HomeMy WebLinkAbout2011 CON CCS Presentation Systems - Audio Visual EquipmentNOTE TO FILE
03-02-11
IN THE MATTER OF: Agreement by and between the City
of National City and CCS Presentation Systems, Inc. to
design, install and configure audio visual equipment. Please
note the following:
A FULLY EXECUTED ORIGINAL AGREEMENT WAS
NEVER FILED WITH THE OFFICE OF THE CITY CLERK
ORIGINATING DEPARTMENT: _ CDC Housing & Grants
City Attorney _ Human Resources
City Manager X MIS
_ Community Svcs. _ Planning
Engineering _ Police
Finance Public Works
Fire
* Only three (3) of the four (4) signatures are original
NTF
AGREEMENT
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
CCS PRESENTATION SYSTEMS INC.
THIS AGREEMENT is entered into this 31st day of January, 2011, by and
between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and CCS
PRESENTATION SYSTEMS INC. (the "CONTRACTOR").
RECITALS
WHEREAS, the CITY desires to employ a CONTRACTOR to design, install and
configure audio visual equipment.
WHEREAS, the CITY has determined that the CONTRACTOR is an Audio Visual
Systems Integrator and is qualified by experience and ability to perform the services desired by
the CITY, and the CONTRACTOR is willing to perform such services.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONTRACTOR. The CITY hereby agrees to engage
the CONTRACTOR and the CONTRACTOR hereby agrees to perform the services hereinafter
set forth in accordance with all terms and conditions contained herein.
The CONTRACTOR represents that all services required hereunder will be
performed directly by the CONTRACTOR or under direct supervision of the CONTRACTOR.
2. SCOPE OF SERVICES. The CONTRACTOR will perform services as set
forth in the attached Exhibit " A ".
The CONTRACTOR shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY.
The CITY may unilaterally, or upon request from the CONTRACTOR, from time to time
reduce or increase the Scope of Services to be performed by the CONTRACTOR under this
Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith and
confer for the purpose of negotiating a corresponding reduction or increase in the compensation
associated with said change in services, not to exceed a factor of 15 % from the base amount.
3. PROJECT COORDINATION AND SUPERVISION.
Ron Williams hereby is designated as the Project Coordinator for the CITY and
will monitor the progress and execution of this Agreement. The CONTRACTOR shall assign a
single Project Director to provide supervision and have overall responsibility for the progress
and execution of this Agreement for the CONTRACTOR. Blair Moses thereby is designated as
the Project Director for the CONTRACTOR.
4. COMPENSATION AND PAYMENT. The compensation for the
CONTRACTOR shall be based on monthly billings covering actual work performed. Billings
shall include labor classifications, respective rates, hours worked and also materials, if any. The
total cost for all work described in Exhibit " A "shall not exceed the schedule given in Exhibit "
A " (the Base amount) without prior written authorization from the IT Manager. Monthly
invoices will be processed for payment and remitted within thirty (30) days from receipt of
invoice, provided that work is accomplished consistent with Exhibit " A "as determined by the
CITY.
The CONTRACTOR shall maintain all books, documents, papers, employee time
sheets, accounting records, and other evidence pertaining to costs incurred and shall make
such materials available at its office at all reasonable times during the term of this Agreement
and for three (3) years from the date of final payment under this Agreement, for inspection by
the CITY and for furnishing of copies to the CITY, if requested.
5. ACCEPTABILITY OF WORK. The City shall decide any and all
questions which may arise as to the quality or acceptability of the services performed and the
manner of performance, the acceptable completion of this Agreement and the amount of
compensation due. In the event the CONTRACTOR and the City cannot agree to the quality or
acceptability of the work, the manner of performance and/or the compensation payable to the
CONTRACTOR in this Agreement, the City or the CONTRACTOR shall give to the other written
notice. Within ten (10) business days, the CONTRACTOR and the City shall each prepare a
report which supports their position and file the same with the other party. The City shall, with
reasonable diligence, determine the quality or acceptability of the work, the manner of
performance and/or the compensation payable to the CONTRACTOR.
6. LENGTH OF AGREEMENT. The project implementation period is from February 14,
2011 to April 15 , 2011.
7. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda,
Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the
CONTRACTOR for this Project, whether paper or electronic, shall become the property of the
CITY for use with respect to this Project, and shall be turned over to the CITY upon completion
of the Project, or any phase thereof, as contemplated by this Agreement.
Contemporaneously with the transfer of documents, the CONTRACTOR hereby
assigns to the CITY and CONTRACTOR thereby expressly waives and disclaims, any copyright
in, and the right to reproduce, all written material, drawings, plans, specifications or other work
prepared under this agreement, except upon the CITY's prior authorization regarding
reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR shall,
upon request of the CITY, execute any further document(s) necessary to further effectuate this
waiver and disclaimer.
The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce, modify, assign,
transfer, or in any other way, medium or method utilize the CONTRACTOR's written work
product for the CITY's purposes, and the CONTRACTOR expressly waives and disclaims any
residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual
property and artistic works.
Any modification or reuse by the CITY of documents, drawings or specifications
prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section 14
but only with respect to the effect of the modification or reuse by the CITY, or for any liability to
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City's Standard Agreement — June 2008 revision
the CITY should the documents be used by the CITY for some project other than what was
expressly agreed upon within the Scope of this project, unless otherwise mutually agreed.
8. INDEPENDENT CONTRACTOR. Both parties hereto in the performance
of this Agreement will be acting in an independent capacity and not as agents, employees,
partners or joint venturers with one another. Neither the CONTRACTOR nor the
CONTRACTOR'S employees are employee of the CITY and are not entitled to any of the rights,
benefits, or privileges of the CITY's employees, including but not limited to retirement, medical,
unemployment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONTRACTOR and
the CONTRACTOR's employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONTRACTOR and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONTRACTOR without the prior written consent of the
CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or
hiring as many employees, or subCONTRACTORs, as the CONTRACTOR may deem
necessary for the proper and efficient performance of this Agreement. All agreements by
CONTRACTOR with its subCONTRACTOR(s) shall require the subCONTRACTOR to adhere to
the applicable terms of this Agreement.
9. CONTROL. Neither the CITY nor its officers, agents or employees shall
have any control over the conduct of the CONTRACTOR or any of the CONTRACTOR's
employees except as herein set forth, and the CONTRACTOR expressly agrees not to
represent that the CONTRACTOR or the CONTRACTOR's agents, servants, or employees are
in any manner agents, servants or employees of the CITY, it being understood that the
CONTRACTOR, its agents, servants, and employees are as to the CITY wholly independent
CONTRACTORs and that the CONTRACTOR's obligations to the CITY are solely such as are
prescribed by this Agreement.
10. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the
performance of the services to be provided herein, shall comply with all applicable State and
Federal statutes and regulations, and all applicable ordinances, rules and regulations of the City
of National City, whether now in force or subsequently enacted. The CONTRACTOR, and each
of its subCONTRACTORs, shall obtain and maintain a current City of National City business
license prior to and during performance of any work pursuant to this Agreement.
11. LICENSES, PERMITS, ETC. The CONTRACTOR represents and
covenants that it has all licenses, permits, qualifications, and approvals of whatever nature that
are legally required to practice its profession. The CONTRACTOR represents and covenants
that the CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the
term of this Agreement, any license, permit, or approval which is legally required for the
CONTRACTOR to practice its profession.
12. STANDARD OF CARE.
A. The CONTRACTOR, in performing any services under this
Agreement, shall perform in a manner consistent with that level of care and skill ordinarily
exercised by members of the CONTRACTOR'S trade or profession currently practicing under
similar conditions and in similar locations. The CONTRACTOR shall take all special precautions
necessary to protect the CONTRACTOR's employees and members of the public from risk of
harm arising out of the nature of the work and/or the conditions of the work site.
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City's Standard Agreement — June 2008 revision
B. Unless disclosed in writing prior to the date of this agreement, the
CONTRACTOR warrants to the CITY that it is not now, nor has it for the five (5) years
preceding, been debarred by a governmental agency or involved in debarment, arbitration or
litigation proceedings concerning the CONTRACTOR's professional performance or the
furnishing of materials or services relating thereto.
C. The CONTRACTOR is responsible for identifying any unique
products, treatments, processes or materials whose availability is critical to the success of the
project the CONTRACTOR has been retained to perform, within the time requirements of the
CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly,
unless the CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that
all products, materials, processes or treatments identified in the project documents prepared for
the CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due
diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any
increased costs that result from the CITY's later inability to obtain the specified items or any
reasonable substitute within a price range that allows for project completion in the time frame
specified or, when not specified, then within a commercially reasonable time.
13. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall not
discriminate against any employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
medical condition. The CONTRACTOR will take positive action to insure that applicants are
employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation,
marital status, national origin, physical handicap, or medical condition. Such action shall include
but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and
selection for training, including apprenticeship. The CONTRACTOR agrees to post in
conspicuous places available to employees and applicants for employment any notices provided
by the CITY setting forth the provisions of this non-discrimination clause.
14. CONFIDENTIAL INFORMATION. The CITY may from time to time
communicate to the CONTRACTOR certain confidential information to enable the
CONTRACTOR to effectively perform the services to be provided herein. The CONTRACTOR
shall treat all such information as confidential and shall not disclose any part thereof without the
prior written consent of the CITY. The CONTRACTOR shall limit the use and circulation of such
information, even within its own organization, to the extent necessary to perform the services to
be provided herein. The foregoing obligation of this Section 13, however, shall not apply to any
part of the information that (i) has been disclosed in publicly available sources of information; (ii)
is, through no fault of the CONTRACTOR, hereafter disclosed in publicly available sources of
information; (iii) is already in the possession of the CONTRACTOR without any obligation of
confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONTRACTOR by a
third party, but only to the extent that the use or disclosure thereof has been or is rightfully
authorized by that third party.
The CONTRACTOR shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter of this
Agreement without the prior written consent of the CITY. In its performance hereunder, the
CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting
the information or other property of any other person, firm or corporation.
CONTRACTOR shall be liable to CITY for any damages caused by breach of this
condition, pursuant to the provisions of Section 14.
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City's Standard Agreement — June 2008 revision
15. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR
agrees to defend, indemnify, and hold harmless the City of National City, its officers and
employees, against and from any and all liability, loss, damages to property, injuries to, or death
of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable
attorneys' fees, and defense costs, of any kind or nature, including workers' compensation
claims, of or by anyone whomsoever, resulting from or arising out of the CONTRACTOR's
negligent performance of this Agreement.
16. WORKERS' COMPENSATION. The CONTRACTOR shall comply with
all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of
California, the applicable provisions of Division 4 and 5 of the California Government Code and
all amendments thereto; and all similar state or Federal acts or laws applicable; and shall
indemnify, and hold harmless the CITY and its officers, and employees from and against all
claims, demands, payments, suits, actions, proceedings and judgments of every nature and
description, including reasonable attorney's fees and defense costs presented, brought or
recovered against the CITY or its officers, employees, or volunteers, for or on account of any
liability under any of said acts which may be incurred by reason of any work to be performed by
the CONTRACTOR under this Agreement.
17. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall
purchase and maintain, and shall require its subCONTRACTORs, when applicable, to purchase
and maintain throughout the term of this agreement, the following insurance policies:
❑ A. If checked, Professional Liability Insurance (errors and omissions) with
minimum limits of $1,000,000 per occurrence.
B. Automobile insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles ("any auto").
C. Commercial general liability insurance, with minimum limits of $1,000,000
per occurrence/$2,000,000 aggregate, covering all bodily injury and property damage arising
out of its operations under this Agreement.
D. Workers' compensation insurance in an amount sufficient to meet
statutory requirements covering all of CONTRACTOR'S employees and employers' liability
insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be
endorsed with a waiver of subrogation in favor of the City. Said endorsement shall be provided
prior to commencement of work under this Agreement.
E. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers, employees, and volunteers, so that any other policies held by the CITY shall not
contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior
written notice to the CITY of cancellation or material change.
F. Said policies, except for the professional liability and workers'
compensation policies, shall name the CITY and its officers, agents and employees as
additional insureds, and separate additional insured endorsements shall be provided.
G. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years
after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date
must be on or before the date of this Agreement.
H. Any aggregate insurance limits must apply solely to this Agreement.
I. Insurance shall be written with only California admitted companies which
hold a current policy holder's alphabetic and financial size category rating of not less than A VIII
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City's Standard Agreement — June 2008 revision
according to the current Best's Key Rating Guide, or a company equal financial stability that is
approved by the City's Risk Manager. In the event coverage is provided by non -admitted
"surplus lines" carriers, they must be included on the most recent California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
J. This Agreement shall not take effect until certificate(s) or other sufficient
proof that these insurance provisions have been complied with, are filed with and approved by
the CITY's Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in
full force and effect at all times during the terms of this Agreement, the CITY may elect to treat
the failure to maintain the requisite insurance as a breach of this Agreement and terminate the
Agreement as provided herein.
K. All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the CITY.
18. LEGAL FEES. If any party brings a suit or action against the other party
arising from any breach of any of the covenants or agreements or any inaccuracies in any of the
representations and warranties on the part of the other party arising out of this Agreement, then
in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -
court settlement, shall be entitled to have and recover of and from the other party all costs and
expenses of suit, including attorneys' fees.
For purposes of determining who is to be considered the prevailing party, it is
stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall
not be considered in determining the amount of the judgment or award. Attorney's fees to the
prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's
fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual
amount of attorney's fees incurred by the prevailing party.
19. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute
by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of
the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of
mediation shall be borne equally by the parties. Any controversy or claim arising out of, or
relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be
settled by arbitration in San Diego, California, in accordance with the Commercial Arbitration
Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the
parties, and a judgment thereon may be entered in any court having jurisdiction over the subject
matter of the controversy. The expenses of the arbitration shall be borne equally by the parties
to the arbitration, provided that each party shall pay for and bear the costs of its own experts,
evidence and attorneys' fees, except that the arbitrator may assess such expenses or any part
thereof against a specified party as part of the arbitration award.
20. TERMINATION. A. This Agreement may be terminated with or without
cause by the CITY. Termination without cause shall be effective only upon 60-day's written
notice to the CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all
services in accordance with this Agreement.
B. This Agreement may also be terminated immediately by the CITY for
cause in the event of a material breach of this Agreement, misrepresentation by the
CONTRACTOR in connection with the formation of this Agreement or the performance of
services, or the failure to perform services as directed by the CITY.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONTRACTOR as provided for herein.
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City's Standard Agreement — June 2008 revision
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR,
whether paper or electronic, shall immediately become the property of and be delivered to the
CITY, and the CONTRACTOR shall be entitled to receive just and equitable compensation for
any work satisfactorily completed on such documents and other materials up to the effective
date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any
damages caused the CITY by the CONTRACTOR's breach, if any. Thereafter, ownership of
said written material shall vest in the CITY all rights set forth in Section 6.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a
reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business
reorganization, change in business name or change in business status of the CONTRACTOR.
21. NOTICES. All notices or other communications required or permitted
hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail
(Federal Express or the like); or sent by registered or certified mail, postage prepaid, return
receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or
delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the
earlier of (i) if personally delivered, the date of delivery to the address of the person to receive
such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight
mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if
the address is outside the State of California) after the date of deposit in a post office, mailbox,
mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if
given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or
(v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand,
direction or other communication delivered or sent as specified above shall be directed to the
following persons:
To CITY:
To CONTRACTOR:
Ron Williams
IT Manager
City of National City
1243 National City Boulevard
National City, CA 91950-4301
Blair Moses
CCS Presentation Systems, Inc.
7284 Clairemont Mesa Blvd
San Diego CA 92111
Notice of change of address shall be given by written notice in the manner
specified in this Section. Rejection or other refusal to accept or the inability to deliver because of
changed address of which no notice was given shall be deemed to constitute receipt of the
notice, demand, request or communication sent. Any notice, request, demand, direction or other
communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-
eight (48) hours by letter mailed or delivered as specified in this Section.
22. CONFLICT OF INTEREST AND POLITICAL REFORM ACT
OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform
services of any kind for any person or entity whose interests conflict in any way with those of the
City of National City. The CONTRACTOR also agrees not to specify any product, treatment,
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City's Standard Agreement — June 2008 revision
process or material for the project in which the CONTRACTOR has a material financial interest,
either direct or indirect, without first notifying the CITY of that fact. The CONTRACTOR shall at
all times comply with the terms of the Political Reform Act and the National City Conflict of
Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its
official position to influence in any way any matter coming before the CITY in which the
CONTRACTOR has a financial interest as defined in Government Code Section 87103. The
CONTRACTOR represents that it has no knowledge of any financial interests that would require
it to disqualify itself from any matter on which it might perform services for the CITY.
❑ If checked, the CONTRACTOR shall comply with all of the reporting
requirements of the Political Reform Act and the National City Conflict of Interest Code.
Specifically, the CONTRACTOR shall file a Statement of Economic Interests with the City Clerk
of the City of National City in a timely manner on forms which the CONTRACTOR shall obtain
from the City Clerk.
The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 21 by the
CONTRACTOR.
23. MISCELLANEOUS PROVISIONS.
A. Computation of Time Periods. If any date or time period provided for in
this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such
date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a
Saturday, Sunday or federal, state or legal holiday.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one
and the same instrument.
C. Captions. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto.
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes.
F. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the parties hereto.
G. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between
the parties as to the subject matter hereof. No subsequent agreement, representation, or
promise made by either party hereto, or by or to an employee, officer, agent or representative of
any party hereto shall be of any effect unless it is in writing and executed by the party to be
bound thereby.
J. Successors and Assigns. This Agreement shall be binding upon and
shall inure to the benefit of the successors and assigns of the parties hereto.
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City's Standard Agreement — June 2008 revision
K. Construction. The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation
and negotiation of this Agreement, (iii) each such party has consulted with or has had the
opportunity to consult with its own, independent counsel and such other professional advisors
as such party has deemed appropriate, relative to any and all matters contemplated under this
Agreement, (iv) each party and such party's counsel and advisors have reviewed this
Agreement, (v) each party has agreed to enter into this Agreement following such review and
the rendering of such advice, and (vi) any rule or construction to the effect that ambiguities are
to be resolved against the drafting party shall not apply in the interpretation of this Agreement,
or any portions hereof, or any amendments hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the date and year first above written.
CITY OF N IIONAL CITY
B_
1110
?'is Za• .; City Manager
ROV 11 S TO FORM:
ity Attor
CCS PRESENTATION SYSTEMS INC.
(Corporation — sign .s0 o corporate officers)
By: ,I,.-`
eirre
DAVID RIBERI
(Print)
VICE PRESIDENT
„pritle
By:
9
(Name)
(Print
(Title)
City's Standard Agreement — June 2008 revision
EXHIBIT A
City of National City
MLK, Library, Council Chambers
Summary of Labor
Installation of a monitor system in the MLK , Library, and microphones in the Council
Chambers at City of National City.
Our goal is to give City of National City the option that best fits their expectations and
budget. This document includes a description of the system proposed and the pricing
associated with it.
This proposal includes a solution for mounting (2) 40" industrial grade LCD monitors in
MLK and the Library to allow City of National City to send and view the Digital Signage
Messages sent from their network computer.
Wall mount (2) monitors one in each location of MLK and the Library. The Library
monitor will be mounted on a curved wall using (1) new supplied swing arm mount.
The monitor system to include the software needed to be installed on the City of
National City provided Network computer allowing them to create and send the content
intended to be viewed.
City of National City will provide a//the labor and materials to run and terminate all the
necessary cabling and connectors needed to connect their existing network computer
to the new monitors. City of National City will provide the electrical on the wall at the
monitor locations.
Our installers will provide the labor and materials to mount the new monitors using two
(2) new supplied mounts.
Our staff of installers will complete this installation in a clean, neat and professional
manner on time and within the budget proposed. Our staff will provide the labor to
install, set-up and test all of the equipment then provide instruction and training for the
City of National City staff on how to operate the monitors (excluding software).
Note: Coordination for electrical and network drop with the City of National City
Facilities is required for this installation.
Remove (7) existing microphones and install (7) new gooseneck microphones in the
Council Chambers
Summary of Materials
EXHIBIT A
• Monitor mounting hardware.
• Miscellaneous hardware and connectors required to complete the installation in a
neat, professional manner.
Summary of Graphic Support
We will provide Graphic Support to include (4) slide templates and on -site Training up to
3 hours. This training would show the city how to set-up and maintain slides. The City of
National City to provide their logo to use on slide templates. We are able to create
future templates for an additional hourly fee.
Summary of New Equipment
(2) Samsung 40" monitors with PC embedded with Magic Info Pro Software
(1) Chief industrial Fusion Universal Micro -Adjustable tilt wall mount
(1) Chief industrial Universal Swing wall mount
(7) Gooseneck Microphones
Notes
• The City of National City to provide electrical and data at each monitor location.
• The City of National City to provide Computer Network Drop at each monitor
location on the same network as installed software.
• The City of National City to provide Labor and Materials for Drywall paint and
patch.
• The City of National City to provide computer for system set-up and testing.
• The City of National City to provide ceiling tiles to match existing, if necessary.
• This pricing reflects installing both areas at one time on one order. If completed
in states, a separate proposal will be provided.
CCS Presentation Systems, Inc.
7284 Clairemont Mesa Blvd.
San Diego, CA 92111
(858) 565-6323 / (858) 565-4938 Fax
www.ccsprojects.com
Quote
0100279
1/19/2011
Customer
Contact
Ship To
CITY OF NATIONAL CITY
1243 NATIONAL CITY BLVD.
National City, CA 91950
Cust Fax:
RON WILLIAMS
CITY OF NATIONAL CITY
1243 NATIONAL CITY BLVD.
National City, CA 91950
Cust Phone:
Account
Terms
Due Date
Account Rep
Expire Date
30 Days From
0031653
Net 30 Days
1/19/2011
Blair Moses
Quote Date
FOB
PO #
Page
Ship VIA
Printed
DESTINATION
1
UPS
1/26/11 13:58
Item
Description
Order
Ship
Price
UM
Amount
MONITOR SYSTEM INSTALLATION
/EQUIPMENT
INSTALLATION EQUIPMENT
1
0
4,778.00
EACH
4,778.00
(2) Samsung 40" monitors with PC embedded with
Magic Info Pro Software
(1) Chief industrial Fusion Universal
Micro -Adjustable tilt wall mount
(1) Chief industrial Universal Swing wall mount
/INSTALL
INSTALLATION SERVICES
1
0
1,680.00
EACH
1,680.00
CA Contractor's License #830835
/INSTALLMATS
MISCELLANEOUS INSTALL MATERIAL
1
0
304.00
EACH
304.00
/DESIGN
GRAPHIC DESIGN SUPPORT
1
0
1,615.00
EACH
1,615.00
/SHIPPING
SHIPPING CHARGE
1
0
300.00
EACH
300.00
NOT TO EXCEED
Microphone Upgrade Installation
MX418D/C
SHURE 18" CARDIOID CONDENSER DESKTOP
7
0
299.00
EACH
2,093.00
GOOSENECK MICROPHONE W/ ATTACHED 10'
XLR CABLE, ATTACHED DESKTOP BASE &
FOAM WIDESCREEN.
/INSTALLATION
PRODUCT INSTALLATION
1
0
590.00
EACH
590.00
Continued
Ej
CCS Presentation Systems, Inc.
7284 Clairemont Mesa Blvd.
San Diego, CA 92111
(858) 565-6323 / (858) 565-4938 Fax
www.ccsprojects.com
Quote
0100279
1/19/2011
Customer
Contact
Ship To
CITY OF NATIONAL CITY
1243 NATIONAL CITY BLVD.
National City, CA 91950
Cust Fax:
RON WILLIAMS
CITY OF NATIONAL CITY
1243 NATIONAL CITY BLVD.
National City, CA 91950
Cust Phone:
Account
Terms
Due Date
Account Rep
Expire Date
0031653
Net 30 Days
y
1/19/201130
Blair Moses
Days From
Quote Date
FOB
PO #
Page
Ship VIA
Printed
DESTINATION
2
UPS
1/26/11 13:58
Item
Description
Order
Ship
Price
UM
Amount
/INSTALLMATS
/SHIPPING
/AUTH
Includes low -voltage electrical and incidental
associated contracting unless otherwise specified
below.
Leadtimes for installations are a minimum of two to
three weeks after receipt of an order.
CA Contractor's License #830835
CCS warrants our workmanship for one year from
the date of installation. Installed equipment may
carry manufacturers' warranties of different
durations, but these warranties do NOT cover the
removal, transportation, and re -installation of
equipment. CCS will only support these products
on a depot basis, but can provide on -site support
services on a time -and -materials basis or through a
service contract purchased at the time of
installation.
REMOVE (7) EXISTING MICROPHES. INSTALL
(7) NEW GOOSENECK MICROPHONES. SPLICE
WIRES UNDER DAIS TO ACCOMIDATE NEW
MICROPHONES.
MISCELLANEOUS INSTALL MATERIAL
MISC INSTALL MATERIALS REQUIRED TO
COMPLETE MICROPHONE INSTALLATION.
SHIPPING CHARGE
Purchase Authorization
1
1
0
0
68.00
75.00
EACH
EACH
68.00
75.00
Mz
CCS Presentation Systems, Inc.
7284 Clairemont Mesa Blvd.
San Diego, CA 92111
(858) 565-6323 / (858) 565-4938 Fax
www. c cs p roj e cts .corn
Quote
0100279
1/19/2011
Customer
Contact
Ship To
CITY OF NATIONAL CITY
1243 NATIONAL CITY BLVD.
National City, CA 91950
Cust Fax:
RON WILLIAMS
CITY OF NATIONAL CITY
1243 NATIONAL CITY BLVD.
National City, CA 91950
Cust Phone:
Account
Terms
Due Date
Account Rep
Expire Date
0031653
Net 30 Days
y
1/19/2011
Blair Moses
30 DaysteFrom
Quote Date
FOB
PO #
Page
Ship VIA
Printed
DESTINATION
3
UPS
1/26/11 13:58
Item
Description
Order
Ship
Price
UM
Amount
As an authorized representative, I agree to
purchase the products and services under the terms
described on this Estimate. I understand that
custom items are non -returnable and
non -cancellable.
X
Signature Title
Printed Name Date
We hope we've earned your business and look forward to speaking with you soon.
Unless otherwise specified, this quote is good for 30 days from the "Printed" date.
Custom orders may not be returned or cancelled. Other returns are subject to a
restocking fee, or may not -be returnable at all. No returns are allowed without prior
authorization.
Ask your representative about service. Manufacturers' warranties are only for depot
service so there will be a charge for on -site support if you do not have a service contract.
Please let us know if we can provide you with any additional information. Thanks)
Tax Details:
Payment Details:
Taxable:
Tax.
Add'I Freight:
Non -Taxable:
Total:
Paid:
Tr Discount:
Balance:
7,243.00
706.20
0.00
4,260.00
12,209.20
0.00
0.00
$12,209.20
Thank You
C40Ri.o .ATO0
OFFICE OF THE CITY CLERK
1243 National City Blvd.
National City, California 91950
Michael R. Dalla, CMC - City Clerk
619-336-4228 phone / 619-336-4229 fax
CCS PRESENTATION SYSTEMS, INC.
Audio Visual Equipment
Design, Install & Configure
Ron Williams (Engineering) Forwarded
Copy of Agreement to Contractor