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HomeMy WebLinkAbout2014 CON Northrop Grumman - Automated Field Reporting (AFR) System - Amendment #1Amendment No. 1 to the Agreement between the City of National City (Customer) and Northrop Grumman Systems Corporation WHEREAS, the Customer and Northrop Grumman Information Technology, Inc. (NGIT) entered into an Agreement effective July 1, 2009, whereby Northrop Grumman Information Technology, Inc. was to provide the Customer's Automated Field Reporting (AFR) System software maintenance services; and WHEREAS, Northrop Grumman Information Technology, Inc. has merged with and into its parent company Northrop Grumman Systems Corporation ("Northrop Grumman"), a Delaware corporation, acting through Northrop Grumman Information Systems sector, Cyber Solutions Division, with an office at 7555 Colshire Drive, McLean, VA 22102; and WHEREAS, the Customer desires to extend the term of the contract for additional three (3) years period under the Scope of the Agreement and amend the Price and Payment schedule to the Agreement; and WHEREAS, Northrop Grumman has agreed to extend the term of the contract for additional three (3) years period under the Scope of the Agreement and amend the Price and Payment schedule to the Agreement; NOW, therefore, it is agreed as follows: 1. Effective July 1, 2014, the term of the agreement shall be extended for additional three (3) years through June 30, 2017 as described on Exhibit A hereto. 2. Customer shall pay the amounts labeled "Total Due" per the Price and Payment Schedule, Exhibit "A" attached. Payment shall be made by the Customer within 30 days of the receipt of an invoice from Northrop Grumman. 3. All other Terms and Conditions of the Agreement, except as specifically changed hereby, shall remain in full force and effect. Document prepared 5/20/14 Amdl_0514 1 Amendment No. 1 to the Agreement between the City of National City (Customer) and Northrop Grumman Systems Corporation IN WITNESS WHEREOF, the parties hereto have executed this amendment, the day and year written below. The Citypf National City ature of Authorized Representative Ron Nbrrison Printed Name 0_ ED AS TO FORM: Mayor June 17, 7014 Title Date CI'*'. G. Silva City Attorney Northrop Grumman Systems Corporation Sue Jun Contracts Administrator Date William Kirkwood Contracts Manager qt /Pi Date Document prepared 5/20/14 Amd1_0514 Amendment No. 1 to the Agreement between the City of National City (Customer) and Northrop Grumman Systems Corporation EXHIBIT "A" Price and Payment ,Schedule: Period No. 6 -July 1, 2014 - June 30, 2015 NG Software Maintenance: Automated Field Reporting System (AFR) Total Due, Period 6 Period No. 7 -July 1, 2015 - June 30, 2016 NG Software Maintenance: Automated Field Reporting System (AFR) Total Due, Period 7 Period No. 8 -July 1, 2016 - June 30, 2017 NG Software Maintenance: Automated Field Reporting System (AFR) Total Due, Period 8 $70,312.00 $70,312.00 $73,828.00 $73,828.00 $77,519.00 $77,519.00 Document prepared 5/20/14 Amd1_0514 3 NORTMROP GRUMMAN Memorandum Northrop Grumman Information Systems To: Sue Jun From: Karen Hull Subject: Contractual Signature/Commitment Authority Date: January 1, 2013 Northrop Grumman Systems Corporation Information Systems Cyber Solutions Division 7575 eolsiiFL Daivr= McLean, Giryin» 22102 In order to support the activities of Northrop Grumman Information Systems Sector (Northrop Grumman IS), I am hereby delegating signature/commitment authority. This delegation of signature authority is effective as of January 1, 2013 and is subject to the following limitations in accordance with the Cyber Solutions Division procedure, CSDP 0001, Review and Approval of Commitments. For all Types of Contracts less than or equal to $5M. This delegation authorizes you to execute on behalf of Northrop Grumman IS: contracts, proposals, teaming agreements, non -disclosure agreements, memoranda of agreements and other documents binding and committing those entities through which Northrop Grumman IS sector operates. This includes Northrop Grumman Systems Corporation, Northrop Grumman Space & Mission Systems Corp, and Northrop Grumman Information Technology, Inc. Signatures for entities beyond those listed should be verified with Northrop Grumman IS sector legal department prior to making commitments. This delegation does not authorize you to act outside the scope of the Cyber Solutions Division practices, Northrop Grumman IS sector Policies & Procedures, Northrop Grumman Corporation Policies & Procedures, and Federal, State, and local laws and regulations. You are responsible for insuring compliance with all applicable Cyber Solutions Division, Sector, and Northrop Grumman Polices, and Federal, State, and local laws and regulations. This delegation of signature/commitment authority shall be reassessed within 12 months and does not authorize you to delegate signature/commitment authority to other Contract Administrators within the Cyber Solutions Division. Please let me know if you have any questions regarding this delegation of signatures/commitment authority. Contracts Director Northrop Grumman Systems Corporation Northrop Grumman Information Systems Cyber Solutions Division Civil, Cyber and Security Business Unit RESOLUTION NO. 2014 — 85 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY WAIVING THE BID PROCESS PURSUANT TO SECTION 2.60.260 OF THE NATIONAL CITY MUNICIPAL CODE AND AUTHORIZING THE MAYOR TO EXECUTE THE FIRST AMENDMENT TO THE SOFTWARE MAINTENANCE AGREEMENT WITH NORTHROP GRUMMAN SYSTEMS CORPORATION IN THE NOT -TO -EXCEED AMOUNT OF $221,659 TO SUPPORT THE LAW ENFORCEMENT AUTOMATED FIELD REPORTING SYSTEM WHEREAS, on July 7, 2009, pursuant to Resolution No. 2009-173, the City Council authorized the Mayor to execute a software maintenance agreement with Northrop Grumman Information Technology, Inc., (the "Agreement") to support the law enforcement Automated Field Reporting System; and 2014; and WHEREAS, the term of the Agreement was from July 1, 2009 through July 1, WHEREAS, the parties wish to extend the term of the Agreement for an additional three years through June 30, 2017, and to amend the Price and Payment Schedule to the not -to -exceed amount of $221,659; and WHEREAS, Northrop Grumman Information Technology, Inc. has merged with and into its parent company Northrop Grumman Systems Corporation, a Delaware corporation. NOW, THEREFORE, BE IT RESOLVED that the City Council authorizes the Mayor to execute the First Amendment to the Agreement with Northrop Grumman Systems Corporation in the not -to -exceed amount of $221,659 to support the law enforcement Automated Field Reporting System. A copy of the First Amendment is on file in the office of the City Clerk. PASSED and ADOPTED this 17th day of June, 2014. ATTEST: 1! Michael R. Dalla, ity Clerk ROV AS TO FORM: ari: a Ga%'ua Silva City Attorn on Morrison, Mayor Passed and adopted by the Council of the City of National City, California, on June 17, 2014 by the following vote, to -wit: Ayes: Councilmembers Cano, Morrison, Natividad, Rios, Sotelo-Solis. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California /4.,,e2) City 1erk of the City National City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2014-85 of the City of National City, California, passed and adopted by the Council of said City on June 17, 2014. City Clerk of the City of National City, California By: Deputy CITY OF NATIONAL CITY, CALIFORNIA COUNCIL AGENDA STATEMENT C `v • `* 5 MEETING DATE: June 17, 2014 AGENDA ITEM NO. 20 ITEM TITLE: Resolution of the City Council of the City of National City waiving the bid process per Chapter 2.60.220(b) of the Municipal Code, and authorizing the Mayor to execute the first amendment to the annual software maintenance agreement with Northrop Grumman Systems Corporation in the total not -to -exceed amount of $221,659.00 to support the Law Enforcement Automated Field Reporting System(AFR) PREPARED BY: Ron Williams DEPARTMENT: AS PHONE: 619-336-4373 APPROVED BY: EXPLANATION: The Automated Field Reporting (AFR) system provides National City Police Department with real-time electronic records related to crime and arrest reports. The AFR data is processed and uploaded to the San Diego Area Regional Justice Information System (ARJIS). Due to the proprietary nature of the AFR system, Northrop Grumman Systems Corporation is the sole entity qualified to provide on -going software maintenance and support. It is requested that Council waive the formal bidding requirements as allowed in Section 12 of Purchasing Ordinance #1480, and in Chapter 2.60.220(b) of the Municipal Code, and amend the contract with Northrop Grumman Systems Corporation, for the following reasons: 1. Northrop Grumman is sole entity qualified to support the proprietary AFR software application. 2. No further purpose would be served by issuing a formal bid at this point in the process. FINANCIAL STATEMENT: ACCOUNT NO. 629-417-082-281-0000 ENVIRONMENTAL REVIEW: N/A ORDINANCE: INTRODUCTION: APPROVED: 0(O(a Finance APPROVED: j MIS FINAL ADOPTION: STAFF RECOMMENDATION: Staff recommends executing the first amendment to the annual software maintenance agreement with Northrop Grumman Systems Corporation. BOARD / COMMISSION RECOMMENDATION: N/A ATTACHMENTS: 4mendment, Contract Amendment No. 1 to the Agreement between the City of National City (Customer) and Northrop Grumman Systems Corporation WHEREAS, the Customer and Northrop Grumman Information Technology, Inc. (NGIT) entered into an Agreement effective July 1, 2009, whereby Northrop Grumman Information Technology, Inc. was to provide the Customer's Automated Field Reporting (AFR) System software maintenance services; and WHEREAS, Northrop Grumman Information Technology, Inc. has merged with and into its parent company Northrop Grumman Systems Corporation ("Northrop Grumman"), a Delaware corporation, acting through Northrop Grumman Information Systems sector, Cyber Solutions Division, with an office at 7555 Colshire Drive, McLean, VA 22102; and WHEREAS, the Customer desires to extend the term of the contract for additional three (3) years period under the Scope of the Agreement and amend the Price and Payment schedule to the Agreement; and WHEREAS, Northrop Grumman has agreed to extend the term of the contract for additional three (3) years period under the Scope of the Agreement and amend the Price and Payment schedule to the Agreement; NOW, therefore, it is agreed as follows: 1. Effective July 1, 2014, the term of the agreement shall be extended for additional three (3) years through June 30, 2017 as described on Exhibit A hereto. 2. Customer shall pay the amounts labeled "Total Due" per the Price and Payment Schedule, Exhibit "A" attached. Payment shall be made by the Customer within 30 days of the receipt of an invoice from Northrop Grumman. 3. All other Terms and Conditions of the Agreement, except as specifically changed hereby, shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this amendment, the day and year written below. The City of National City Northrop Grumman Systems Corporation: Signature of Authorized Representative Sue Jun Contracts Administrator Printed Name Date Title Date Document prepared 5/20/14 Amdl 0514 1 Amendment No. 1 to the Agreement between the City of National City (Customer) and Northrop Grumman Systems Corporation EXHIBIT "A" Price and Payment Schedule: Period No. 6 —July 1, 2014 — June 30, 2015 NG Software Maintenance: Automated Field Reporting System (AFR) Total Due, Period 6 Period No. 7 —July 1, 2015 — June 30, 2016 NG Software Maintenance: Automated Field Reporting System (AFR) Total Due, Period 7 Period No. 8 —July 1, 2016 — June 30, 2017 NG Software Maintenance: Automated Field Reporting System (AFR) Total Due, Period 8 $70,312.00 $70,312.00 $73,828.00 $73,828.00 $77,519.00 $77,519.00 Document prepared 5/20/14 Amd1 0514 2 (Page 1 of 1t7) Northrop Cmimman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. MASTER MAINTENANCE AGREEMENT This Agreement is entered into between Northrop Grumman Information Technology, Inc. (represented herein by their Commercial State and Local Programs Business Unit), a Delaware corporation, with an office at 15010 Conference Center Drive, Chantilly, VA 20151-3801, hereinafter referred to as "NORTHROP GRUMMAN", and the City of National City, California, hereinafter referred to as "Customer". 1. SCOPE OF AGREEMENT NORTHROP GRUMMAN will provide the following services: • Services provided for by the NORTHROP GRUMMAN Software Maintenance Sub -Agreement, (copy attached), which includes NORTHROP GRUMMAN provided software as shown on Exhibit A of the Software Agreement. The above shall be referred to as sub -agreements. 2. TERM OF AGREEMENT The term of this Agreement shall commence on July 1, 2009, and shall continue for a term of five (5) years at the prices outlined in Exhibit "A". 3. TERMINATION This Agreement may be terminated at any time by either party by providing a 90 day written notice of termination. As such, the Agreement shall terminate with no further financial obligation of the Customer with respect to payment of obligations due after 90 days from the date of such notice. 4. TERMS AND CONDITIONS In the event of a conflict, the terms of this Agreement shall take precedence over the _terms_and conditions of the sub agreements Document Prepared 6/9/09 MMK AFR 0609 (3).doc Page 1 of 6 (Page 2 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. MASTER MAINTENANCE AGREEMENT 5. PRICE AND PAYMENT The Customer shall pay the amount labeled "Total Due," with respect to the period identified, in Exhibit "A" (attached). The fees for Basic Software Maintenance shall be paid annually in advance. Per call and block time charges in Item 2 of Exhibit B NORTHROP GRUMMAN SOFTWARE MAINTENANCE SUB -AGREEMENT will be invoiced after the service is performed. Prices in this Agreement are exclusive of applicable taxes, if any. Taxes are the respon- sibility of the Customer and will be added to the invoices. Payment terms are net thirty (30) days from date of invoice. NORTHROP GRUMMAN reserves the right to charge interest for late payments at the rate of one and one-half percent (1.5%) per month. 6. AMENDMENT OF THIS AGREEMENT The Customer reserves the right to request changes which would include alterations, deviations, additions to or deletions from the scope of work of this Agreement, as may be deemed by the Customer to be necessary or required for the proper completion of the whole work contemplated. Any such changes will be set forth in an Amendment/Changes Orders to this Agreement which will specify the change in work to be performed and any increase/decrease in compensation due NORTHROP GRUMMAN for such work. No such requested changes shall be effective until the execution of an appropriate amendment of this Agreement by both parties. 7. NOTICES Any notice required to be given by the terms of this Agreement shall be deemed to have been given when the same is sent by certified mail, postage prepaid, or courier service to the respective parties as follow: -Customer: Northrop -Grumman -information The City of National City Technology, Inc. 1200 National City Blvd Sue Jun National City, CA 91950 15010 Conference Center Drive Chantilly, VA 20151-3801 Document Prepared 6/9/09 MMK_AFR_ 1609 (3).doc Page 2 of 6 (Page 3 of 18) Northrop Grumman Information Technology, Inc. ll.prietary Contains Ttade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. MASTER MAINTENANCE AGREEMENT 8. INDEPENDENT CONTRACTOR NORTHROP GRUMMAN is an independent contractor under this Agreement, and not an employee or agent of Customer. All payments hereunder shall be made to NORTHROP GRUMMAN. No deductions shall be made from the payments provided for under Article V above for any reason including taxes, workman's compensation or insurance. 9. LIMITATION OF LIABILITY AND REMEDIES a. Limited Warranty NORTHROP GRUMMAN MAKES NO WARRANTIES HEREUNDER, EITHER EXPRESS OR IMPLIED (INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE). b. Limitation of Remedy Except for damages to third parties as set forth in Section 10, customer agrees that NORTHROP GRUMMAN's liability hereunder for damages shall not exceed the annual maintenance fee paid to NORTHROP GRUMMAN for the maintenance period in which the cause of the action occurred. c. Limitation of Damages IN NO EVENT SHALL NORTHROP GRUMMAN BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES. Document Prepared 6/9/09 MMK_AFR 0609 (3).doc Page 3 of 6 (sage 4 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. MASTER MAINTENANCE AGREEMENT 10. INDEMNIFICATION NORTHROP GRUMMAN shall indemnify, defend, and hold harmless Customer from and against any and all claim, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorneys' fees) and liabilities, of, by or with respect to third parties, which arise solely from the intentional misconduct or negligence of NORTHROP GRUMMAN, NORTHROP GRUMMAN's employees, agents or subcontractors. NORTHROP GRUMMAN shall not be responsible for, and Customer shall, within the limits of California law and without waiving any of its rights, privileges or governmental immunities from suit or liability, indemnify, defend, and hold harmless NORTHROP GRUMMAN from and against, any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorneys' fees) and liabilities, of, by or with respect to third parties, which arise solely from Customers' negligence. With respect to any and all claims, demand, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorney's fees) and liabilities, of, by or with respect to third parties, which arise from the joint or concurrent negligence of NORTHROP GRUMMAN and Customer, each party shall assume responsibility in proportion to the degree of its respective fault. 11. FUNDING The customer has reviewed their funding and verifies to Northrop Grumman that none of their funding to be used in this quotation will include American Recovery and Reinvestment Tax act of 2009 ("ARRA") funds, funds from the Emergency Economic Stabilization Act ("ESSA") or funds from the Trouble Assist Relief Program ("TARP"). Prior to applying any funds from any of the three identified sources of the funds above onto this contract the customer shall notify Northrop Grumman. If ARRA, TARP or ESSA finds are to be applied towards this contract, Northrop Grumman may either elect to terminate the effort for convenience prior to the application of any funds from the identified sources or to ratify the contract. Document Prepared 6/9/09 MMK_AFR_0609 (3).doc Page 4 of 6 (Page 5 or 181 Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMIIZAN INFORMATION TECHNOLOGY, INC. MASTER MAINTENANCE AGREEMENT 12. ENTIRE CONTRACT This Agreement and attached Sub-Agreement(s) represent the entire and integrated agreement between the parties hereto and supersedes all prior and contemporaneous negotiations, representations, understandings, and agreements, whether written or oral, with respect to the subject matter hereof. This Agreement may be amended only by written instrument signed by the parties hereto. The City of National City: Signature of Authorized Representative 6e0".) MO A. it le Printed Name Title 7-/.f-o9 Date APPROVED AE TO FORM: �11Eat', tic George H Elver, Ill City Attorney Document Prepared 6/9/09 Northrop Grumman Information Contracts Administrator Date MMK_AFR_0609 (3).doc Page 5 of 6 (Page 6 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Infomuation which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. MASTER MAINTENANCE AGREEMENT Exhibit "A" Price and Payment: Period No. 1 -July 1, 2009 - June 30, 2010 Basic Software Maintenance AFR $55,092.00 Total Due, Period No. 1 $$5,092.00 Period No. 2 duly 1, 2010 - June 30, 2011 Basic Software Maintenance AFR $57.846.00 Total Due, Period No. 2 557.846,40 Period No. 3 -July 1, 2011- June 30, 2012 Basic Software Maintenance AFR $60,739.00 Total Due, Period No. 3 $60,739.00 Period No. 4 -July 1, 2012 - June 30, 2013 Basic Software Maintenance AFR $63,776.00 Total Due, Period No. 4 563,776.00 Period No. 5 -July 1, 2013 - June 30, 2014 Basic Software Maintenance AFR $66,964.00 Total Due, Period No. 5 $66,964.00 Document Prepared 6/9/09 MMK AFR_0609 (3).doc Page 6 of 6 (Page 7 of 18) Northrop Cumman Infonmation Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. SOFTWARE MAINTENANCE SUB-A6RE MLNT - SUB -AGREEMENT effective July 1, 2009, between Northrop Grumman Information Technology, Inc. (represented herein by its Commercial State and Local Programs Business Unit), 15010 Conference Center Drive, Chantilly, VA 20151-3801 ("NORTHROP GRUMMAN") and the City of National City, ("Customer"). 1. SOFTWARE SYSTEM For the purpose of this Sub -Agreement, the "Software System" shall mean the NORTHROP GRUMMAN Computer Software System (Software System) identified in Exhibit A. 2. SOFTWARE SUPPORT SERVICES a. Maintenance Support With respect to the Software System, NORTHROP GRUMMAN agrees to perform, or cause to be performed, the following maintenance services: 1. NORTHROP GRUMMAN will retain a complete copy of the NORTHROP GRUMMAN application source code to guard against the permanent loss of system functions in the event of disaster. 2. If during the teen of this Agreement, (a.) the Customer discovers defects in the Software System such that same will not perform in accordance with NORTHROP GRUMMAN's design; (b.) the Customer notifies NORTHROP GRUMMAN of such defects; and, (c.) such defects are reproducible, then NORTHROP GRUMMAN shall provide, or cause to be provided, timely corrections of such defects. As applicable and required, Customer shall be responsible for installing corrections to applicable workstation software. 3. If problems arise concerning the Software System, NORTHROP GRUMMAN will provide telephone assistance within the schedule stated in Section 3, Problem Reporting. 4. If Critical problems arise from the NORTHROP GRUMMAN application (see 3. Problem Reporting) and the Customer cannot correct them by following __system_ management training_and/or procedures _previously supplied by NORTHROP GRUMMAN or Masi, NORTHROP GRUMMAN will provide assistance to restore the Software System opera- tions 24 hours a riay, 365 days a_ year without additional charge to the Customer. Document Prepared 06/09/09 SMK AFR 0609 Page 1 of 7 (Page 8 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. SOFTWARE MAINTENANCE SUB-A-GREEMENT b. Software Improvements and Upgrades During the term of this Agreement, NORTHROP GRUMMAN shall supply Customer with improvements and upgrades to those functions or features of the Software Products which were described in the Functional Specification Design and supplied under the applicable contract and which are not priced separately. NORTHROP GRUMMAN will provide one (1) software upgrade per year. c. Installation of Corrections, Improvements or Upgrades NORTHROP GRUMMAN shall provide changes and installation support to the Software Products including updates, upgrades, releases, patches, corrections or improvements by telephone modem or the appropriate transport media, all at the option of NORTHROP GRUMMAN_ Customer shall provide installation, distribution, support or access as may be reasonably required to successfully install the changes. 3. PROBLEM REPORTING Problems are logged into NORTHROP GRUMMAN's problem tracking system and the Customer is given a problem ticket number. The call is prioritized based on what is being reported, and how serious the Customer perceives the problem. Priority one problems receive immediate attention and are worked continuously until resolved. Priority two, three and four calls are placed in the queue, assigned to programmers and are addressed based on order received and priority. Customers may escalate problems to the CSG Service Manager if they feel they are not being addressed in a timely manner. The following are NORTHROP GRUMMAN's prioritizations: Priority One: Critical Guaranteed response time of 2 hours; worked continuously until respolved Software Errors that prevent or substantially interfere with operation of the NORTHROP GRUMMAN installed software for its primary intended purpose on a system wide basis, as described in the Functional Design Specification, such as those errors that can cause loss of data or prevent the product from running. Examples include, but are not limited to: • Complete system outage (system down) of a major application o C-omputer Aided —Dispatch o Message Switching System o Records Management System o Mobile Data Computing System Document Prepared 06/09/09 SMK AFR 0609 Page 2 of 7 (Page 9 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. SOFTWARE MAINTENANC-E SUB -AGREEMENT • Workstation failure of a critical workstation; mission critical tasks that cannot be performed on another workstation. • Database failure or performance degration to the point of inoperability Priority Two: High Guaranteed response time of 4 hours Software Errors that do not prevent or substantially interfere with operation of the NORTHROP GRUMMAN system for its primary intended purpose or are not system wide, but that do prevent or materially interfere with end user performance of common functions described in the Functional Design Specification. Examples include, but are not limited to: • Workstation failure of a non -mission critical workstation, where there is no alternate workstation for that functionality • Loss of communications with the mobile data controller, other than such loss due to malfunction occurring outside of the NORTHROP GRUMMAN system • System response times doubling and continuing beyond fifteen (15) minutes, other than such doubling due to malfunction occurring outside of the NORTHROP GRUMMAN system. Priority Three: Medium Guaranteed response time of 1 business day Minor problems that do not prevent the users from performing their job, but there is no reasonable work -around. Priority Four: Low Guaranteed response time of 5 business days Informational, or suggestion for future functionality of the software. 4. RESPONSIBILITIES OF CUSTOMER The obligations of NORTHROP GRUMMAN under this Agreement are conditioned upon: a. Customer assigning a Coordinator to ensure that Customer's assignments in connection with this Agreement are met, to coordinate appropriate schedules in connection with NORTHROP GRUMMAN's services hereunder, and to serve to provide other coordination activities which are necessary for NORTHROP GRUMMAN to perform its services hereunder. As applicable and required, Coordinator shall also be responsible for distributing Software System corrections to the individual client workstations. Document Prepared 06/09/09 SMK_AFR_0609 Page 3 of 7 (Page 10 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. -SOFTWA MAINTE:NANC-E-SUB-AGREE-MENT b. Customer will assign at least one (1) technically capable individual, as required by NORTHROP GRUMMAN to assist NORTHROP GRUMMAN in performing its services hereunder, c. Customer establishing an on -site dial -up line or VPN access to enable NORTHROP GRUMMAN to remotely access the Software System. Customer, in accordance with a schedule mutually agreed upon by NORTHROP GRUMMAN and Customer, shall connect the dial -in modem, at customer's cost and expense, in order to enable NORTHROP GRUMMAN to remotely access the Software System. Where applicable, Customer shall also compile programs and run appropriate tests following each remote access by NORTHROP GRUMMAN. d. Customer shall be responsible for controlling security and access to the computer systems. The Customer shall connect the dial -in modem or VPN access in a timely manner to allow NORTHROP GRUMMAN to perform maintenance activities, and the Customer shall provide the appropriate usernames and authorization codes to NORTHROP GRUMMAN whenever maintenance work is to be done. e. Customer shall not perform any modifications or enhancements to the Software System or allow any person or entity not specifically authorized by NORTHROP GRUMMAN to perform any modifications or enhancements to the Software System. f. As applicable and necessary, during the term of the Master Maintenance Agreement, and any subsequent extensions of the term, Customer shall provide NORTHROP GRUMMAN with a verified copy of the Software System back-up, including Source Code, on an annual basis, at no cost to NORTHROP GRUMMAN, for use in assisting the Customer during disaster recovery efforts if requested. g. It is the Customer's sole responsibility for insuring System Management Procedures are performed for continuous operation of the RMS systems. This includes, but is not limited to, performing system and file backups, routine configuration changes, installation of operating system and patches, system and database backups, system and database performance tuning, network problem diagnosis, and system monitoring and preventive maintenance. h. Customer shall coordinate hardware repairs with the appropriate third -party hardware maintenance provider. Document Prepared 06/09/09 SMK_AFR_0609 Page 4 of 7 (Page 11 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Sccrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. -SOFTWARE MAINTENANCE SUB -AGREEMENT 5. TERM The term during which NORTHROP GRUMMAN shall be obligated to perform under Section 2 shall commence July 1, 2009, and, unless terminated pursuant to the NORTHROP GRUMMAN MASTER MAINTENANCE AGREEMENT shall continue for a period of five (5) years. 6. LICENSE With respect to each correction to the Software System furnished to Customer under this Agreement, Customer is granted a non-exclusive, non -assignable, non -transferable license to use such correction solely as appropriate as part of the Software System as defined in the" License" Article of the Agreement for the System(s). Document Prepared 06/09/09 SMK AFR 0609 Page 5 of 7 (Page 12 of 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT - EXHIBIT A - SOFTWARE SYSTEM The software system to be maintained under this Agreement including any unique technical conditions is as follows: ] . The Customer's Automated Field Reporting System as defined in the Functional Specification Document as well as any enhancements submitted to and accepted by the Customer including any additional contractual work performed by Northrop Grumman. Document Prepared 06/09/09 SMK AFR 0609 Page 6 of 7 (Page 13 or 18) Northrop Grumman Information Technology, Inc. Proprietary Contains Trade Secrets and Information which is Commercial or Financial, and Privileged or Confidential. NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. SOFTWARE MAINTENANCE SUB -AGREEMENT - EXHIBIT B - SERVICES TO BE PROVIDED 1. Basic software service shall be provided five (5) days per week from 5:30 a.m. through 5:30 p.m. Pacific Time excluding NORTHROP GRUMMAN holidays. Calls made outside the above Basic service times will be billable as follows: Year 1 - $1,140 per call for the first four hours of consultation and $285/hour for an additional consultation Year 2 - $1,200 per call for the first four hours of consultation and $300/hour for an additional consultation Year 3 - $1,260 per call for the first four hours of consultation and $315/hour for an additional consultation Year 4 - $1,320 per call for the first four hours of consultation and $330/hour for an additional consultation Year 5 - $-1,388per call for the first four hours of consultationand -$347/-hour foranadditional consultation However, if Serious problems arise (see 3. Severity Level) and the Customer cannot correct them by following the system management procedures previously supplied by NORTHROP GRUMMAN, calls made outside of the Basic service times will not be billable. The determination of whether an after- hours call is billable will be made solely by NORTHROP GRUMMAN. 2. ON DEMAND MAINTENANCE SERVICES - ODMS ODMS is defined as forty (40) contiguous hours of remote NORTHROP GRUMMAN Programmer services for the "NORTHROP GRUMMAN installed system" (System). Services to be performed by the NORTHROP GRUMMAN Programmer are at the discretion of the Customer. It is advisable to transmit to NORTHROP GRUMMAN, prior to the NORTHROP GRUMMAN Programmer service, a list of work descriptions desired by the Customer. The ODMS to be performed by the NORTHROP GRUMMAN Programmer will be on a "best effort" basis. If the work is not complete or task finished by the NORTHROP GRUMMAN Programmer at the end of forty (40) hours, the Customer has the option to contract for additional ODMS or have NORTHROP GRUMMAN complete the work on a "time and materials" (T&M) basis. The additional ODMS or T&M work will have to be mutually agreed to and scheduled. ODMS work completed by NORTHROP GRUMMAN will then be transferred and maintained under the Master Maintenance Agreement. The annual ODMS rates for forty (40) hour blocks is as follows: Year 1 - $10,000 Year 2 - $10,500 Year 3 - $11,025 Year 4 - $11,500 Year 5 - $12,000 -C-rstomerhas the option -to -have -the NORTHROP GRUMMAN-P-rogranuner-onsite. Travel is not included in the rates as defined as above. Travel shall be billed at cost plus 10%. Document Prepared 06/09/09 SMK AFR 0609 Page 7 of 7 (Page 14 of 18) RESOLUTION NO. 2009 —173 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL C-ITY AUTHORIZING THE MAYOR TO EXECUTE A SOFTWARE MAINTENANCE AGREEMENT WITH NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. IN THE NOT -TO -EXCEED AMOUNT OF $66,964 TO SUPPORT THE LAW ENFORCEMENT AUTOMATED FIELD REPORTING SYSTEM WHEREAS, the Automated Field Reporting ("AFR") System provides the Police Department with real-time electronic records related to crime and arrest reports. The AFR data is processed and uploaded to the San Diego Area Regional Justice Information System ("ARJIS"); and WHEREAS, due to the proprietary nature of the AFR System, Northrop Grumman Technology, Inc., is the only entity qualified to provide on -going software maintenance and support, and Northrop Grumman Technology, Inc., is willing to provide such service for the not -to -exceed amount of $66,964. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby authorizes the Mayor to execute a software maintenance agreement Northrop Grumman Technology, Inc., in the not -to -exceed amount of $66,964 to provide software maintenance and support for the Police Department's Automated Field Reporting System. Said Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 7th day of July, 2009. ATTEST: Mic . el R. Dalla, ity Clerk APPROVED AS TO FORM: George H. Eiser, III City Attorney Ron Morrison, Mayor (Page 15 of 18) Passed and adopted by the Council of the City of National City, California, on July 7, 2009 by the following vote, to -wit: Ayes: Councilmembers Morrison, Parra, Sotelo-Solis, Van Deventer, Zarate. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: RON MORRISON Mayor of the City of National City, California City Clerk of the City c 'National City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2009-173 of the City of National City, California, passed and adopted by the Council of said City on July 7, 2009. City Clerk of the City of National City, California By: Deputy (Page 16 of 18) City of National City, California COUNCIL AGENDA STATEMENT r,,.. _ MEETING DATE July_07, 2009. AGENDA. ITEM NO. _ 8 ITEM TITLE Resolution of the City Council of the City of National City authorizing the Mayor to execute an annual software maintenance agreement with Northrop Grumman Information Technology Inc. in the not -to -exceed amount of $66,964 to support the Law Enforcement Automated Field Reporting System(AFR) PREPARED BY DEPARTMENT Ron Williams (Ext. 4373) EXPLANATION MIS The Automated Field Reporting(AFR) system provides National City Police Department with real-time electronic records related to crime and arrest reports. The AFR data is processed and uploaded to the San Diego Area Regional Justice Information System(ARJIS). Due to the proprietary nature of the AFR system, Northrop Grumman Technology Inc. is the sole entity qualified to provide on -going software maintenance and support. It is requested that Council waive the formal bidding requirements as allowed in Section 12 of Purchasing Ordinance #1480, and in Chapter 2.60.220(d) of the Municipal Code, and award the contract to Northrop Grumman Technology Inc., for the following reasons: 1. Northrop Grumman sole entity qualified to support the proprietary AFR software application 2. The price has been determined to be competitive within the industry. 3. No further purpose would be served by issuing a formal bid at this point in the process. Environmental Review N/A Financial Statement Funded via IT internal services charges account 630-415-000-281-0000. Approved By: finance Director Account No. STAFF RECOMMENDATION Adopt the Resolution BOARD / COMMISSION RECOMMENDATION ATTACHMENTS (-Listed Below ) Attachment 1: Agreement Resolution No. A-200 (9/99) 'Page 17 of 18) RESOLUTION NO. 2009 — RESOLUTIONOF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE MAYOR TO EXECUTE A SOFTWARE MAINTENANCE AGREEMENT WITH NORTHROP GRUMMAN INFORMATION TECHNOLOGY, INC. IN THE NOT -TO -EXCEED AMOUNT OF $66,964 TO SUPPORT THE LAW ENFORCEMENT AUTOMATED FIELD REPORTING SYSTEM WHEREAS, the Automated Field Reporting ("AFR") System provides the Police Department with real-time electronic records related to crime and arrest reports. The AFR data is processed and uploaded to the San Diego Area Regional Justice Information System ("ARJIS"); and WHEREAS, due to the proprietary nature of the AFR System, Northrop Grumman Technology, Inc., is the only entity qualified to provide on -going software maintenance and support, and Northrop Grumman Technology, Inc., is willing to provide such service for the not -to -exceed amount of $66,964. NOW, THEREFORE, BE IT RESOLVED that the City Council hereby authorizes the Mayor to execute a software maintenance agreement Northrop Grumman Technology, Inc., in the not -to -exceed amount of $66,964 to provide software maintenance and support for the Police Department's Automated Field Reporting System. Said Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 7th day of July, 2009. ATTEST: Michael R. Della, City Clerk APPROVED AS TO FORM: George H. Eiser, III City Attorney Ron Morrison, Mayor (Page 18 of 18) City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 Michael R.-Datla, CMC City Clerk (619) 336-4228 Fax: (619) 336-4229 July 15, 2009 Ms. Sue Jun Northrop Grumman Information Technology, Inc. 15010 Conference Center Drive Chantilly, VA 20151-3801 Dear Ms: Jun; On July 7th, 2009, Resolution No. 2009-173 was passed and adopted by the City Council of the City of National City, authorizing execution of an Agreement with Northrop Grumman Information Technology, Inc. We are forwarding a certified copy of the above Resolution and two partially executed original agreements. Please return one fully executed original agreement to us for our files. Sincerely, 001 Michael R. Della, CMC City Clerk Enclosures Recycled Paper 108 'Library Capital Outlay :109 Gas Taxes Fund 120 Plan Checking Revolving Fund '125 ;Sewer Service Fund 172 'Trash Rate Stabilization Fund 325 !Development Impact Fee Fund 502 ;Section 8 626 ;Facilities Maintenance Fund 627 Liability Insurance Fund 629 ;Information Systems Maintenance 643 !Motor Vehicle Service Fund !Total Cost Recovered By General Fund l $ 10,931 $ 13,937 13,937 $ 3,006 103,833 223,956 111,978 $ 8,145 13,371 16,327 16,327 $ 2,956 277,596 529,344 264,672 $ (12,924) 12,438 16,104 16,104 $ 3,666 4,959 7,386 7,386 $ 2,427 84,270 298,079 99,360 $ 15,090 210,260 509,932 254,966 $ 44,706 82,549 139,789 139,789 $ 57,240 107,307 146,433 146,433 $ 39,126 345,048 ' 326,852 326,852 $ (18,196) $ 1,252,562 2,228,138 1,397,803 $ 145,241 RESOLUTION NO. 2014 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY WAIVING THE BID PROCESS PURSUANT TO SECTION 2.60.260 OF THE NATIONAL CITY MUNICIPAL CODE AND AUTHORIZING THE MAYOR TO EXECUTE THE FIRST AMENDMENT TO THE SOFTWARE MAINTENANCE AGREEMENT WITH NORTHROP GRUMMAN SYSTEMS CORPORATION IN THE NOT -TO -EXCEED AMOUNT OF $221,659 TO SUPPORT THE LAW ENFORCEMENT AUTOMATED FIELD REPORTING SYSTEM WHEREAS, on July 7, 2009, pursuant to Resolution No. 2009-173, the City Council authorized the Mayor to execute a software maintenance agreement with Northrop Grumman Information Technology, Inc., (the "Agreement") to support the law enforcement Automated Field Reporting System; and 2014; and WHEREAS, the term of the Agreement was from July 1, 2009 through July 1, WHEREAS, the parties wish to extend the term of the Agreement for an additional three years through June 30, 2017, and to amend the Price and Payment Schedule to the not -to -exceed amount of $221,659; and WHEREAS, Northrop Grumman Information Technology, Inc. has merged with and into its parent company Northrop Grumman Systems Corporation, a Delaware corporation. NOW, THEREFORE, BE IT RESOLVED that the City Council authorizes the Mayor to execute the First Amendment to the Agreement with Northrop Grumman Systems Corporation in the not -to -exceed amount of $221,659 to support the law enforcement Automated Field Reporting System. A copy of the First Amendment is on file in the office of the City Clerk. PASSED and ADOPTED this 17th day of June, 2014. Ron Morrison, Mayor ATTEST: Michael R. Della, City Clerk APPROVED AS TO FORM: Claudia Gacitua Silva City Attorney NORTHROP GRUMMAN Memorandum Northrop Grumman Information Systems To: Sue Jun From: Karen Hull Subject: Contractual Signature/Commitment Authority Date: January 1, 2013 ink; r Cyber Sol u r! In order to support the activities of Northrop Grumman Information Systems Sector (Northrop Grumman IS), I am hereby delegating signature/commitment authority. This delegation of signature authority is effective as of January 1, 2013 and is subject to the following limitations in accordance with the Cyber Solutions Division procedure, CSDP 0001, Review and Approval of Commitments. For all Types of Contracts less than or equal to $5M. This delegation authorizes you to execute on behalf of Northrop Grumman IS: contracts, proposals, teaming agreements, non -disclosure agreements, memoranda of agreements and other documents binding and committing those entities through which Northrop Grumman IS sector operates. This includes Northrop Grumman Systems Corporation, Northrop Grumman Space & Mission Systems Corp, and Northrop Grumman Information Technology, Inc. Signatures for entities beyond those listed should be verified with Northrop Grumman IS sector legal department prior to making commitments. This delegation does not authorize you to act outside the scope of the Cyber Solutions Division practices, Northrop Grumman IS sector Policies & Procedures, Northrop Grumman Corporation Policies & Procedures, and Federal, State, and local laws and regulations. You are responsible for insuring compliance with all applicable Cyber Solutions Division, Sector, and Northrop Grumman Polices, and Federal, State, and local laws and regulations. This delegation of signature/commitment authority shall be reassessed within 12 months and does not authorize you to delegate signature/commitment authority to other Contract Administrators within the Cyber Solutions Division. Please let me know if you have any questions regarding this delegation of signatures/commitment authority. Contracts Director Northrop Grumman Systems Corporation Northrop Grumman Information Systems Cyber Solutions Division Civil, Cyber and Security Business Unit CITY OF NATIONAL CITY Office of the City Clerk 1243 National City Blvd., National City, California 91950 619-336-4228 phone / 619-336-4229 fax Michael R. Dalla, CMC - City Clerk June 24, 2014 Ms. Karen Hull Northrop Grumman Systems Corporation 7575 Colshire Drive McLean, VA 22102 Dear Ms. Hull, On June 176, 2014, Resolution No. 2014-85 was passed and adopted by the City Council of the City of National City, authorizing execution of Amendment #1 to an Agreement with Northrop Grumman Systems Corporation. We are enclosing for your records a certified copy of the above Resolution and a fully executed original Amendment. Michael R. Dalla, CMC City Clerk Enclosures cc: MIS Dept.