor and Less= provided that no 2rneUbtrterl affects the riskits of the Remaered Owners shall be et''ee_ve unless it s hail have been consented :o by the Reamer::: Owners of a masonry. a pr=cpal atnot-. the Lease Partncpation Certificates, if any. then outstanding. Section 13.06. Exec Lion Ln Cou nterpan_. This . e_^^t may be sunuitancousiy executed in several counte^aa. acch of which shall be m and ail of which shad constitute bur one and the same asmirrter:. Section 13.07. Applicable Law MS .seemcaa shoji be governed by and construed in accordance with the laws of the Sate. Section 13.08. Cannons. The captions or headina to :his Ameernent me for convenience only and :.: no way d_L... 'inn or desmibe the scope or intent of any provisions or sections of this . reeme^t IN WITNESS ':y3^.""p.... EC=. Lessor and Lesser have caused this : sipr e t to be executed c :hued nor.= by then _ �: :.ornzed reps-..• es a cf e date first above :wnnert LESSCR) cLa"Sc:..i S.ALISBLRY HILL A.`CIAL, or its assigns. Ey By ,w LSse:Nanio> uLesseeiddre_m> �tLSee'C:R». ':ill seeftatei> �L�enfip» Title Title SEAL; Attest: Sy Tide 62 ENT -EMIT A SCHEDULE CF PROPERTY NO. ,tScheduie Nei Re: Master Equipment LeasaPuirchase .Agreement dated as of ,vMasterDaten. between SALISBLRY HILL FINANCIAL. or its assigns.. as Lessor. aid 4tLesseeNamen. as Lessee. Defined Terns. All terms used herein have the mcaunzs ascribed to then in the above -referenced Master Equipment LeasaPurchase Agreement ' the 'Master Equipment Lease';. Equipment. The following terns of Equipment arc hereby included under this Schedule of the Master Equipment Lease. Ouanuty 3. payment Schedule. Desch -non Serum No. Model No. Location a. Rental Payments. The Rental Payments shall be in such amounts and on such dazes as set forth in the Rental Payment Schedule attached tothts Schedule as Exhibit A-_ Rental Payments shall commence on the date on which die Equipment listed in this Schedule is accented by Lessee as indicated in an Acceptance Cetuficate substantially in the form of Ezhibie 3 to the Master Equipment Lease or the date on which sufficient none S to purchase said Equipment are deposited for that purpose with an escrow agent. whichever is earlier. b. Purchase Pt-ce Schedule. The Purchase Price a any particular time for the Equipment listed in this Schedule shall be the amount Set forth for such nine in the -Purchase Price column of the Rental Payment Schedule conramed in this Schedule. The Purchase Price is in addition to ail Rental Payments then due under this Schedule (including the Rental Payment shown an the same line in the Rental Payment Schedule). ). i. Representations. Warranes aid Covenants. Lessee hereby represents. warrants and covenants that as representatons. "mi„mes aid covenants set forth m the ?= esmeat are tree aid correct as hough made on the date of commencement of Rental Payments on this Schedule. 5. Certification as to Arbitrage. Lessee hereby represents as follows: a The estimated total costs of the Equipment listed in this Schedule le •.vtil not be less than the total ?anepel Portion of the Rental Payments listed in this Schedule. b. d. f. The Equipment Listed in this Schedule has been ordered or is expected to be ordered w, thin six months of the commencement of this Schedule and the=gu:pme n is expected .o be delivered and installed_ and the Vendor fully ?and. within one year from the commencement of 'Ms Schedule. Lessee has not ated or established, and does not expect. to creme or establish. my sinking fund or other similar fund (ii that is reasoriably expected to be used _o pay the Rental Payments listed in this Schedule. or (Li) that may be used solely to prevent a derartli in the payment of the Rental Payments listed m this Schedule. The Equipment Listed at this Schedule has not been and is not expected to be sold or otherwise disposed of by Lessee. either n whole or n major part prior to the :ash mammy of the Rental Payments listed it this Schedule. To he best of ou inowie^..ze. information and belief. the above expectations are reasonable. Lessee has not been notified of pry Listing or proposed listing of it by the Internal Revenue Service as an issuer whose arburage certificates may not be relied upon 5. The Master Egniprnent ease. This Schedule is hereby made as part of the Master Equipment Lease and Lessor and Lessee hereby ratify aid confirm the Master Equipment Lease The terms and provisions of the Master Equipment Lease I other than to the extent that they relate solely to other Schedules or Equipment bsted on other Schedules) are hereby ncprorated by reference and made a pan hereof 7 Tax Desummicrs and C„vc=._c and Cr.ra cafe as to Arbu.^_ze. Lessee wail comply with ail applicable provisions of the Code. nchding without limt.ation Sections 103 and :43 the .. and the applicable regulations of the Treasm-i Depati_ttent to maintain the exclusion of the interest cotsrrens of Rental Payments from gross income for purpcses of federal =come tooranon. Lessee will use the proceeds of this Sc:. Buie as soon as practicable and with ail reasonable dispatch for the purpose for which this Schedule has been catered into. No pat of the proceeds of this Schecu e mad be uayesteo t1 any securuies. obi19-wrcns or other mve$itents or aSea at any one. directly or inoirecti'v. n a manner which. if such use had been :easonaciv lancpated on the dote of issuance of this Schedule. would have caused my ;orison of this Schedule :o be or become 'arbitrage bonds" within the meaning of Section 133t bit 2; or Section i43 of the code aid the atrphcable rezuianons of the Treasury Deportment. (k) Lessee heeoy zsls.taies Lhe -._ree^et as a ' limited tax-exempt ooit,ator.' as defined n Section =55(bu 3)(31 of the Code. T:c aggrezze ;ace amount of all tax-exempt abtrzntcrs _xcl cirz ^-gate acivtty bonds other :awn qualified 501( cx 31 bonds) issued or to be issued by Lessee and elI subordinate entities thereof durss the Issuance s not trsonuoly expected no exceed S 0.0{ID4:00 Lesser: end ail -uoordtnae eieues thereof will not isRue n excess of S10.000.000 of quaiitsed :in -exempt aaueaners including the Agreetnem btu to:LuGng ornate a-tvhty bonds other than quail r=ed f01(c 131 'bones, dung Lhe Issuance Year without rut oo aimhz inopinion of -aaonaily .ecorruzed counsci in the act of :ax-exempt niuruepal obhgaions acceptable :o Lessor tha the desgrson of the .\zre_—ent as a '_ - -.,.:ax-enemtit obligation.vul not be adverse:: y,.ned. (l) Lessee represents and Yvan -ants that it is a governmental unit under the laws of the State wan general tamtz ,powers the Agreement is not a pnvate activity bond as defined in Seaton 14 t of the Code 9594, or more of the net proceeds of the Agreement will be used for ioval governmental =vines of Lessee, and the aggregate face amount of all tax-exempt obhganons (other than. private amvtty bonds) issued or to be issued by the Lessee and ail subordinate entitles thereof during the Issuance Yea s nix reasonably expected to exceed 55.000,000. Lessee and all subordinate entitles thereof will not issue in excess of 55.000.000 of tax- exempt bonds (including the Agreement but excluding private atsvity bonds) during the Issuance Year •wuhotu first ottani:ng at opunon of nationally recognized counsel in the area of tax-exempt mumcal obligations acceptable to Lessor that the exciudabtiny of the ;:.tercet on the as eenem dam grcss income for federal tax purposes will not be adversely affected. Dated. (LESSOR) (LESSEE) SAL SBLRY rE.L FrNANCLAL- or its assigns. “Lesse-_tiames (t.esseeAddress) uLessceClsb, aLn.s Stahl) itLesseeZIp» By By Title Title (SEAL) Attest: Sc-Li3-1_S8 08t _. By Title C303) 5 9--?E 9 c-- EXBIBrr .a-2 RE`tT.LL PAYMENT SC:-41.'L.:1 LESSEE «LCSSeeName» 3v Title 9-44 —_7—'cc9 %irc:_ c7- P. 10 EXHIBIT B T.. C` C' T,i CATZ SAULSBURY HILL FINANCIAL. or as assigns. 4111 East 37th Street North Wichita. KS 6 =0 Gentlemen: Re. Schedule of Property No. “Schedule Non, dated, u<ScheduleDaa to .Mauer Equipment LeasePorc;ase A reemeru. dated as of abtastcDarn. betwect SALISBURY HILL FINANCIAL. or us assnarns. , as Lessor. and «LesseeNamen, as Lessee. In accordance with the Master Equipment LeaseePurchase Agreement (the "Agecment"). the undersigned Lessee hereby certifies and represents to. and nrle.s with Lessor as follows: (1) All of the Equipment (as such term is defined in the Agreement) listed in the above -referenced Schedule of Property (the 'Schedule') has delivered installed and accepted on the date hereof (2) Lessee has conducted such inspecon and/or testing of the Equipment listed in the Schedule as it deems necessary and approonae and hereby acknowledges that u accents the Eauumnem for all purposes. (3) Lessee is currently maimainng the ¢tsuruace coverage required by Section 7.02 of the Agreement. (4) No event or condition that cosurses. or with notice or lapse of time. or both would constituute, a Event of Default (as defined in the : ge^ers) eacats at the date hereof. Date: [SE..LI LESSEE. «LesseeNana) Bv. Title: 10= EF— Lei— L t78: _ 1 c:a: 52S'— S8 P.-- EXHIBIT C C7 T IFIC.ATEE OF CLEF-T.: CF. SECRETARY OF LESSE I. the undersigned. do hereby cerufv (i) that the officer of Lessee who executed the foregoing .Agreement of behalf of Lessee and whose genuine signature appears thereon. is the duly qualified and acnng officer of Lessee as stated beneath his or her signature and has been atuhonzed to execute the foregoing .greemem on behalf of Lessee. and di) that the budgct year of Lessee is from to Dated: 114-= E7-10-_cc �9t-- Title: P. EXHIBIT D To be printed on Aaomcy's letterhead) S.ALI.SB(.RY iraLL FINANC:AL. or its assi2ns. 41ll East 37th Street North Wichita. KS 57.=() Re: Schedule of Property No. "Schedule_No”. dated ,<ScheduicDaten, to Master Equipment LeaseP'irchase .-.m_-e:.ero dated s of -.1a.v.erfinte., between SALLSBLRY HILL FiNA.NC:.AL. or us assigns.. as Lessor. and “LcsseeNarnm as Lessee. Gentlemen: As legal counsel to aLesseeName,.. (the "Lessee"). I have examined (a) an executed counteenart of a c_:arn Master Equpmeru _ease?--=e .Aeement dated as of uNlasterDaten, and Exhibits thereto by and between SALISBLRY :o.II.L FINANCIAL, or its assigns. (the Lessor ( and “Laze Nacre •''.e "Agreement") and Schedule of Property No. “Schedule No,. dated “ScheduleDate» by and between Lessor and Lessee :the 'Schedule"). wmd:..—onz _ things. provides for the lease to with option to purchase by the Lessee of certain -property listed in the Schedule ( the 'Equipment"). (b) an executed _c of the ordinances ar resoluaons of Lessee which. among other things. authonzes Lessee to execute the Agreement and the Schedule and (c) such otter documents and matters of law as I have deemed necssa, tit connemon with the following opuuons. Based on the foregoing I am of the following opinions: (I) Lessee is a public body corporate and politic duly on_auzed and a cls.atg under the laws of the State. mid has a subvaital amount of follow-cu., sovereign powers: (a) the power to tax. (b) the power of eminent domain. and (c) police power. ('_) Lessee has the requisite power and authority to tease the Equipment with an option to purchase mid to ex oue aid deliver the .;gee -en: and Schedule and to perform its obligations under the Agreement and the Schedule (3) The .Agre_e nem. the Schedule and the other documents either attached thereto or required therein have been duly authonesd. avu,oved sod er_thed and on behalf of Lessee and the A.geement mid the Schedule are valid mid binding obligations of Lessee enforceable in accordance with their r rms (3) The aitttonsioat approval and execuaon of the A-neenem and the Schedule and ail other proceedings of Lessee re to to the rrhse.m..._:_ :onte:npiated thereby have been perforated in accordance with all open meeting laws. public bidding Laws and ail other mplicabie state or fri--rni and (5) There s no :roc_"_ -dine pending or threatened in any court or before any governmental authority or rnition board or sbunal that. _ -...._ det.. mined, would adversely arfen the traisacions contemplated by the : _eemert or the Schedule or the se oxocy ;inters of Lessor or as �-'- s — case may be. in the Equipment. All cstaiizer terms herein^, shall have the same -teaming as in the foregoing. Agreement unless otherwise orovtded herr = -Lessor. and - assigns. uoc!uai. z ww.ouu .inatanon any R e+stered Owners. and any counsel rend_n g an opinion on the tax-ex:mi: sages of the i ie.--st :empone in of Payments. me en,.__c :o rely on this 000r:on. Printed Name: Sig-um:re Finn: Dined_ Address: Telephone No.: ESSENTIAL USE, SOURCE OF FUNDS CERTIFIC.-ATE «LesseeName» «Lessee.Addr ess» «LesseeCitv,». «LesseeS tate» «LesseeZip» Re: Master Equipment Lease.'Purchase Agreement dated «MasterDate», Schedule of Property No. «Schedule Flo» dated «ScheduleDate» This certificate confirms and affirms that the Equipment described in the Agreement referenced above is essential to the functions of the Lessee or to the services Lessee provides its citizens. Further, Lessee has an immediate need for, and expects to make immediate use of, substantially all such Equipment. which need is not temporary or expected to diminish in the foreseeable future. Such Equipment will be used by Lessee only for the purpose of performing one or more of Lessee's governmental or proprietary functions consistent with the permissible scope of its authority. 1. Is the Equipment new. upgrade, additional or replacement? 2. If replacement how old is the existing equipment? 3. Please fully explain the use of the Equipment including any specific depar'nent which may be its primary user. 4. If the Equipment is computer hardware or software. on what hardware will the software run and is the existing hardware owned or being leased? From which fund will lease payments be made? 134-4 __0�. CZas 2. P. 6. Will any loan or cant monies be used to make lease payments? Lessee expects and anticipates adequate funds to be available for ail future payments or rent due after the current budgetary period. Sisnature: Name: Title: wrIledock.calabart V 1 '96 e1S:1`. 1444 C70.3) o29-7E89 9% ESCROW AGREEMENT This Escrow Agreement, Dated as of , 19 by and among ("Lessor'), , ("Lessee"), and Bank, a national banking association with a corporate trust office in City, State, as Escrow Agent (the "Escrow Agent"): In consideration of the mutual covenants and agreements herein set forth, the parties hereto do hereby covenant and agree as follows: 1. This Escrow Agreement relates to and is hereby made a part of the Equipment Lease Purchase Agreement (the "Lease"), dated as of the date hereof, between Lessor and Lessee. 2. Except as otherwise defined herein, all terms defined in the Lease shall have the same meaning for the purposes of this Escrow Agreement as in the Lease. 3. Lessor, Lessee and the Escrow Agent agree that the Escrow Agent will act as sole Escrow Agent under the Lease and this Escrow Agreement, in accordance with the terms and conditions set forth in this Escrow Agreement. The Escrow Agent shall not be deemed to be a party to the Lease and this Escrow Agreement shall be deemed to constitute the entire agreement among Lessor, Lessee, and Escrow Agent. 1. There is hereby established in the custody of Escrow Agent a special trust fund designated (the "Acquisition Fund") to be held and administered by the Escrow Agent in trust for the benefit of Lessor and Lessee in accordance with the Escrow Agreement. 5. (a) Lessor shall deposit in the Acquisition Fund. Moneys held by the Escrow Agent hereunder shall be invested and reinvested by the Escrow Agent upon order of a representative of Lessee in Qualified Investments (as hereinafter defined) maturing or subject to redemption at the option of the holder thereof prior to the date on which it is expected that such funds will be needed. Such investments shall be held by the Escrow Agent in the Acquisition Fund, and any interest earned on such investments shall be paid to Lessee. (b) The parties recognize and agree that the Escrow :agent will not provide supervision, recommendations or advice relative to either the investment of the Acquisition Fund or the purchase, sale, retention or other disposition of any Qualified Investment. The Lessee warrants that the investments directed to be purchased by the Escrow Agent pursuant to this paragraph 5 are Qualified Investments as defined in paragraph 6 of this Escrow Agreement. The Lessee will give at least ten (10) business days advance notice for the purchase of Lnited States Treasury Obligations -State and Local Government Series time.'demand deposit securities. (c) Any loss or expense incurred from an investment will be borne by the Acquisition Fund. If the Escrow Agent does not receive directions to invest the monies held in the Acquisition Fund. its only obligation with respect to the Acquisition Fund shall be to hold it or deposit uninvested without liability for interest or other compensation to either party. (d) The Escrow Agent is hereby authorized to execute purchase and sales of Qualified Investments through the facilities of its own trading or capital markets operations. The Escrow Agent shall send statements to each of the parties periodically reflecting activity for the Escrow Account for the preceding month. 6. "Qualified Investments" shall be defined for purposes of this Escrow Agreement as follows: (a) For Leases not qualified for the arbitrage rebate exception for small governmental units under Section 148(f)(4)(C) of the Code, "Qualified Investments" means. to the extent the same are at the time for investment of the funds being invested: (i) United States Treasury Bills or United States Treasury Notes traded on an open market or issued directly by the United States at a yield not exceeding % per annum . , United States Treasury Obligations - State and Local Governmental Series time deposit securities with a yield not exceeding % per annum, (iii) obligations the interest of which is not includable in the gross income of the owner thereof for federal income tax purposes under Section 103 of the Code and which are rated AA or better by Standard & Poors Corporation or Aa or better by Moody's Investors Service, Inc., (iv) shares of qualified regulated investment companies which distribute exempt -interest dividends within the meaning of Section 852 of the Code and which are rated AA or better by Standard & Poors Corporation or Aa or better. by Moody's Investors Service, Inc. (tax-exempt mutual funds), (v) United States Treasury Obligations - State and Local Government Series demand deposit securities, or (vi) The Bank Money Market Fund or such other fond as agreed to by the Lessee. Lessee does hereby direct and authorize Escrow Agent to purchase the Qualified Investment listed in subparagraph (vi) above if the Lessee does not direct Escrow Agent in writing other.._e. (b) For Leases qualified for the arbitrage rebate exception for small governmental units under Section 148(f)(4)(C) of the Code, "Qualified Investments" means to the extent the same are at the time iezaai '- investment of the funds being invested: (i) direct general obligations of the United States of America: (ii obligations, the timely payment of the principal and interest on which is fully and unconditionally guaranteed by the United States of America; (iii) general obligations of the agencies and instrumentalities of the United States of America acceptable to Lessor, (iv) certificates of deposits, time deposits or demand deposits with any bank or savings institution including the Escrow Agent or any affiliate thereof, provided that such certificates of denssit- time deposits or demand deposits, if not insured by the Federal Deposit Insurance Corporation or the Federal Savings and Loan Insurance Corporation, are fully secured by obligations described in (i), (ii) or (iii) above_ ar repurchase agreements with any state or national bank or trust company, including the Escrow Agent or any affiliate thereof, that are secured by obligations of the type described in (i), (ii) or (iii) above, providedt Bch collateral is free and clear of claims of third parties and that the Escrow Agent or a third parry acting so q'.•_: a agent for the Escrow Agent has possession of such collateral and a perfected first security interest in suclo collateral. 7. Moneys in the Acquisition Fund shall be used to pay for the cost of the acquisition of _e Equipment. Payment shall be made from the Acquisition Fund for the cost of acquisition of part or all upon presentation to the Escrow Agent of one or more properly executed Payment Request and Acceptance Certificates, a form of which is attached hereto as Exhibit A. executed by Lessee and approved by Lesser. together with an invoice for the cost of the acquisition of the Equipment for which payment is requested and a written approval by Lessor of the Vendor to be paid. 8. Concerning the Escrow Agent. Notwithstanding any provision contained herein to the contrary, the Escrow Agent- including its Aegis_ directors, employees and agents. shall: (a) not be liable for any action taken or omitted under this Escrow Agreement so long as it shall acted in good faith and without gross negligence: and shall have no responsibility to inquire into or deter the genuineness. authenticity, or sufficiency of any securities. checks, or other documents or instruments su rimed to it in connection with its duties hereunder: (b) be entitled to deem the sigmatories of any documents or instruments submitted to it ,erennder being those purported to be authorized to sift such documents or instruments on behaif of the parties here::. =n_ shall he entitled to rely upon the genuineness of the si_*ramres of such signatories without inqurr. and requiring substantiating evidence of any kind: (c) be entitled to refrain from taking any action contemplated by this Escrow Agreement in the event that it becomes aware of any disagreement between the parties hereto as to any facts or as to the happening of any contemplated event precedent to such action; (d) have no responsibility or liability for any diminution in value of any assets held hereunder which may result from any investments or reinvestment made in accordance with any provision which may be contained herein: (e) be entitled to compensation for its services hereunder as per Exhibit B, which is attached hereto and made a part hereof. and for reimbursement of its out-of-pocket expenses including, but not by way of limitation, the fees and costs of attorneys or agents which it may find necessary to engage in performance of its duties hereunder, all to be paid by Lessee, and the Escrow Agent shall have, and is hereby granted, a prior lien upon any property, cash, or assets of the Acquisition Fund, with respect to its unpaid fees and nonreimbursed expenses. superior to the interests of any other persons or entities, and shall be entitled and is hereby granted the right to set off and deduct- any unpaid fees and/or nonreimbursed expenses from amounts on deposit pursuant to this Escrow Agreement. (f) be under no obligation to invest the deposited funds or the income generated thereby until it has received a Form W-9 or W-8, as applicable, from each of the parties hereto, regardless of whether any party is exempt from reporting or withholding requirements under the Internal Revenue Code of 1986, as amended; (g) be, and hereby is, jointly and severally indemnified and saved harmless by the parties hereto from all losses. costs, and expenses. including attorney fees which may be incurred by it as a result of its acceptance of the Acquisition Fund or arising from the performance of its duties hereunder, unless the Escrow Agent shall have been adjudged to have acted in bad faith or to have been ,grossly negligent, and such indemnification shall survive its resignation or removal, or the termination of this Escrow Agreement until extinguished by any applicable statute of limitations: (h) in the event any dispute shall arise between the parties with respect to the disposition or disbursement of any of the assets held hereunder, be permitted to interplead all of the assets held hereunder into a court of competent jurisdiction_ and thereafter be fully relieved from any and all liability or obligation with respect to such interpleaded assets. The parries further agree to pursue any redress or recourse in connection with such a dispute. without making the Escrow Agent a parry to same; (i) only have those duties as are specifically provided herein. which shall be deemed purely ministerial in nature. and shall under no circumstance be deemed a fiduciary for any of the parties to this Escrow Ageernent. The Escrow Agent shall neither be responsible for, nor chargeable with, knowledge of the terms and conditions of any other agreement instrument or document between the other parties hereto, in connection herewith including, without limitation. the Lease referred to in the preamble or the body of this Escrow Agreement. This A 'eement sets forth all matters pertinent to the escrow contemplated hereunder, and no additional obligations of the Escrow Agent shall be inferred from the terms of this Escrow Agreement or any other Agreement. IN NO EVENT SHALL THE ESCROW AGENT BE LIABLE. DIRECTLY OR INDIRECTLY, FOR ANY (i) DAMAGES OR EXPENSES ARISING OCT OF THE SERVICES PROVIDED HEREUNDER, OTHER THAN DAMAGES WHICH RESULT FROM iT-i'E ESCROW AGENT'S FAILURE TO ACT IN ACCORDANCE WITH T: REASONABLE CONLIIERCL-JL. STANDARDS OF THE BANKLtiG BUSINESS. OR (ii) SPECIAL OR CONSEQUENTIAL DAMAGES. EVEN IF THE ESCROW AGENT HAS BEEN ADVISED OF TIE POSSIBILITY OF SUCH DA\L-\GES: (j) have the right but not the obligation. to consult with nationally -recognized counsel of its choice and shall net be liable for action taken or omitted to be taken by the Escrow Agent either in accordance with the advise of such counsel or in accordance with any opinion of counsel to Lessor addressed and delivered to the Escrow Agent: (k) have the right _o perform any of its duties hereunder through agents. attorneys, custodians or nominees: and (1) shall not be required by any provision of this Escrow Agreement to expend or risk its own funds in the performance of its duties if it shall have reasonable grounds for believing that repayment of such funds is not reasonably assured to it. Any banking association or corporation into which the Escrow Agent (or substantially all of its corporate trust business) may be merged, converted or with which the Escrow Agent may be consolidated, or any corporation resulting from any merger, conversion or consolidation to which the Escrow Agent shall be a party, succeed to ail the Escrow Agent's rights, obligations and immunities hereunder without the execution or filing of any paper or any further act on the part of any of the parties hereto, anything herein to the contrary notwithstanding. 9. Tax Matters. a) Reporting of Income: The Escrow Agent shall report to the Internal Revenue Service, as of each calendar year-end, all income earned from the investment of any sum held in the Escrow Fund against Lessee. whether or not said income has been distributed during such year, as and to the extend required by law. b) Preparation and Filing of Tax Returns: Any tax returns required to be prepared and filed will be prepared and filed by Lessee with the Internal Revenue Service in all years income is earned, whether or rot income is received or distributed in any particular tax year, and Escrow Agent shall have no responsibility for the preparation and/or filing or any tax return with respect to any income earned by the Acquisition Fund. c) Payment of Taxes: Any taxes payable on income earned from the investment of any sums held the Acquisition Fund shall be paid by Lessee, whether or not the income was distributed bv_ the Escrow Agent any particular year. 10. The Acquisition Fund shall terminate upon the occurrence of the earlier of (a) the presentation of a proper Payment Request and Acceptance Certificate with the portion thereof designated "Final Acceptance Certificate" properly executed by Lessee, or (b) the presentation of written notification by the Lessor. or if the Lessor shall have assigned its interest under the Agreement, then the assiQ'tees or subassignees of ail of Lesson's interest under the Lease or an Agent on their behalf, that an Event of Default has occurred or that Lessee nas terminated the Lease pursuant to Section 3.03 of the Lease. Upon termination as described in clause (a) of taus paragraph_ any amount remaining in the Acquisition Fund shall be used to prepay the principal component :_ Rental Payments unless Lessor directs that payment of such amount be made in such other manner directed by Lessor, that_ in the opinion of nationally recognized counsel in the area of tax-exempt municipal obiigatior_ satisfactory to Lessor, will not adversely affect the exclusion of the interest components of Rental Payment,: =-m gross income for federal income tax purposes. If any such amount is used to prepay principal. the Schedule if Rental Payments appearing as Exhibit B to the Lease shall be revised accordingly as specified by Lessor. Upon termination as described in clause (b) of this paragraph, any amount remaining in the Acquisition Fund shay: immediately be paid to Lessor or, pro rata. to any assignees or subassignees of Lessor. 11. The Escrow Agent may at any time resign by giving at least 39 days written notice to Lessee and Lessor. but such resignation shall not take effect until the appointment of a successor Escrow Agent. The substitution of another bank or trust company to act as Escrow Agent under this Escrow .-Agreement may occur -Y_ written agreement of Lessor and Lessee. In addition_ the Escrow Agent may be removed at any time, with :- without cause. by an instrument in writing executed by the Lessor and Lessee. In the event of any resimat:— at - removal of the Escrow Agent a successor Escrow Agent shall be appointed by an instrument in writing exec_.ed by Lessor and Lessee. Such successor Escrow Agent shall indicate its acceptance of such appointment by an instrument in writing delivered to Lessor. Lessee, and the predecessor Escrow Agent. Thereupon such succe_sor Escrow Agent shall. without any further act or deed. be fully vested with ail the trust. powers_ tights_ duties -na obligations of the Escrow Agent under this Escrow Aereement. and the predecessor Escrow Agent shall all moneys and securities held by it under this Escrow A3eement to such successor Escrow Agent. 12. The Escrow Agent incurs no liability to make any disbursements pursuant to the Escrow A'eement except from funds held in the Acquisition Fund. The Escrow Agent makes no representations _r warranties as to the title to any Equipment or as to the performance of any obligations of Lessor or Lessee. In the event the Escrow Agent becomes involved in litigation by reason of the administration of the Acquisition Fund, it is hereby authorized to deposit with the appropriate Clerk of the Court, in which the litigation is pending, any and all funds, securities or other property held by it pursuant hereto, less its reasonable fees, expenses and advances, and thereupon shall stand fully relieved and discharged of any further duties regarding the Acquisition Fund. Also, in the event the Escrow Agent is threatened with litigation by reason of this Escrow Agreement regarding the Acquisition Fund, it is hereby authorized to file an interpleader action in any court of competent jurisdiction and to deposit with the Clerk of such Court, any funds, securities, or other property held by it, less its reasonable fees, expenses and advances, and thereupon shall stand fully relieved and discharged of any further duties regarding the Acquisition Fund. 13. Notices. Any notice, consent or request to be given in connection with any of the terms or provisions of this Escrow Agreement shall be in writing and be given in person, by facsimile transmission or courier delivery service or by mail, and shall become effective (a) on delivery if given in person, (b) on the date of delivery if sent by facsimile with receipt confirmed by telephone or by courier delivery service, or (c) four business days after being deposited in the mails, with proper postage prepaid for first-class registered or certified mail. Notices shall be addressed as follows: (i) if to Lessor: (ii) if to Lessee: (iii) if to the Escrow Agent: Attention: Fax Number: ( ) 14. In the event any provision of this Escrow . cement shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. 15. This Escrow -Bement may not be amended except by a written instrument executed bv_ Lessor. Lessee and the Escrow Agent. 16. Governing- Law. Counterparts. This Agreement shall be construed in accordance with the laws of the State of California. It may be executed in several counterparts, each one of which shall constitute an original and all collectively shall constitute but one instrument. IN WITNESS WHEREOF, Lessor, Lessee and the Escrow Agent have caused this Escrow Aereement to be executed by their duly authorized representatives. Lessor Lessee By: By: Title: Title: Escrow Agent By: Title: w:; kfc/doci escrows-INT-ict 1-9-98 Exhibit A Escrow Agreement Payment Request and Acceptance Certificate T. and RE: Acquisition Fund established by the Escrow Agreement dated The Escrow Agent is hereby requested to pay from the Acquisition Fad to the person or corporation designated below as Payee, the stet set forth below in payment of a portion or all of the cost of the acquisition of the equipment described below. The amount shown below is die and payable under the invoice of the Payee attached hereto with respect to the cost of the acquisition of the equipment and has not formed the basis of any prior request for payment. The equipment described below is part or ail of the "Equipment' listed in Exhibit A to the Equipment LeasuPa'chase Agreement (the "Agreement'). O' uantity Payee: Payee's Federal ID Number: Serial Number/Desciwdon: Amount: Lessee hereby certifies and represents to and agrees with Lessor as follows: ' 1) The equipment described above has been delivered installed and accepted on the date hereof "_) Lessee has conducted such inspection and/or testing of said equipment as it deems necessary and appropriate and hereby aclmowledges that it accepts said equipment for all purposes. 3) Lessee is currently mainrvining the insurance coverage required by Section 7.02 of the Agreement 4) No event or condition that constitutes, or with nonce or lapse of time or both would constitute, an Eve= of Default (as such term is defined in the Agreement) exists at the dale hereof Dated: Approved: essor Luc LESSEE By Title FINAL ACCEPTANCE CER11i'1CATE I T'F-75 CECTTICATE 'S TO BE Et. CL'r ONLY 'Fptt't ALL EQUIPMENT HAS B J AC, Ll ItL) The ,mdem shed hereby certifies that tie ecwoment described above. together with the egniomem described in and accepted by Payment Request and Acceptance Certificates ev,ously tiled by Lessee with the Leccor purraam to the As eement constitutes all of the Eoutomear suotect to the Agreement. 'led' L SSEE By Tale Exhibit B Escrow Agreement (Escrow Agent Fee Schedule) to tallow The Escrow Agent shall be entitled to fees for We ordinary services as follows: Escrow accounts with four or less distribution. $500.00 plus all out of pocket expenses Escrow accounts with more than four dutnbtanons 5750.00 plus all out of pocket expenses. Out of Pocket Expenses shall include but shall not be limited to wire charges, check issuance costs. investment expenses, and attorneys or spivs fees. In addition the Escrow Agent shall be entitled to compensation and reimbursement of expenses for any extraordinary service provided pursuant to this Escrow Agreement. The foregoing right shall include the costa of any additional services, performed by Escrow Agent which is not customs -Hy considered to be a usual service provided in the adunnistratian of this escrow. City of National City, California COUNCIL AGENDA STATEMENT September 22, 1998 MEETING DATE AGENDA ITEM NO 16 (-rum TITLERESOLUTION GRANTING A SPECIAL PERMIT FOR A SEWER U Tc-IIY SEWER SYSTEM FROM A PROPERTY IN THE COUNTY OF SAN DIEGO, PRIOR TO COMPLETION OF A PROPOSED ANNEXATION OF THE PROPERTY TO THE CITY OF NATIONAL CITY PREPARED BY DIN DANESHFAR DEPARTMENT ENGINEERING EXPLANATION_ SEE ATTACHED Environmental Review Financial Statement N/A X N/A Account No STAFF RECOMMENDATI ti 1 3 .....-- Provide direction ` staf: 6fi whe her the City Council would consider issuing a special permit to a Ncn- _ty property to hook-up to the City Sewer System. BOARD/COMMISSION RECOMMENDATION N/A f ATTACHMENTS (Listed Below) esclucl`r County sOrzicial Notice Procertv ")wr_er's Recuest Cit} Sewer Service Lateral Po Q8_128 Resolution No. EXPLANATION On September 4, 1998, an inspection of the property at 2647 Fenton Place was conducted by the Department of Environmental Health's Specialists in response to a reported sewage spillage (a copy of the official notice is attached). During the inspection, sewage effluent was observed flowing across the public sidewalk which later was determined to be a failure of the private sewage disposal system. The County has recommended that a sewer lateral be installed from this property to the public sewage system in National City. Currently, the property is located in the County of San Diego, Lincoln Acres (unincorporated. area). In order to connect into the City sewer system the property should be annexed to the City, however, due to the lengthy process of annexation, the property owner, Mr. Hermelinda Gonzales, has requested (letter dated September 15, 1998 is attached) a permit for the installation of the private sewer service connection before the annexation process is completed. Due to the urgency of the problem, staff is seeking direction from the City Council on whether a Special Connection Permit should be issued based on an Agreement that the property owner shall not oppose to the annexation. Based on the City's Ordinance No. 1489 and policy (attached), the total fees and costs have been estimated to be approximately $3,200.00 for the sewer hook-up, if the property were in the City. If the City Council decides to proceed with a special permit, they may want to add some additional conditions to the permit, such as A refundable amount of $5,000.00 which will be refunded upon the completion of the annexation to the City. 2. A condition that the property will be disconnected from the City Sewer System, if the annexation is not approved (this condition would be extremely difficult to enforce). 1_ RESOLUTION NO. 98-128 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY GRANTING A SPECIAL PERMIT FOR A SEWER CONNECTION TO THE CITY SEWER SYSTEM FROM A PROPERTY IN THE COUNTY OF SAN DIEGO, PRIOR TO COMPLETION OF A PROPOSED ANNEXATION OF THE PROPERTY TO THE CITY OF NATIONAL CITY WHEREAS, the County of San Diego Department of Environmental Health has determined that the private sewage disposal system has failed at 2647 Fenton Place, located in an unincorporated area of the County; and WHEREAS, the County has recommended that the subject property be connected to the sewage system of the City of National City; and WHEREAS, in order to connect to the City sewer system, the property should be annexed to the City; and WHEREAS, due to the lengthy process for annexation, the property owner, Merlinda Gonzalez, has requested a special permit to connect his property to the City sewer prior to annexation. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City does hereby grant a special permit for the property located at 2647 Fenton Place to be connected to the City sewer system prior to annexation, upon the following conditions: 1. The property owner shall pay to the City all costs and expenses of connecting his property to the sewer system, presently estimated to be $3,200. 2. The property owner shall execute a written agreement not to oppose annexation of his property to the City. 3. The property owner shall execute a written agreement to pay to the City all sewer service charges for providing sewer service customarily paid by users of the City's sewer system. The property owner shall pay to the City a deposit of $5,000 to be refunded upon completion of annexation of the property to the City. Resolution No. 98-128 Page 2 of 2 5. The property will be disconnected from the City's sewer system if the annexation of the property is disapproved. PASSED and ADOPTED this 22"d day of September, 1998. George H. Waters, Mayor ATTEST: Michael R. Daila, City Clerk APPROVED AS TO FORM: George H. Eiser, Ill City Attorney ^1. ( ti' I I11'•; In ,I W u II (1 1 ' 11 (: I• 't1 In I) 1 • (Cl II) ID '(1 :) II (D In IU ` I ' cn D' I ' CD • I) (U • in II IU U 'I) I 1 I I t) III I, ID .) I) (D I I X '(I Cu II (: .1 (,) ID (l;ti' 'ti )'I1 D I• (U'(I U 11 I; I • I I (U O O. m () £ DI DI �) I In I ID .T In iy :. Y; It ' 11 DI III O II DI ID (1 I)' ti (D ,1 In 1)1 I I (D 'I1 () Y; (1 :1 DI I ,1) 1) Y; (D <l DI (D In (1• I).7 I I In (n ) 'II'a),O (n DI m N '() fl1 (D . (D (n P. I- II x i '(� to 11) 1 (D O 1 ,. i. (° III I I III VI I In O (� Y p ; II 1 . 1' t •1 I (U (Cl I ) ,) (I t) (ti (L Ill I 'I 'I-' 1 '1.1� ; o N I'- I1'<', '1 ;K' DI In ,I) (I (D I' (n (I O'o O. (U (I) ilI 14 O 1 ID O () •11UII f1 '(1 I'• I .,,(1 ID 11 m i 1) (D •, DI O. N 'i O. O. I'titn I I (D (D Y', Y; i Di DI :) '(1'O (D Cl) C.I c (). I' I'- In C. In 't( i I o I UII)o • DI Y; I• 1' In (q nC) n (1 ,1 • ID ( I :1 0 t11 CiI f7 11 IT C 1 )';t,< I'- O. (D C O. I-'- (D In 1 11 1; i i 0 0 U) OI 1-' ill (D I-' I-' (1 1 ' I) (D o Y :i 111 (D ') (11 C 'i1 I -' I''oI) O 'O ai I -' I l I, tD DI I ( I)' DI 11 ID I' 1' I'• O I •• II () (I I) ')' .1 (D • {D I,. i-' ;_ 9 (n 11 (I ' I (I) i' ;Y (D P FF- y I-.)-)1 (D k }-. I• m O I-1, (n Cr I n (D .1 nID• rt �`(n i,) n y -(t t) 1) c11 tt)• O o ID ti, Ii I). 2 Pi to m)r( In 1v • �C1 ';7. '1'-0 y i (t D+ •1 (t t,, � (t Ii F 1 0 o `i (n t,o+ J (l (I) I ) I•I-'. 01 ;)• \,1\,I,) (D t, u p t(1 ly I( I D (D fl th 1 ' 'l 1 �I (lr-1 ,N o ` O D) w tI . iU C1 CII--; I1` r2 f'•c;l:oi1, (1-mI1) ,C, t I` DI (1 I w rI 0 II I 9/ 15198 TT' I l c :EP R CVED J-" To the National City Council, This is a formal request by Hermelinda Gonzalez, owner of the property located at 2651/2647 Fenton PI., National City, CA 91950, to be allowed to connect the property of 2647 Fenton Pl. to the National City sewer system. Currently the property is connected to a septic tank that has failed and is resulting in sewage spilling onto the sidewalk and the street. This situation has already been brought to the attention of the Department of Environmental Health, which recommended that the property be connected to a public sewage system as soon as possible. At the present time this property is not a part of National City but is in the process of being annexed to it from the County. If granted permission to connect to the system before the annexation of my property,l agree that National City reserves the right to disconnect the property from the public sewage system if the annexation does not occur for any reason. Thank you. Sincerely, Hermeiinda Gonzalez 2651 Fenton Pl. National City, CA 91950 619-267-7870 cc. Burton S. Fvers City enunneer. National City City of National City Office of the City Engineer 1243 National City Blvd., National City, California 91950-4397 (619) 336-4330 January 21. 1998 To: Staff Via: Burton S. Myers. City En_ From: Cameron Berkuti. Assistant_ City Engineer Subject: SEWER SERVICE LATERAL Engineering Policy No. 1.01 Policy Date: April 3. 1997 Revision:4- January 21. 1998 References: SDRSD (Adopted Edition) SSFPW (Adnnted.Edito.r: : NCMC Section 117 08.0 0 and Chapter 14 : NCSD 113-S-B 130-S-B The purpose of this policy is to clarify issues related to installation of sewer service laterals and to se: guidelines to deal with the issues. Providing Information: As par. oI providing intormation on the existing sewer service laterals. all of the following documents: drawings must be reviewed. Master Sewer Plan. 1. Engineering Drawings using Street Index Cards, Computer and Sewer Manhole index sewer Plats and records. Depth of the main sewer line. Anv other Mans. such as building plans. copy the above information or document which is to be provided to the person Guest: 'n;orma::on should have a disclaimer :hat :he Cliv does not guarantee :he accuracy or the rC' .._formation or record. The proce o«rer contractor de'. eloper the loca:.on. and sizo or .he existing sewer late al. At the =tie:7 line. :he depth of the invert of the sewer lateral shah nor be less than 5 fee: below the elevation Jr the top of the existing curb f or the proposed curb!. 3. Carp Mar.:: .a sewer :ateral curb mark 'S' should be installed or reinstalled whenever sewer lateral curb marks are reconstructed. or ne'.v curbs are installed. or whenever a sewer lateral is replaced or installed. The slash on "S" mark shall show the alignment of the sewer lateral bert een the curb and the clean out. The marking shall also show the distance benveen the curb and the clean out measured along the sewer lateral. 4. Metallic Tape A metallic identification tape shall be installed above the sewer lateral _er.veen the subarade and the structural section oI the surface improvements ( _" to iu" deep from :he sewer main to the clean -out. 5. Size and Number of Sewer Laterals. The size and number of service laterals serving any properp: shall be deter-l-ed the City Engineer. For new projects or addition and alteration proiec:s. the ni^ . = size of the see':e.-_:..._. shall be 6 inches. Howeverr. the Cad. Engineer reserves :he right t= .._eke an exception based on the size and condition of the existing lateral and main. pavement condi:.cns. Traffic volume. type oI development and se'.ver f.ow rate. Eve iI pl'.....di __ :..:—.es shall be separates`' and independently connected to public sewer. except where one bgilding stands in the rear oI another building on an interior lot. sewer line from -__` front building may be extended to the rear building . where two or ._fore on :he one ownership and not subdividable may be E.27...2 ade.o.uateiy sized =iection to the public sewer. The address or eac.. indicated ._._ ... plans. 6. Se'.. crh ,._.:on. 6.: addle connection method cannot be used :c connect a 6 sewer 77.e. and size JI 2`::.::. The district service fee is 3300.00 for probe.. ties with frontage width e'cuat :o or less than 50 fee:. For properties with frontage width greater than 50 feet. the district service fee is S6.00 per foot. 7.2. Lateral Construction and Layout Cost: The cost of the Pubiic Works Department for laying out a sewer lateral up to 8 ) feet deep and 40 feet long at locations where traffic condition is not a concern, and where there are no unusual situations is: Lateral size Cost 4" or 6" S2.060.00 8" S2.100.00 The above costs include the \Vet Tap Connection fee (Item 7.3. below) and the Construction Permit fee (Item 7.4. below). In addition to the above costs for the sewer lateral layout. the City charges a Sewer Permit fee (Item 7.5 below). The property ovine -.'developer may hire type "A" licensed contractor to install the sewer lateral by a separate construction permit i item 7.4 below) 7._ Wet Tap Connection Fee: The Pubiic Works Department reserves therightto perform the sewer lateral connection :o the main line by its own forces in order to ensure a quality connection. The cost of :he wet tan connection is S==4.00. Contractor shall provide the trenching, shoring, dewaterin; (if necessary), and the traffic control items for the wet tap connection. 7.'. Construction Permit Fee: The cost oI issuing the construction permit to contractors who are instailin_ the sewer lateral is S._ ,.'9n. This includes the cost of providing construction inspection services. The ....actor must provide traffic ccnnoi and shoring plans. The Cc._.rac:or posses_ a valid City business license. \� 7 installation through a contractor. 7.6 Overflow Fees: This section applies to situations where the sewer !low is greater than 1.000 pd (See tiCMC Section 14.06.060.3.5) 8. Sewer Main Replacement: In order to avoid omitting the connection of any existing sewer lateral to a proposed main sewer line (either the existing sewer line is abandoned or removed and replaced) it is recommended that in addition to performing record and site review (item 1. above). field tests (sm..oke..dve. T.V.,.etc.) be pe otmed to Iocate.the existing sewer laterals. CB/BSM:tc 5tr City of National City, Ciiifornia COUNC]L AGENDA STATEMENT September 22, 1998 MEETING DATE AGENDA ITEM NO 17 ITEM T1TLE TEMPORARY USE PERMIT - SAN DIEGO LOW RIDER COUNCIL AND NATIONAL CITY POLICE DEPARTMENT PREPARED 8Y Michael Bouse, Director I� DEPARTMENT Building and Safety EXPLANATION. This is a request from the San Diego Low Rider Council and the National City Police Department to conduct their annual Toy Drive/Exhibition in Kimball Park as a holiday fund raiser for needy families in National City. The event is scheduled to occur in Kimball Park from 7:00 a.m. until 6:00 p.m. on Sunday, November 8. 1998. The sponsors have advised the event would be rescheduled for November 15 if rain causes cancellation on November 8. The event consists of a display of vehicles, as well as vendor product displays. Attendees and participants are requested to donate a toy valued at $5.00 or more. The City has incurred $199.00 in T.U.P. processing costs. In addition, the Fire Department is requiring a permit fee of $65 if canopies or tents are to be erected. Public Works support is estimated at $195.34. The event and sponsoring organizations meet the criteria of City Council Policy No. 704 for a waiver of fees. In that the National City Police Department co -sponsored the event last year. the City Council waived the insurance requirements. Accordingly, no insurance requirement are being proposed for this year's event. There will be amplified music during the event and in accordance with City Council Policy No. 704, the sponsor will be required to give residents adjacent to Kimball Park notice regarding the event no later 72 hours prior to the start of the event. Environmental Review X N/A Financial Statement The City has incurred S199.00 costs in processing the T.U.P. application through various City Departments. In addition . the Fire Department is requiring S65 in additional permit fees and Public works support. estimated at S 195.34. N/A Account No. STAFF RECOMMENDATION Approve the Application for a Temporary Use Permit subject to compliance with all conditions of approval. and grant the request for a waiver of the S199 T.U.P processing fee. S65 Fire Department permit fee and S 195.34 in Public Works costs. BCARDCCMM1515iCN COMMENDA T ICN N,A A T',IC:-'.MENTS ! :isteo 3eiovv Resolution No .-application For A Temporary Use Permit with recommended approvals and; or stipulations. A2: C 301-. o5-i:.:OCC CITY CF NATIONAL CITY BUILDING & SAFETY 1243 NATIONAL CITY BL`/D.• NATIONAL CITY, CA 91950 APPLICATION FOR A TEMPORARY USE PERMIT APR' ICA T ICN IS HERESY MADE FOR A TEMPORARY USE PERMIT PURSUANT TO THE PROVISION CF 7HE NATIONAL CITY MUNICIPAL CODE 15.60 AND AS DESCRIBED BELOW. Temporary Use Permits are ministerial administrative regulations :mended to provide orceriy arc effective management of specific list of temporary land uses have exceoticnai characteristics requiring their review and limitations. Any permit applicant may appeal the action of the Building Official pursuant to Municipal Cooe sec: on 16.60.045. Class A & E use Application for a Temporary Use Permit must be filed 15 workinq days prior to the commencement of the activity/event Activitiesievents invciving the use or areas of operation within the state highway jurisdiction shall de filed not less than six (61month prior to the requested activity/event. PI 5_SE CCMPL❑ •C (Print or iype): SPONSORING CRGANIZATION(s): Ca/ i ec, J =w �L Counu ORGANIZATION ADDRESS. / 770 l'fea �nui .a•,n cn e. PHONE. (r-i9) 9/O- `3'/ 95- City Stare Zip LOCATION CF EVENT: DA T EIS) RECUESTED FOR EVENT. FROM HOURS CF USE ON CAY OF EVENT: FROM / P M. TO (o AM_.TC i^ . (Ec.=lN ' DATE / TIME 7A.- M. - /P_'v7. - (ENO SETUP, DATE (BEGIN -Ear=CC'NN) DATE ,' TIME "_- AA. 'A. ENO -Ea PC OWN) DATE BRIEF Eo .<IP:ION OF EVENT: '/3/ TIME / TIME %OcIOcivr/2x/rorr'r t,-- r21oi , . : r/o7-frrr i/rr :=•�;;1 � ;� nv�zdu Cn�/fi•cnri,.•r rfi/ to baser surnmari of the evenrlmay oe reouesrea. A summary of .`e event/ cr:•fir/ may oe attached to the accricaccn; NAME CF =ER -.SON RESPONSIBLE FOR THE EVENT. WHO WILL SE ON -SITE THE DAY CF THE EVENT. ENT. �-4C2-72c. /e HOW MAY THIS PERSON SE CONTACTED? SPEC;F'C USE.RECUEST. JUSTIFCATICN: RECUEST-C SF OR SERVE ALCOHOL BEVERAGES. j NCB'. —'HILL FOOD/ DRINK BE SOLD: YES: NC* (Note: The C; ty Councti mil not aeorove the sale or :crsz:m000n of arcenet .n C;tv oancs :n contunct:c.0 with any event reau:nnc a T This crcvc:rcn will nor:mcac: ;he exisrnc -c:icy reaarcne :he sate cr ccnsumcr:cr of a;cc.nc: within cw:C:ricc :n the carres. Sion as toe Cammuntr/ Center wnrcn wni c,.,tt:o__ to oe suc:ec: to the Coorsva/ of `e ^"ES-_c...,,._._ arracree .;:cIDemen!al .:.esr.aooarre = E_. .Vhe.n.:cc:rccc;er 4ECUES-.=aS:ST,=NC= . •.ITH THE F___CV'IING. _AF=•C CONTROL. _::NTRC_. -'I C_, P"cr:r -.Pe: NAME OF APPLICANT ACCRE771 r (_ Y,gjVtilr fit;D SIGNATURE OF APPL;CANT_ .ii'i. (70724..Li. PNCNE. CATE. (THIS FORM BECOMES A PERMIT WHEN ENDORSED BY THE BUILDING & SAFETY DIRECTOR) (FOR OFFICE USE CNLY) PERMIT FEES. PERMIT NC.: USE GRCUP: A USE CLASS. A EONO: N/A PERMIT (PIRAT CN CATE. SPPCIFIC S T IPtll . T ?(TNS I CCMMENTF: (See Attached) RECENEC CATE STAMP SUILDING AND SAFETY DEPT. RECEIVED AUG 1 0 1998 NATIONAL CITY, CALIF. APFPCVAI S . S T IPUL T1CNS (Check `Nhere Acclicaclel: PLANNING YES : ] NO I SEE STP : 1 FIRE . YES . NC [ f SEE _TIP . PUBLIC'NCRKS YES : 7 NO , ] SEE `IP FINANCE `'ES : ] NC [ SEE S .. PCL:CE YES ' I NO [ ] SEE ST:P PARKS & REC. YES [ 1 NC [ ] SEE STI:rP- : ENGINEERING YES : 1 NC SEE _—.r O:TTTCRNEY YES : I NC , : SEE S— P : RISK MANAGER YES I I NC : SEE :TIP COMMUNITY DEVELOP. YES NC [ I SEE STI= vc^ NO : SEE =TIP . meat Date [meal Date final Sate !areal .Date metal Date neat neat Date Date Dace final Date neta: neat Date Date CTi O„U.NCIL MEET NG CA'. Sense _per 1995. TEMPCRARY USE PERMIT: APPROVED [ .CENIED i ] WAIVER CF FEES: APPROVED ( , DENIED : PROPERTY NCT',FICATICN RECUIRED: ''ES ( NC COMMENTS: MICHAEL SOUSE. BUILDING & SAFET' Dlrcc.. ,, .t DATE City of National City Buiidin2 s Safety Department 12.43 National City Boulevard National Cry, CA. 91950 TEMPORARY USE PERMIT FEE WAIVER REOCEST SUPPLEMENTAL OL?ESTIONNAIRE City Council Policy No. 704 contains the criteria for granting waivers of processing fees by the City Council. This Supplemental Questionnaire will be used to evaluate whether the event or sponsoring organization for a T.U.P. meet the criteria for a fee waiver. Accordingly, please answer ail questions fully and completely. City Council Policy No. 704 The City Councii shall waive T.U.P. processing fees only in the case of a. non-profit organization, and when such organization can demonstrate that the event for which the T.U.P. is requested will not generate any income to the organization, or that the net proceeds of the event for which the T.U.P. is requested resuit in: 1. direct financial benefit to an individual who resides or is empioved in the city, and who is in dire financial need due to health reasons or a death in the family; or direct financial benefit to city government such as the generation of sales tax; or direct. financial benefit to a service club. social serices agency, or other secular non-profit organization located within the city such as Kiwanis. Rotary, Lions. Boys and Girls Club; or 4 direct financial benefit to an organization which has been the direct recipient of City or Community Development Block Grant (CDBG) funding PLEASE FULLY" AND COMPLETELY ANSWER THE FOLLOWING: I. Is the event for which the T.0 P is sought sponscred'by a non-profit organization' % YES (If YES. please proceed to Question No. 41 NO (If NO. please sign the bottom of this form and submit this form with the T..: P Application to the Buiiding & Safety Department 2. if the answer to Question No was YES. please state the name and type of organization sponsoring :he even: for which the T..T.P is sought and then proceed to Question No :. Name of Sponsoring Organization Type of Or_otnzation Service c:turch. Sae:: i Service / 4 If the answer to Question :s YES. will the proceeds provide a direct financial benefit to an individual w'he resides in or is employed in the city, and who is in dire financial need due to health reasons or a death in the family' IYE [f':iS, please provide explanation and details in space provided below) NO (If NO, please proceed to Question No. 5) If YES please explain who is to benefit from the proceeds and the general nature of the financial hardship: 'ter w '11; 21tCI.C'C ;ramrzc- j' C _%Lr TYrq Kv_ 5. Will the event provide a direct financial benefit :o city government such as the generation of sales tax' YES (IfYE_. please provide explanation and details in space provided below) .I NO (If NO. please proceed to Question No. 5) If YES.please explain how the direct financial benefit to the city :viii occur: 5. Wiii t.. . - ,-ov de a direct financial benefit to a ser.ice club. social ser:,ces agency or oilier secciar non-profit organization located :within ; soon as Kiwanis. Rotar:, Lions. 3ovs and Girls Club' YES If YES. please provide expianation and details in space cv esi below) : NO I Ii NC ease proceed to Question No. .. . _ase the _.,... an: i' e used by fiiiise _ .:notions. \Viil the proceeds provide a direct financial benefit to an organization which has been the direct recipient of City of Community Development Block Grant (CDBG) funding? YES (If YES, please provide explanation and details in space provided beiow) -I NO (If NO, please sign the bottom of this form and submit the with the T.U.P. Application to the Building & Safety Department) If YES, please state the year the City of Community Develop Block Grant (CDBG) funds were received and how those funds were used: Year funds were received. Funds were used to �f. (/>, 2%L,s SIGNATL DA TE J Persons CI7 OF NATIONAL CITY PUBIC PROPERTY USE HOLD HARMLESS AND iHDE?INIFICAT?ON AGREEMENT requesting use of City property. facilities or personnel are recuired :o provide a minimum of S1.000,C00 combined single limit insurance for bodily injury and property damage which includes the City. its officials. agents and employees named as additional insured and to sign the Hold Harmless Agreement. Certificate of insurance must be attached to this permit. nn organization " > ?Q't / ' 'yam �-- w c id"- C 7(.; c-607u Person in charge of activity .471;'6rnc-_. cn97»/rJ Aderess /;70 X'4rnru /), q CR Tel �i^ i!' f� f Dates) of use //).2/. /� `i� 9;./I3 HOLD HARM' =cc AGRP=HENT The undersigned hereby agree(s) to hold the City of National City and the Parxing Authority of the City of National City harmless and indemnify the City of National City and the Parxing Authority of the City of National City from and against all claims. demands. costs. losses. damages. inj.inies. litigation and liability arising out of or related to the usa of public property ay pernittee or pernitee's agents, employees or contractors. Signature or Applicant Certif`cate of insurance aooroveo i A ....„-Official Title 'late CITY OF NATIONAL CITY BUILDING AND SAFETY DEPARTMENT APPLICATION FOR A TEMPORARY USE PERMIT RECOMMENDED APPROVALS AND/OR STIPULATIONS SPONSORING ORGANIZATION: San Diego Low Rider Council and National City Police Dept. DATES OF ACTIVITY: November 8, 1998 (November 15 -- Rain Date) LOCATION: Kimball Park TIME: 7:00 a.m. to 600 p.m. APPROVALS: PLANNING YES [ x ] NO [ ] SEE SIP/COMMENTS [ ] FIRE YES [ x ] NO [ ] SEE SIP/COMMENTS [ x ] PUBLIC WORKS YES [ x ] NO [ ] SEE SIP/COMMENTS [ x ] FINANCE YES [ x ] NO [ ] SEE SIP/COMMENTS [ ] POLICE YES [ x ] NO [ ] SEE SIP/COMMENTS [ x ] PARKS & REC. YES [ ] NO [ ] SEE SIP/COMMENTS [ x ] ENGINEERING YES [ x ] NO [ ] SEE SIP/COMMENTS [ x ] CITY ATTORNEY YES [ ] NO [ ] SEE SIP/COMMENTS [ x ] RISK MANAGER YES [ x ] NO [ ] SEE SIP/COMMENTS [ x ] COMMUNITY DEVELOP. YES [ x ] NO [ ] SEE SIP/COMMENTS [ ] • SPECIFIC STIPU_ LATIONS: FIRE 6-42T4 1. Maintain Fire Department access at all times through out the park. Maintain a set access point and travel path 20 feet wide. 2. Submit a map of the area showing the lay -out of displays and show vehicle locations. 3. If cooking is to be done. a 2A:lOBC fire extinguisher for each cooking area shall be required. Cooking not to be done within tents or canopies. 4. Tent. canopies and temporary membrane structures shall be of dame -retardant material or made fire retardant in art approved manner. If tent or canopies are to be used, a Fire Department permit may be required. Permit fee :s S65. 5. Fire saner insnec::on is required. PT -Pr _C \VC)RK5 Phone conversation with A. Gonzales --Public Works support is one power source mound). Estimated cost IC7- NC?9 Reserves and Senior Volunteers will provide security for the event and orovide traffic control as �; .. D.,-,iic'e Officers Association has ai.so ae}reed to assist 'Yith security LOW RICEPINCPC 'UP - 1998 Page 2 PARKS & REC. 1. Parks and Rec. will open rest rooms and provide extra trash containers. 2. Parks and Rec. will coordinate a.meeting with affected individuals prior to the event. ENGTNERING 1. The event organizers are hereby informed of pending sidewalk and walkway construction work along "D" Avenue adjacent to the park as well as near the public rest rooms on "A" Ave and at the vicinity to the Library --all within Kimball Park area. CITY ATTORNEY 1. Requires hold harmless, and policy of general liability insurance with the City and its officers, employees and volunteers as additional insureds, with amount of coverage to be determined by the Risk Manager. RISK MANAGER 336-4240 1. Provide minimum limits of one million dollars per occurrence of general liability insurance. 2. Name the City of National City, its officials, employees, agents and volunteers as additional insureds on ail policies. 3. Execute standard hold harmless.