HomeMy WebLinkAbout05 - Approve Purchase Agreement for an In -Car Video SystemMay 9, 2017
Agenda Item No. 5
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Jon Lewis, Chief of Police - 949-644-3701, jlewis@nbpd.org
PREPARED BY: Damon Psaros, Lieutenant, dpsaros@nbpd.org
PHONE: 949-644-3660
TITLE: Approve Purchase Agreement with WatchGuard Video for an In -Car
Video System
ABSTRACT:
The Police Department's existing in -car mobile video system ("MVS") is at the end of its
service life and must be replaced. Staff has evaluated several MVS vendors' offerings
and is requesting City Council approve a purchase agreement with WatchGuard
video.
RECOMMENDATION:
a) Determine the action is exempt from the California Environmental Quality Act
(CEQA) pursuant to Sections 15060(c)(2) and 15060(c)(3) of the CEQA Guidelines
because it will not result in a physical change to the environment, directly or
indirectly;
b) Waive the contract procurement requirements of City Council Policy F-14 and
approve a single source selection based on a competitive Request for Proposals
(RFP) process conducted by the City of Tustin in 2016; and
c) Approve a purchase agreement with WatchGuard Video of Allen, Texas, for a total
cost of $491,125.07, and authorize the. Mayor and City Clerk to execute the
agreement.
FUNDING REQUIREMENTS:
The current adopted budget includes sufficient funding for this purchase. It will be
expensed to the Police Department Equipment Replacement Fund, 75303-911024.
5-1
Approve Purchase Agreement with WatchGuard Video for an In -Car Video System
May 9, 2017
Page 2
DISCUSSION:
The Newport Beach Police Department is dedicated to providing the highest level of
service to our businesses, residents and visitors. The Police Department's strong
relationship with our community requires trust and transparency. In -car video and on -
person audio recordings ensure police accountability by providing accurate, detailed
and objective records of Police Department employees' field activities. The statements,
physical evidence and timeline of events recorded during crimes in progress and other
critical incidents are invaluable for both accountability and investigative purposes.
The Police Department's existing L3 in -car video system was implemented more than
five years ago, is at the end of its useful life, and no longer supported by L3. The new
WatchGuard MVS will replace the existing L3 MVS in 43 patrol vehicles and 13 police
motorcycles. Four existing interview room video systems will also be replaced with new
WatchGuard systems adapted for in -building use.
The new WatchGuard MVS will provide several improvements over the existing system:
High Definition video with improved low light recording
Much wider panoramic field of view (140° pillar -to -pillar versus current 47°)
High fidelity audio recording with noise cancellation
Greatly improved user interface and in -car viewing
Smaller, less intrusive hardware footprint inside the vehicle
Secure cloud -based sharing of video with authorized recipients
Video can be archived in standard definition, reducing storage costs
Selection Process: The Police Department selected WatchGuard utilizing a
procurement completed in 2016 by the Tustin Police Department. Using Tustin's RFP
saved a considerable amount of time and staff costs on a labor-intensive project with
significant timeline pressure to replace the existing unsupported L3 system. Tustin
Police Department selected WatchGuard following a very thorough evaluation of the
MVS marketplace, including a competitive RFP process. Tustin's RFP process meets
the standards the City of Newport Beach would normally use when completing our own
RFP process under Council Policy F-14 and WatchGuard has agreed to extend the
same pricing and terms offered to the City of Tustin.
Below is Tustin Police Department's final evaluation of the two most qualified vendors,
WatchGuard and Taser. The evaluation clearly identified WatchGuard as the superior
system.
5-2
Approve Purchase Agreement with WatchGuard Video for an In -Car Video System
May 9, 2017
Page 3
Category
WatchGuard In -Car
Taser In -Car
Ease of Use
4.50
3.33
Reliability
4.53
3.17
Durability
4.76
4
Video Quality
4.94
3.00
Sound Quality
4.71
3.5
Playback Features
4.61
3.3
Average:
4.68
3.40
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this action is not subject to the California
Environmental Quality Act ("CEQA") pursuant to Sections 15060(c)(2) (the activity will
not result in a direct or reasonably foreseeable indirect physical change in the
environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378)
of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it
has no potential for resulting in physical change to the environment, directly or
indirectly.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENT:
Attachment A — Purchase Agreement with WatchGuard Video, Inc.
5-3
ATTACHMENT A
SERVICES AGREEMENT
WITH ENFORCEMENT VIDEO, LLC FOR
MOBILE VIDEO SYSTEM REPLACEMENT
THIS SERVICES AGREEMENT ("Agreement") is made and entered into as of this
9th day of May, 2017 ("Effective Date"), by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and ENFORCEMENT
VIDEO, LLC, a Texas limited liability company ("Contractor"), whose address is 415
Century Parkway, Allen, Texas 75013, and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Contractor to replace Newport Beach Police Department
video equipment ("Project").
C, Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. City has solicited and received a proposal from Contractor, has reviewed the
previous experience and evaluated the expertise of Contractor, and desires to
retain Contractor to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on August 31, 2017, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Contractor shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Contractor shall perform the Services in accordance with the schedule included in
Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Contractor to strictly adhere to
5-4
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3,2 Notwithstanding the foregoing, Contractor shall not be responsible for
delays due to causes beyond Contractor's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Contractor's control.
3.4 For all time periods not specifically set forth Herein, Contractor shall respond
in the most expedient and appropriate manner under the circumstances, by hand -delivery
or mail.
4. COMPENSATION TO CONTRACTOR
4,1 City shall pay Contractor for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section and the Schedule of Billing
Rates attached hereto as Exhibit B and incorporated herein by reference. Contractor's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subContractor fees, shall not exceed Four Hundred Ninety One
Thousand One Hundred Twenty Five Dollars and 07/100 ($491,125.07), without prior
written authorization from City. No billing rate changes shall be made during the term of
this Agreement without the prior written approval of City.
4.2 Contractor shall submit monthly invoices to City describing the Work
performed the preceding month. Contractor's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the specific
task in the Scope of Services to which it relates, the date the Services were performed,
the number of hours spent on all Work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Contractor no later than thirty (30) calendar
days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Contractor only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.4 Contractor shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the Project,
but which is not included within the Scope of Services and which the parties did not
reasonably anticipate would be necessary at the execution of this Agreement.
Enforcement Video, LLC Page 2
5-5
Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B and the Letter Proposal.
5. PROJECT MANAGER
5.1 Contractor shall designate a Project Manager, who shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Contractor has designated Kevin Peoples to be its
Project Manager. Contractor shall not remove or reassign the Project Manager or any
personnel listed in Exhibit A or assign any new or replacement personnel to the Project
without the prior written consent of City. City's approval shall not be unreasonably
withheld with respect to the removal or assignment of non -key personnel.
5.2 Contractor, at the sole discretion of City, shall remove from the Project any
of its personnel assigned to the performance of Services upon written request of City.
Contractor warrants that. it will continuously furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
5.3 If Contractor is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
� t1 �7 �►� I I1 1 6"
This Agreement will be administered by the Police Department. City's Support
Services Lieutenant or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Contractor in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Contractor, one copy of all existing
relevant information on file at City. City will provide all such materials in a timely manner
so as not to cause delays in Contractor's Work schedule.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with the highest professional standards.
For purposes of this Agreement, the phrase "highest professional standards" shall mean
those standards of practice recognized by one (1) or more first-class firms performing
similar work under similar circumstances.
8.2 All Services shall be performed by qualified and experienced personnel who
are not employed by City. By delivery of completed Work, Contractor certifies that the
Enforcement Video, LLC � Page 3
5-6
Work conforms to the requirements of this Agreement, all applicable federal, state and
local laws, and the highest professional standard.
8.3 Contractor represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Contractor to practice its profession. Contractor shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.4 Contractor shall not be responsible for delay, nor shall Contractor be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Contractor's Work promptly, or delay or faulty performance by City,
contractors, or governmental agencies.
9. HOLD HARMLESS
. 9.1 To the fullest extent permitted by law, Contractor shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers and employees (collectively, the "Indemnified Parties") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every Kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate
(directly or indirectly) to any breach of the terms and conditions of this Agreement, any
Work performed or Services provided under this Agreement including, without limitation,
defects in workmanship or materials or Contractor's presence or activities conducted on
the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions
of Contractor, its principals, officers, agents, employees, vendors, suppliers, Contractors,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable, or any or all of them).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Contractor to indemnify the Indemnified Parties from any Claim arising from the sole
negligence orwillful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' fees in any action on or to enforce
the terms of this Agreement. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by Contractor.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Contractor on an independent contractor basis
and Contractor is not an agent or employee of City. The manner and means of conducting
the Work are under the control of Contractor, except to the extent they are limited by
statute, rule or regulation and the expressed terms of this Agreement. No civil service
Enforcement Video, LLC Page 4
5-7
status or other right of employment shall accrue to Contractor or its employees. Nothing
in this Agreement shall be deemed to constitute approval for Contractor or any of
Contractor's employees or agents, to be the agents or employees of City. Contractor
shall have the responsibility for and control over the means of performing the Work,
provided that Contractor is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Contractor as to the details
of the performance of the Work or to exercise a measure of control over Contractor shall
mean only that Contractor shall follow the desires of City with respect to the results of the
Services.
11. COOPERATION
Contractor agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Contractor on the Project.
12. CITY POLICY
Contractor shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in order
to ensure the Project proceeds in a manner consistent with City goals and policies.
13. PROGRESS
Contractor is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Contractor's indemnification of City, and prior to commencement
of Work, Contractor shall obtain, provide and maintain at its own expense during the term
of this Agreement orfor other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall be
construed as an assignment: The sale, assignment, transfer or other disposition of any
of the issued and outstanding capital stock of Contractor, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or
joint -venture or syndicate or co -tenancy, which shall result in changing the control of
Contractor. Control means fifty percent (50%) or more of the voting power or twenty-five
percent (25%) or more of the assets of the corporation, partnership or joint -venture.
Enforcement Video, LLC Page 5
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A and the Letter Proposal. Contractor shall be fully responsible to
City for all acts and omissions of any subcontractor, Nothing in this Agreement shall
create any contractual relationship between City and any subcontractor nor shall it create
any obligation on the part of City to pay or to see to the payment of any monies due to
any such subcontractor other than as otherwise required by law. City is an intended
beneficiary of any Work performed by the subcontractor for purposes of establishing a
duty of care between the subcontractor and City. Except as specifically authorized herein,
the Services to be provided under this Agreement shall not be otherwise assigned,
transferred, contracted or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (hereinafter "Documents"), prepared or caused to be prepared by Contractor,
its officers, employees, agents and subcontractors, in the course of implementing this
Agreement, shall become the exclusive property of City, and City shall have the sole right
to use such materials in its discretion without further compensation to Contractor or any
other party. Additionally, all material posted in cyberspace by Contractor, its officers,
employees, agents and subcontractors, in the course of implementing this Agreement,
shall become the exclusive property of City, and City shall have the sole right to use such
materials in its discretion without further compensation to Contractor or any other party.
Contractor shall, at Contractor's expense, provide such Documents, including all logins
and password information to City upon prior written request.
17.2 Documents, including drawings and specifications, prepared by Contractor
pursuant to this Agreement are not intended or represented to be suitable for reuse by
City or others on any other project. Any use of completed Documents for other projects
and any use of incomplete Documents without specific written authorization from
Contractor will be at City's sole risk and without liability to Contractor. Further, any and
all liability arising out of changes made to Contractor's deliverables under this Agreement
by City or persons other than Contractor is waived against Contractor, and City assumes
full responsibility for such changes unless City has given Contractor prior notice and has
received from Contractor written consent for such changes.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept confidential
unless City expressly authorizes in writing the release of information.
Enforcement Video, LLC Page 6
5-9
19. INTELLECTUAL PROPERTY INDEMNITY
Contractor shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Contractor's Documents provided under this Agreement.
20. RECORDS
Contractor shall keep records and invoices in connection with the Services to be
performed under this Agreement. Contractor shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3) years,
or for any longer period required by law, from the date of final payment to Contractor
under this Agreement. All such records and invoices shall be clearly identifiable.
Contractor shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Contractor shall allow
inspection of all Work, data, Documents, proceedings and activities related to the
Agreement for a period of three (3) years from the date of final payment to Contractor
under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Contractor of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Contractor shall not
discontinue Work as a result of such withholding. Contractor shall have an immediate
right to appeal to the City Manager or designee with respect to such disputed sums.
Contractor shall be entitled to receive interest on any withheld sums at the rate of return
that City earned on its investments during the time period, from the date of withholding of
any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Contractor which result in expense to City greater than what would have
resulted if there were not errors or omissions in the Work accomplished by Contractor,
the additional design, construction and/or restoration expense shall be borne by
Contractor. Nothing in this Section is intended to limit City's rights under the law or any
other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other Contractors in connection with the Project.
Enforcement Video, LLC
Page 7
5-10
24. CONFLICTS OF INTEREST
24.1 Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to
disclose any financial interest that may foreseeably be materially affected by the Work
performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such interest.
24.2 If subject to the Act, Contractor shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate termination
of this Agreement by City. Contractor shall indemnify and hold harmless City for any and
all claims for damages resulting from Contractor's violation of this Section.
25. NOTICES
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided.
25.2 All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attn: Damon Psaros, Lieutenant
Police Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
25.3 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attn: Kevin Peoples
Enforcement Video, LLC dba WatchGuard Video
415 Century Parkway
Allen, TX 75013
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Contractor shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Contractor's.
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Contractor in writing as unsettled at the time of its final request for payment.
Contractor and City expressly agree that in addition to any claims filing requirements set
Enforcement Video, LLC Page 8
5-11
forth in the Agreement, Contractor shall be required to file any claim Contractor may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
27. TERMINATION
27.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period
of two (2) calendar days, or if more than two (2) calendar days are reasonably required
to cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Contractor. In the
event of termination under this Section, City shall pay Contractor for Services
satisfactorily performed and costs incurred up to the effective date of termination for which
Contractor has not been previously paid. On the effective date of termination, Contractor
shall deliver to City all reports, Documents and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
28. PREVAILING WAGES
If any of the Services contemplated under the Agreement is considered a "public
work", pursuant to the applicable provisions of the Labor Code of the State of California,
including but not limited to Section 1720 et seq., not less than the general prevailing
rate of per diem wages including legal holidays and overtime Work for each craft or type
of workman shall be paid to all workmen employed on such. In accordance with the
California Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has
ascertained the general prevailing rate of per diem wages in the locality in which the
Work is to be performed for each craft, classification, or type of workman or mechanic
needed to execute the Agreement. A copy of said determination is available by calling
the prevailing wage hotline number (415) 703-4774, and requesting one from the
Department of Industrial Relations. The Contractor is required to obtain the wage
determinations from the Department of Industrial Relations and post at the job site the
prevailing rate or per diem wages. It shall be the obligation of the Contractor or any
subcontractor under him/her to comply with all State of California labor laws, rules and
regulations and the parties agree that the City shall not be liable for any violation
thereof.
Enforcement Video, LLC Page 9
5-12
29, WARRANTY
29.1 Contractor warrants to City that all Products to be delivered hereunder will
be free from defects in material or workmanship and will be of the kind and quality
designated or specified by Contractor in Exhibit "B". The warranty shall apply only to
defects appearing within two years from the date of final acceptance by City for
hardware products not manufactured by the Contractor, and two years from the date of
final acceptance by City for hardware products manufactured by Contractor. If
Contractor installs the Products and associated hardware and materials, or supplies
technical directions of installation by Agreement, the warranty period shall run from the
date of final acceptance of installation by City, provided same is not unreasonably
delayed by City.
29.2 If Contractor -manufactured equipment delivered hereunder does not meet
the above warranty, and if City promptly notifies Contractor in writing, Contractor shall
thereupon correct any defect, including non-conformance with the specifications, either
(at its option) by repairing any defective or damaged parts of the equipment, or by
making available any necessary replacement parts, delivered and installed without
additional charge to City within seven (7) working days. City will return the defective
product to Contractor, at Contractor's expense. Contractor shall repair or replace the
defective item and return it to City, shipping costs prepaid. Contractor shall perform any
necessary testing, hardware and equipment removal, repair, replacement, certification,
and installation at no cost to the City during the warranty period, using Contractor's
equipment.
29.3 The foregoing warranty is exclusive and in lieu of all other warranties,
whether written, oral, implied or statutory. Contractor does not warrant any equipment of
other manufacture designated by City.
30. STANDARD PROVISIONS
30.1 Recitals. City and Contractor acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
30.2 Compliance with all Laws. Contractor shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Contractor shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be subject
to approval of the Project Administrator and City.
30.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
Enforcement Video, LLC Page 10
5-13
30.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein.
30.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
30.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
30.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
30.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
30.9 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
30.10 Equal Opportunity Employment. Contractor represents that..it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
30.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
30.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
Enforcement Video, LLC
Page 11
5-14
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNFY'5 OFFICE
Date:,/
By:
Aaron C. Harp w !?
City Attorney
ATTEST:
Date:
IN
Lellani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Kevin Muldoon
Mayor
CONTRACTOR: ENFORCEMENT
VIDEO, LLC, a Texas limited liability
company
Date:
By:
Michael Burridge
Vice President of Strategic Accounts
Date:
Bv:
Russell Walker
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Enforcement Video, LLC Page 12
5-15
EXHIBIT A
SCOPE OF SERVICES
• Consultant to provide, replace and configure hardware and software for in -
car video systems in all Newport Beach Police Department ("NBPD")
cruisers for the recording of video and audio evidence, as further outlined
in Exhibit "B" attached hereto;
• Consultant to provide, replace and configure hardware and software for
video systems on all NBPD motorcycles for the recording of video and audio
evidence, , as further outlined in Exhibit "B" attached hereto; and
• Consultant to provide, replace and configure hardware and software for
video systems onsite in NBPD Detective Interview Rooms for the recording
of video and audio evidence, as further outlined in Exhibit "B" attached
hereto.
Enforcement Video, LLC
Page A-1
5-16
EXHIBIT B
SCHEDULE OF BILLING RATES
[See following pages.]
Enforcement Video, LLC
Page B-1
5-17
WRTCH GUARD 4RE/VISTA
CUSTOMER: Newport Beach Police Department
includes 148 microphones and 4,320 shares for cloud share
for 5 years. (4,320 shares per year)
Microphone Trade in is $200.00 per microphone TOTAL PROJECT
$491,125.07
ATTENTION: Brian 'Dakin SALES CONTACT: Kevin Peoples
PHONE: DIRECT: (214) 785-2632
E-MAIL: E-MAIL: KPeoplesCWatchGuardVideo.com
4RE and VISTA
Evidence Library 4 Web Software and Licensing
Part Number Detail
Qty
Direct
Discount
Total Price
KEY-EL4-SRV-001 Evidence Library 4 web Server Site License Key
1.00
$1,000.00
$0.00
$1,000.00
KEY•EL4•DEV-001 Evidence Library 4 web 4RE In -Car Device
60.00
$150.00
$0.00
$9,000.00
License Key
4RE In -Car System and Options
Part Number Detail
Qty
Direct
Discount
Total Price
4RE Audio Mezz DVR Cam Syst to support dual
HiFi microphones. Includes integrated Z00G13
4RE-ELT-AMZ-200 auto grade hard drive, 16GB USB thumb drive,
43.00
S4,895,00
$595.00
$184,900.00
rear facing cabin cam, GPS, hardware, cabling
,choice of mounting bkt.
CAM-4RE-PAN-NHD Front Camera, 4RE, HD Panoramic, (reduced
43.00
$200.00
$200.00
$0.00
4RE Interview System and Options
Part Number Detail
Qty
Direct
Discount
Total Price
4RE Interview Room Cam System. Includes
covert cam, micr, DVR, integrated 20OGB
4RE-STD-GPS-RV2 automotive grade hard drive, 16GB USB
4.00
$4,995.00
$595.00
$17,600.00
removable thumb drive, desktop stand Et
cabling, remote viewing software. Supports
the addition of a second camera.
4RE Motorcycle System
Part Number Detail
Qty
Direct
Discount
Total Price
4RE Motorcycle Camera System. Includes
Waterproof Display, Waterproof std def cam,
4RE-64S-GPS-MTR DVR, integrated 64GB solid state hard drive,
13.00
$5,295.00
$595.00
$61,100.00
16GB USB removable thumb drive, GPS, 900
MHz Hi Fidelity wireless microphone,
hardware, cabling and mounts.
415 Century Parkway • Allen, TX • 75013
Toil Free (800) 605-6734 • Main (972) 423-9777 . Fax (972) 423-9778
www.WatchGuardVideo.com
Page 1 of 3
5-18
WRTCH T GURRD
Wireless Video Transfer and Networking Options
Part Number
Detail
4RE-WRL-KIT-101
4RE In -Car 802.11n Wireless Kit, 5GHz (2.4
56.00
GHz is available by request)
WAP -MIK -CON -802
WiFi Access Point, Configured, MikroTik,
4.00
802.11 n, 5GHz, Sector
Microphone Options
bit, SQL Svr 2012 (5CAL), 3 -Yr full svc
Part Number
Detail
HDW-4RE-JBD-012
Hi-Fi Dual Microphone Kit, includes a
MIC-WRL-KIT-1v2
transmitter, cradle, antenna, belt and pivot
HDW-4RE-HDD-4TB
clips.
MIC-WRL-TRN-400
Hi-Fi Microphone Additional/Replacment
WatchGuard Video Technical Services
Wireless Transmitter.
4RE Hardware Warranties
Part Number
Detail
WAR-4RE-CAR-IST
Warranty, 4RE, In -Car, 1stYear (Months 1-12)
WAR-4RE-CAR-2ND
Warranty, 4RE, In -Car, 2nd Year (Months 13-
$0.00
24)
WAR-4RE-CAR-3RD
Warranty, 4RE, In -Car, 3rd Year (Months 25-36)
WAR-4RE-CAR-4TH
Warranty, 4RE, In -Car, 4th Year (Months 37.48)
WAR-4RE-CAR-5TH
Warranty, 4RE, In -Car, 5th Year (Months 49.60)
Software Maintenance and CLOUD -Share
Part Number
Detail
SFW-MNT-EL4.001
Software Maintenance, Evidence Library, 1st
60.00
Year (Months 1.12)
SFW-MNT-EL4.002
Software Maintenance, Evidence Library, 2nd
Qty
Year (Months 13.24)
SFW-MNT-EL4.003
Software Maintenance, Evidence Library, 3rd
60.00
Year (Months 25-36)
SFW-MNT-EL4.004
Software Maintenance, Evidence Library, 4th
60.00
Year (Months 37-48)
SFW-MNT-EL4.005
Software Maintenance, Evidence Library, 5th
60.00
Year (Months 49.60)
SFW-EL4-CLD-EXT
Evidence Library 4 Web CLOUD -SHARE -
60.00
Extended
Server Hardware and Software
Part Number
Detail
Discount
Server, 3U Rack 16 SATA Server, Intel Xeon
56.00
E5.1620 V3 3.5GHz 4 Core 8 Thr, 8GB RAM,
HDW-4RE-SRV-102
2x128GB SSD 6GB/S MLC drives (boot) 3x480GB
4.00
SSD MLC drives (sql), Windows Svr 2012 R2 64-
$0.00
bit, SQL Svr 2012 (5CAL), 3 -Yr full svc
Qty
Warranty ties into addit 5 year warranty.
HDW-4RE-JBD-012
Storage, J1300, Nobistor 4RE, 12 -bay, 2U,
43.00
Includes SAS Cable Gen 3
HDW-4RE-HDD-4TB
Hard Drive, Server, 4TB, 6GB/s 7,200 RPM,
49.00
128MB, Enterprise, 4RE
WatchGuard Video Technical Services
Part Number
Detail
SVC-VID-REM-100
Video System Remove E Instalt new system
Qty
Direct
Discount
Total Price
56.00
$200.00
$200.00
$0.00
4.00
$250.00
$0.00
$1,000.00
Qty
Direct
Discount
Total Price
43.00
$699.00
$0.00
$30,057.00
49.00
$345.00
$0.00
$16,905.00
Qty
Direct
Discount
Total Price
60.00
$0.00
$0.00
$0.00
60.00
$100.00
$0.00
$6,000.00
60.00
$200.00
$0.00
$12,000.00
60.00
$325.00
$0.00
$19,500.00
60.00
$450.00
$0.00
$27,000.00
Qty
Direct
Discount
Total Price
60.00
$0.00
$0.00
$0.00
60.00
$150.00
$50.00
$6,000.00
60.00
$150.00
$50.00
$6,000.00
60.00
$150.00
$50.00
$6,000.00
60.00
$150.00
$50.00
$6,000.00
300.00
$100.00
$100.00
$0.00
Qty Direct Discount Total Price
1.00 $7,750.00 $0.00 57,750.00
1.00 $2,575.00 $0.00 $2,575.00
18.00 $300.00 $0.00 $5,400.00
Qty Direct Discount Total Price
4.00 $1,000.00 $0.00 $4,000.00
415 Century Parkway e Allen, TX e 75013
Toll Free (800) 605-6734 a Main (972) 423-5777 a Fax (972) 423-9778
www. WatchGuarftdeo.com
Page 2 of 3
5-19
WATCH T GUARD 4REIVISTA
SVC-4RE-INS-100
Remove old system Et 4RE System Installation,
41.00
$475.00
$0.00
$19,475.00
In -Car
SVC-4RE-ONS-300
4RE, On -Site Service, Access Point/Wireless
4.00
$1,000.00
$0.00
$4,000.00
Deployment Installation (General)
SVC-4RE-ONS-400
4RE System Setup, Configuration, Testing and
1.00
$2,500.00
$0.00
$2,500.00
Training (WG -TS)
techservices
4RE Motorcycle Video System Removal and
13.00
$525.00
$0.00
$6,825.00
Installation
WAR-SRV-RCK-5 Yr
Extended Warranty, Rack Server, Full Service
1.00
$1,175.00
$0.00
$1,175.00
On Site, 5 year (Months 37-60)
techservices
RCA Coupler, Interview Room, Male to Male
4.00
$5.00
$0.00
$20.00
techservices
Interview Room, Audio Amplifiers w/Pwr
4.00
$85.00
$0.00
$340.00
Supply, Line Level (Cabin Mic)
Shipping and Handling
Part Number
Detail
Qty
Direct
Discount
Total Price
Freight
Shipping and dandling Charges
1.00
$1,950.00
$0.00
$1,950.00
$466,072.00
Configuration Discounts
Additional Quote Discount
Total Arnot,nt
Total Estimated Tax, may vary from State to State $33,790.22
415 Century Parkway o Alen, TX • 75013
Toll Free (800) 605-6734 * Main (972) 423-9777 • Fax (972) 423-9778
www. WdtchGuardVid€:o.com
$97,500.00
$8,737.15
$.49.1,1;5.07
Page 3 of 3
5-20
EXHIBIT C
INSURANCE REQUIREMENTS
1. Provision of Insurance. Without limiting Contractor's indemnification of City, and
prior to commencement of Work, Contractor shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Contractor
agrees to provide insurance in accordance with requirements set forth here. If
Contractor uses existing coverage to comply and that coverage does not meet
these requirements, Contractor agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Contractor shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury by
disease in accordance with the laws of the State of California, Section 3700
of the Labor Code.
Contractor shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council, boards
and commissions, officers, agents, volunteers and employees.
Contractor shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council, boards
and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Contractor shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) general aggregate. The policy
shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract (including
the tort liability of another assumed in a business contract).
C. Automobile Liability Insurance. Contractor shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Contractor
Enforcement Video, LLC Page C-1
5-21
arising out of or in connection with Work to be performed under this
Agreement, including coverage for any owned, hired, non -owned or rented
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit each accident.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents, volunteers
and employees or shall specifically allow Contractor or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Contractor hereby waives its own right of
recovery against City, and shall require similar written express waivers from
each of its subContractors.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but not
including professional liability, shall provide or be endorsed to provide that
City, its City Council, boards and commissions, officers, agents, volunteers
and employees shall be included as insureds under such policies.
C. Primary -and -Non Contributory. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
D, Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation (except for nonpayment for which ten
(10) calendar days' notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Contractor shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this Agreement. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Contractor sixty (60) calendar days' advance
written notice of such change. If such change results in substantial
Enforcement Video, LLC Page C-2
5-22
additional cost to Contractor, City and Contractor may renegotiate
Contractor's compensation.
C. Enforcement of Agreement Provisions. Contractor acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Contractor of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
D. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the Contractor maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Contractor. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
E, Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
F. City Remedies for Non -Compliance. If Contractor or any subContractor fails
to provide and maintain insurance as required herein, then City shall have
the right but not the obligation, to purchase such insurance, to terminate this
Agreement, or to suspend Contractor's right to proceed until proper
evidence of insurance is provided. Any amounts paid by City shall, at City's
sole option, be deducted from amounts payable to Contractor or reimbursed
by Contractor upon demand.
G. Timely Notice of Claims. Contractor shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Contractor's
performance under this Contract, and that involve or may involve coverage
under any of the required liability policies. City assumes no obligation or
liability by such notice, but has the right (but not the duty) to monitor the
handling of any such claim or claims if they are likely to involve City.
H. Contractor's Insurance. Contractor shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of the
Work.
Enforcement Video, LLC
Page C-3
5-23