HomeMy WebLinkAbout10 - Purchase of a Fire Station Alerting System for the New Corona del Mar Fire Station No. 5PORT CITY OF
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_ i NEWPORT BEACH
City Council Staff Report
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February 12, 2019
Agenda Item No. 10
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Chip Duncan, Fire Chief - 949-644-3101, cduncan@nbfd.net
PREPARED BY: Angela Crespi, Administrative Manager, acrespi .nbfd.net
PHONE: 949-644-3352
TITLE: Approval of a Purchase Agreement with US Digital Designs, Inc. for
the Purchase of a Fire Station Alerting System for the New Corona
del Mar Fire Station No. 5
ABSTRACT:
As the Fire Station No. 5 facility replacement project approaches completion, staff
recommends approval of a Purchase Agreement with US Digital Designs, Inc. to
purchase the Phoenix G2 Fire Station Alerting system.
The Phoenix G2 system is currently used by 236 fire departments nationwide with 13
located in the State of California. The recommend system offers improved technology
including Power over Ethernet (PoE), low bandwidth, and web based access. Advanced
features include a mobile application to transmit dispatch announcements and system
notifications on mobile devices. Most importantly, the product is comprised of commercial
off-the-shelf parts, which are readily available and easily installed by in-house IT staff.
RECOMMENDATION:
a) Find this project exempt from the California Environmental Quality Act (CEQA)
pursuant to Section 15302(c) (replacement of existing public facilities involving
negligible or no expansion of capacity) of the CEQA Guidelines, because this project
has no potential to have a significant effect on the environment;
b) Approve the purchase of the Phoenix G2 Fire Station Alerting system from US Digital
Designs, Inc. at a not -to -exceed cost of $115,013.39; and
c) Approve and authorize the City Manager and City Clerk to sign the Purchase
Agreement with US Digital Designs, Inc. for this purchase.
FUNDING REQUIREMENTS:
The current adopted FY 2018/19 Capital Improvement Program (CIP) budget includes
sufficient funding for this purchase. It will be expensed to the Fire Station No. 5/Library
Replacement account in the Public Works Department, 53201-980000-15F12.
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Approval of a Purchase Agreement with US Digital Designs, Inc. for the Purchase of a
Fire Station Alerting System for the New Corona del Mar Fire Station No. 5
February 12, 2019
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DISCUSSION:
Each of the Fire Department's eight (8) fire stations, as well as the lifeguard headquarters,
is equipped with an automated station alerting system designed to notify personnel of an
incoming call for assistance. The system provides audio and visual cues with each
notification to rapidly inform safety personnel of the call type, units assigned, and other
pertinent information from dispatch.
For roughly fifteen years, the Newport Beach Fire Department has utilized the proprietary
First -In Alerting System provided by Westnet, Incorporated. The City of Newport Beach
was one of the first departments to install this system. Over time, the cost of maintenance
has increased and the proprietary nature of the system has limited our options for
sourcing parts and labor. Because of the proprietary nature, the City is limited to the
system manufacturer for maintenance and repairs. Unfortunately, timely service for this
critical infrastructure has become increasingly challenging and the terms of our on-call
service contract are not favorable for the City. While we have the option to enter into an
annual maintenance agreement, it would be at a significant increase in cost.
The replacement of the Corona del Mar Fire Station No. 5 and the upcoming Lido Fire
Station No. 2 has prompted City staff to explore current technologies in station call
alerting. City staff from the Fire Department and Information Technology worked together
to identify and evaluate the established companies in this niche market. Quotes to equip
the new fire station with an alerting system were secured from US Digital Designs,
Westnet, Inc., and Pervis Systems.
Due to existing infrastructure for the First -In Alerting System at the dispatch center,
Westnet Inc. was the lowest bid at $87,395, which includes the station system and
installation services. The second lowest bid was from US Digital Designs at $115,013,
which includes a one-time cost of $54,204 for the necessary equipment at the dispatch
center and $60,809 for the station system with installation handled by city IT staff. The
third bid, from Pervis Systems, was for $228,619, which includes equipment at the
dispatch center, the station system, and installation services.
Staff received demonstrations from all three vendors and after a full evaluation,
recommends purchase of the Phoenix G2 Fire Station Alerting system from US Digital
Designs. The G2 system is among the leaders in the station alerting industry by offering
the latest technology including: power over Ethernet (POE) allowing a single cable to
provide both data connection and electric power; low bandwidth needs to reduce the
impact on the network; and web based access for IT support to allow for remote
diagnostics, updates, and repairs. The advanced features including a mobile application
for will provide an additional method for delivery of dispatch announcements and system
notifications. Finally, the availability of commercial off-the-shelf parts and the less
proprietary nature of the system allows for rapid repairs by in-house IT staff and improved
system operability.
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Approval of a Purchase Agreement with US Digital Designs, Inc. for the Purchase of a
Fire Station Alerting System for the New Corona del Mar Fire Station No. 5
February 12, 2019
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As part of due diligence, staff performed reference checks on the selected vendor and
product. The reference checks all indicated satisfactory completion of projects with other
public safety agencies and a high level of satisfaction with the product, serviceability, and
customer service. Notable cities currently utilizing the recommended system include
Burbank, Escondido, Palm Springs, Palo Alto, San Diego, San Jose, and Santa Barbara.
Should City Council approve this agreement, the Fire Department would move forward
with eventual replacement of the alerting systems in the remaining seven fire stations and
lifeguard headquarters. Lido Fire Station No. 2 would be replaced through the facility
construction project and costs for the remaining facilities would be requested through the
budget program enhancement process. Staff estimates full system replacement will cost
$420,000. Since both the old system and new systems can operate concurrently, a
phased replacement plan is optional. Due to the commercial availability of parts and the
use of in-house IT staff for repairs, ongoing maintenance costs are anticipated to be
reduced considerably following full system replacement.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this project exempt from the California
Environmental Quality Act (CEQA) pursuant to Section 15302 (c) (replacement of existing
public facilities involving negligible or no expansion of capacity) of the CEQA Guidelines,
because this project has no potential to have a significant effect on the environment;
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
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Attachment A
Purchase Agreement
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PURCHASE AGREEMENT
WITH US DIGITAL DESIGNS, INC.
FOR ONE (1) AUTOMATED FIRE STATION ALERTING SYSTEM
THIS PURCHASE AGREEMENT ("Agreement") is made and entered into as of this
12th day of February, 2019 ("Effective Date") by and between the CITY OF NEWPORT
BEACH, a California municipal corporation and charter city ("City"), and US DIGITAL
DESIGNS, INC., an Arizona corporation ("Contractor"), whose principal place of business is
1835 East Sixth Street, Suite 27, Tempe, Arizona 85281, 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 provide one (1) G2 automated fire station
alerting system for the Corona del Mar Fire Station Number 5, and the requisite
training therefor, as detailed in the Scope of Work and Schedule of Billing Rates
attached hereto as Exhibit "A" ("Project").
C. Contractor has examined the location of all proposed work, carefully reviewed and
evaluated the specifications set forth by the City for the Project, is familiar with all
conditions relevant to the performance of services and has committed to perform all
work required for the price specified in this Agreement.
D. Contractor is an engineering and product development company specializing in the
design and manufacturing of fire station alerting system hardware and software and
is awarded this Agreement via the National Purchasing Partners, LLC
("NPPGov") Contract Number VH11614, of which the City is a member (# M-
5691693); and the Newport Beach Fire Department ("NBFD") is a Member (# M-
5701952).
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. SCOPE OF WORK
1.1 Contractor shall provide all tangible items and perform all the services
described in the Scope of Work attached hereto as Exhibit "A" and incorporated herein by
reference. As a material inducement to the City entering into this Agreement, Contractor
represents and warrants that Contractor is a provider of first class work and services and
Contractor is experienced in performing the work and services contemplated herein and, in
light of such status and experience, Contractor covenants that it will perform all Services in
a manner commensurate with community professional standards and with the ordinary
degree of skill and care that would be used under reasonably competent practitioners of the
same discipline under similar circumstances and that all materials will be of good quality.
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1.2 Contractor shall perform everything required to be performed, and shall
provide and furnish all the labor, materials, necessary tools, expendable equipment and all
utility and transportation services necessary for the Project.
1.3 In consideration of the payment of the purchase price and subject to all the
terms and conditions hereof, Contractor shall provide one (1) G2 automated fire station
alerting system for the Corona del Mar Fire Station Number 5 (hereinafter referred to as
"Products"), as listed and set forth in the Scope of Work attached hereto as Exhibit "A" and
incorporated in full by this reference.
2. TIME OF PERFORMANCE
2.1 Time is of the essence in the performance of services under this Agreement
and Contractor shall complete the Project delivery and acceptance testing within the time
set forth in Exhibit "A". The failure by Contractor to meet this schedule may result in
termination of this Agreement by City as outlined in Section 18 below.
2.2 Force Maieure. The time period(s) specified in Exhibit "A" for performance of
services rendered pursuant to this Agreement shall be extended because of any delays due
to unforeseeable causes beyond the control and without the fault or negligence of
Contractor, including but not restricted to acts of God or of the public enemy, unusually
severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes,
freight embargoes, wars, and/or acts of any governmental agency, including the City, if
Contractor shall within ten (10) days of the commencement of such delay notify City in
writing of the cause of the delay. City shall ascertain the facts and extent of delay, and
extend the time for performing the services for the period of the enforced delay when and if
in the judgment of the City such delay is justified. City's determination shall be final and
conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to
recover damages against City for any delay in performance of this Agreement, however
caused, Contractor's sole remedy being extension of the Agreement pursuant to this
Section.
3. TERM
Unless earlier terminated in accordance with Section 13 of this Agreement, this
Agreement shall continue in full force and effect until completion of the services agreed to
herein or until December 31, 2019, whichever occurs first.
4. COMPENSATION
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 Exhibit "A" 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 One Hundred Fifteen Thousand Thirteen Dollars and 39/100
($115,013.39), 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
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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 "A" 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. Compensation for any
authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set
forth in Exhibit °A".
4.5 Contractor shall provide City with a minimum fourteen (14) days' notice of its
dates of installation training for the purpose of City to perform the installation of the Products.
All costs and expenses related to the site preparation shall be at the sole expense of City.
4.6 Extra Work. Contractor shall not receive any compensation for Extra Work
without the prior written authorization of the City. As used herein, "Extra Work" means any
work that is determined by the City to be necessary for the proper completion of the Project,
but which is not included in the Purchase Price as specified in Exhibit "A", and which parties
did not reasonably anticipate would be necessary. Compensation for any authorized Extra
Work shall be paid in accordance with the hourly rates set forth in Exhibit "A".
5. TAXES
The amount of any sales, use, occupancy, excise, or other tax, federal, state, or local
which Contractor shall be obligated legally to pay on behalf of the City with respect to the
products and services to be provided under this contract, shall be paid by City in addition to
all other sums due hereunder.
6. PROJECT MANAGER
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
term of the Agreement. Contractor has designated Todd Scher to be its Project Manager.
Contractor shall not remove or reassign the Project Manager without the prior written
consent of City. City's approval shall not be unreasonably withheld.
7. ADMINISTRATION
This Agreement will be administered by the Newport Beach Fire Department. City's
Information Technology Supervisor or designee shall be the Project Administrator and shall
have the authority to act for City under this Agreement.
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8. TYPE AND INSTALLATION OF MATERIALS/STANDARD OF CARE
8.1 Contractor shall use only the standard materials described in Exhibit "A" in
performing services under this Agreement. Any deviation from the materials described in
Exhibit "A" shall not be installed unless approved in advance by the City Project
Administrator.
8.2 All of the services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the personnel required to perform the
services required by this Agreement, and that it will perform all services in a manner
commensurate with community professional standards. All services shall be performed by
qualified and experienced personnel who are not employed by City, nor have any
contractual relationship with City.
9. RESPONSIBILITY FOR DAMAGES OR INJURY
9.1 City and all officers, employees and representatives thereof and all persons
and entities owning or otherwise in legal control of the property upon which Contractor
performs the Project and/or Services shall not be responsible in any manner for any loss or
damage to any of the materials or other things used or employed in performing the Project
or for injury to or death of any person as a result of Contractor's performance of the services
required hereunder; or for damage to properly from any cause arising from the performance
of the Project and/or Services by Contractor, or its subcontractors, or its workers, or anyone
employed by either of them, unless caused by the City's negligent acts, omissions, or willful
misconduct.
9.2 Contractor shall be responsible for any liability imposed by law and for injuries
to or death of any person or damage to property resulting from defects, obstructions or from
any cause to the extent arising from the negligent acts, omissions, or willful misconduct of
the Contractor' or any subcontractor or supplier selected by the Contractor.
9.3 To the fullest extent permitted by law, Contractor shall indemnify, defend and
hold harmless City, its City Council. Boards and commissions, officers, agents, volunteers,
employees, and any person or entity owning or otherwise in legal control of the property
upon which Contractor performs the Project and/or Services contemplated by this
Agreement (collectively, the "Indemnified Parties") from and against: (1) 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, liability, 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, and 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 and/or willful acts, errors and/or omissions of Contractor, its
principals, officers. Agents, employees, vendors, suppliers, consultants, subcontractors,
anyone employed directly or indirectly by any of them or for whose acts they may be liable
or any or all of them); (2) use of improper materials in performing this Project including,
without limitation, defects in workmanship or materials and/or design defects; and/or (3) any
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and all claims asserted by Contractor's subcontractors or suppliers on the Project, and shall
include reasonable attorneys' fees and all other costs incurred in defending any such claim.
Contractor's liability in this Subsection shall be limited to the maximum amount of its
insurance coverage for claims arising out non -negligent and non -intentional acts performed
under this Agreement. Contractor shall not be held responsible for consequential or special
damages, or claims made to City for such consequential or special damages. Nothing
herein shall require Contractor to indemnify City from the negligence or willful misconduct of
City, its officers or employees.
9.4 Intellectual Property Indemnity - Contractor shall defend, indemnify and hold
City, its agents, officers, representatives, employees and City Council, boards and
commissions harmless from any proceeding brought against City for any intentional or
unintentional violation of the intellectual property rights of any third party with respect to
Products deliverables purchased in this Agreement This indemnification shall include, but
is not limited to, infringement of any United States' letters patent, trademark, or copyright
infringement, including costs, contained in Contractor's deliverables provided under this
Agreement.
9.5 Contractor shall perform all Project work in a manner to minimize public
inconvenience and possible hazard, to restore other work areas to their original condition
and former usefulness as soon as possible, and to protect public and private property.
Contractor shall perform work as specified in Exhibit "A" to limit impacts to traffic during the
system installation period. Contractor shall be liable for any private or public property
damaged during the performance of the Project work.
9.6 Nothing in this Section shall be construed as authorizing any award of
attorney's fees in any action to enforce the terms of this Agreement, except to the extent
provided in Section 9.3 above.
9.7 The rights and obligations set forth in this Section shall survive the termination
of this Agreement.
10. INDEPENDENT CONTRACTOR
City has retained Contractor as an independent contractor and neither Contractor nor
its employees, nor any of its subcontractors, are to be considered employees of the 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 express terms of this
Agreement. No civil service status or other right of employment shall accrue to Contractor
or its employees.
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.
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12. 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 or for 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 B, and incorporated herein by reference.
13. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform work on this Project are
identified in Exhibit "A". 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.
14. 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 his/her 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.
15. CONFLICTS OF INTEREST
15.1 The Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et sea.,
which (1) require such persons to disclose any financial interest that may foreseeably be
materially affected by the work performed under this Agreement, and (2) prohibit such
persons from making, or participating in making, decisions that will foreseeably financially
affect such interest.
15.2 If subject to the Act and/or Government Code §§ 1090 et seq., Contractor
shall conform to all requirements therein. 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.
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16. NOTICES
16.1 All notices, demands, requests or approvals to be given under the terms of
this Agreement shall be given in writing, to City by Contractor 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. All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attention: Fire Chief
Newport Beach Fire Department
100 Civic Center Drive
P.O. Box 1768
Newport Beach, CA 92658
16.2 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attention: Dominic Magnoni
US Digital Designs, Inc.
1835 East Sixth Street, Suite 27
Tempe, AZ 85281
17. TERMINATION
17.1 Termination With Cause - 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 five (5) calendar days, or if more than five (5) calendar days are
reasonably required to cure the default and the defaulting party fails to give adequate
assurance of due performance within five (5) calendar days after receipt of written notice of
default, specifying the nature of such default and the steps necessary to cure such default,
the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting
party written notice thereof.
17.2 Termination Without Cause. Notwithstanding the above provisions, City shall
have the right, at its sole discretion and without cause, of terminating this Agreement at any
time by giving 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 in the performance of such services up to the effective date of termination
for which Contractor has not previously been paid. In the event of termination under this
Section, City shall also pay Contractor for all Products, associated materials, and hardware
delivered to City site under this Agreement that City deems usable.
18. EFFECT OF CONTRACTOR'S EXECUTION
Execution of this Agreement by Contractor is a representation that Contractor has
visited the Project site(s), has become familiar with the local conditions underwhich the work
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is to be performed, and has taken into consideration these factors in submitting its Project
proposal and Scope of Work.
19. WARRANTY
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 "A". The terms of the warranty between Contractor and
City for the Project hereunder is attached hereto and incorporated herein by this reference
as Exhibit "C."
20. INTELLECTUAL PROPERTY
20.1 City agrees and acknowledges that Contractor owns all rights, title, and
interest in and to the Intellectual Property (as defined below). City agrees to not remove,
obscure, or alter Contractor's or any third party's copyright notice, trademarks, or other
proprietary rights notices affixed to or contained within or accessed in conjunction with or
through Contractor's Product (as defined below). Nothing herein shall be deemed to give,
transfer, or convey to City any rights in the Intellectual Property other than the License, as
set forth below.
20.2 License. At all times that City is in compliance with the terms of this contract
and all other agreements between the parties, City shall have a non-exclusive, non-
transferable, fully paid license to use the Software, but only in conjunction with the Hardware
provided by Contractor and only in conjunction with City's fire station alerting system
pursuant to the terms of this contract.
20.3 Definitions. For purposes of this Section the following terms shall have the
following definitions:
20.3.1 "Intellectual Property " means any and all rights of Contractor related
to Contractor's Product existing from time to time under patent law, copyright law, trade
secret law, trademark law, unfair competition law, and any and all other proprietary rights,
and any and all derivative works, work product, applications, renewals, extensions and
restorations thereof, now or hereafter in force and effect worldwide.
20.3.2 "Contractor's Product" means any and all Hardware and Software
provided to City by Contractor under this contract or any other contract, purchase order, or
arrangement.
20.3.3 "Hardware" means a physically tangible electro -mechanical system or
sub -system and associated documentation but specifically excludes any televisions or
monitors manufactured by a third party.
20.3.4 "Software" means software programs, including embedded software,
firmware, executable code, linkable object code, and source code, including any updates,
modifications, revisions, copies, documentation and design data that are licensed under this
contract.
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21. REPRESENTATIONS
21.1 Non -infringement. Contractor represents that to the best of its knowledge the
technology embodied in the products sold herein does not infringe upon a United States
patent or United States copyright in effect as of the Effective Date.
21.2 Authori . Each party represents as follows: (a) that it has full power and
authority to execute, deliver and perform its obligations under this Agreement; (b) that there
are no actions, proceedings or investigations, pending or, to the best of each party's
knowledge, threatened against such party which may in any manner whatsoever materially
affect the enforceability of this Agreement or the rights, duties and obligations of the parties
hereunder; and (c) that the execution, delivery and performance of this Agreement will not
constitute a breach or default under any agreement, law or court order under which such
party is a party or may be bound or affected by or which may affect the rights, duties and
obligations hereunder.
21.3 No Other Representations. Each party acknowledges and agrees that it is
relying on no representation of the other party except as expressly set forth herein.
22. CONFIDENTIAL INFORMATION.
22.1 Confidential Information. In the performance of this Agreement or in
contemplation thereof, the parties and their respective employees and agents may have
access to private or confidential information owned or controlled by the other party and such
information may contain proprietary details and disclosures. All information and data
identified in writing as proprietary or confidential by either party ("Confidential Information")
and so acquired by the other party or its employees or agents under this Agreement or in
contemplation thereof shall be and shall remain the disclosing party's exclusive property.
The recipient of Confidential Information shall use all reasonable efforts (which in any event
shall not be less than the efforts the recipient takes to ensure the confidentiality of its own
proprietary and other confidential information) to keep, and have its employees and agents
keep, any and all Confidential Information confidential, and shall not copy, or publish or
disclose it to others, nor authorize its employees, agents or anyone else to copy or disclose
it to others, without the disclosing party's written approval; nor shall the recipient make use
of the Confidential Information except for the purposes of executing its obligations
hereunder, and (except as provided for herein) shall return the Confidential Information and
data to the first party at its request. The City's duty to maintain confidentiality as described
hereunder shall be subject to the laws of the State of California.
22.2 Excluded Information. The foregoing conditions will not apply to information
or data which is, or which becomes generally known to the public by publication or by any
means other than a breach of duty on the part of the recipient hereunder, is information
previously known to the recipient, is information independently developed by or for the
recipient or is information generally released by the owning party without restriction.
22.3 Right to Injunctive Relief. Because of the unique nature of the Confidential
Information, the parties agree that each party may suffer irreparable harm in the event that
the other party fails to comply with any of its obligations under this Section, and that
monetary damages may be inadequate to compensate either party for such breach.
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Accordingly, the parties agree that either party will, in addition to any other remedies
available to it at law or in equity, be entitled to seek injunctive relief to enforce the terms of
this Section.
23. ASSIGNMENT
This Agreement shall not be assigned by any party, or any party substituted, without
prior written consent of the City and the Contractor.
24. STANDARD PROVISIONS
24.1 Recitals. City and Contractor acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
24.2 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.
24.3 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.
24.4 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.
24.5 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.
24.6 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.
24.7 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.
24.8 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.
24.9 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
US Digital Designs, Inc. Page 10
10-14
shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of
California.
24.10 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 of race, religion, color, national origin, handicap,
ancestry, sex, age or any other impermissible basis under law.
24.11 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.
24.12 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]
US Digital Designs, Inc. Page 11
10-15
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'� OFFICE
Date: I 1 -3 1 1/ Z gj 'a
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By: By:
r-ot'� Aaron C. Harp Grace K. Leung
City Attorney City Manager
ATTEST:
Date,
0
Leilani 1. Brown
City Clerk
CONTRACTOR: US DIGITAL DESIGNS,
INC., an Arizona corporation
Date:
By:
Todd Smith
President
Date:
By:
Dominic Magnoni
Chief Executive Officer / Chief Financial
Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services and Schedule of Billing Rates
Exhibit B — Insurance Requirements
Exhibit C — Warranty
US Digital Designs, Inc. Page 12
10-16
EXHIBIT A
SCOPE OF SERVICES AND
SCHEDULE OF BILLING RATES
US Digital Designs, Inc.
Page A-1
10-17
US DIGITAIL DESIGns
Tempe, Arizona USA
Phoenix G2 - Automated Fire Station Alerting
Quotation to:
I
Newport Beach, California
Newport Beach Fire Department
Project:
G2 Fire Station Alerting System
One (1) Dispatch System & One (1) Station System
Proposal number
CA-NEWP002
Revision #
3
[Pricing Protected per Public Procurement Authority (PPA), Master Price Agreement (MPA) and available
to member, of National Purchase Partners, LLG dha FireRescueGPO, dba Public Safety GPO, dba Law
Enforcement GPO and dba NPPGov - more information available at https.,/Inppgoy.com/con"cUus-digital-
designs] City of Newport Beach, CA Is already Member # M- 5691693; Newport Beach Fire
Department Is already Member It M-5701952
Quote Date:
24 -Jan -2019
Quote Expires:
24 -Apr -2019
FOR FINAL INSTALLATION CONTACT:
Installation is not Assumed or Included by USDD
TBD
By:
Luke Eddington
Project Manager
US Digital Designs, Inc.
1835 E Sixth St #27
Tempe, AZ 85281
480-309-7976 direct
480-290-7892 fax
teddington@usdd.com
[This Proposal is subject to corrections due to Errors or Omissions]
PROPRIETARY and CONFIDENTIAL TITLE
Pagel of 16
10-18
U5 DIGITAL. DEsiGns QUOTE
1835 E. Sixth St. Suite #27
Tempe, Arizona 85281
877-551-8733 tel 480-290-7892 fax DATE: 1/24/2019
nm _ Expires: 4124!2019
Quote SUBMITTED TO:
Newport Beach, California
Newport Beach Fire Department
REF PROPOSAL.
t 1
PATCH 2 SA SY `TEM
Dispatch center costs typipolly only need to be assumed once per dispatching agency, no matter how many stations
are dispatched (unless redundant centers or further rttodiftcations are needed).
DlSPATGFi 5
STS
� ERF CES ' "�
kettt <
. urift :
htfr
C!nft
">GeaC ` on
Part No.
US List Unit
QUOTE UNIT
QUOTE EXT
QUQTE,UNrr.
y`
��,„ �i1tlOTE.�7CT':
'.
Radio System Interface (Full Console
G2 Communlcatidns Gateway Pair
D11
LOT
USDD
Q
Interface - Requires (owner -furbished)
RSI -P
$ 13,650.00
$12,285.00
$ -
$ 8,325.00
$ 8,325.00
dedicated console, specifically and
each
solely tasked for Station Alerting)
G2 Communications Gateway Pair
DI2
LOT
USDD
0
Additional Radio Channel
ARC
$ 4,225.00
$ 3,802.50
$
$ 6,498.00
$
CAD Interface - Keystone (USDD-
each
Dl3
LOT
CAD
1
side Only - Customer responsibility, to
CADI-P
$ 11,950.00
$10,755.00
$ 10,755,00
DC2
Kit
discuss GAD -side costs (if any) with
1
Ports Total) to support additional
MPE-B
$ 1,175.00
$ 1,057.50
$ 1,057.50
their vendor)
networks
PROPRIETARY and CONFIDENTIAL PRIMARY DISPATCH CENTER
Page 2 Of t G
10-19
thein<a
C!nft
�INfI
� �rDesceiptlan
Part Nn
US List Unit
QUQTE,UNrr.
y`
��,„ �i1tlOTE.�7CT':
'.
G2 Communlcatidns Gateway Pair
DC1 a
PR
USDD
j
(Hardware for CAD interface) 2@2RU
G2 -GW
$ 9,250,00
$ 8,325.00
$ 8,325.00
each
G2 Communications Gateway Pair
DC1b
PR
USDD
0
(Hardware for CAD interface) 2@1RU
G2 -GW
$ 7,220.00
$ 6,498.00
$
each
Multi -Port Ethernet Interface Pair (8
DC2
Kit
USOD
1
Ports Total) to support additional
MPE-B
$ 1,175.00
$ 1,057.50
$ 1,057.50
networks
DC3a
Kit
USDD
U .
G2 Gateway Audio Radio Interface
Galli -RM
$ 2,075.00
$ 1,867.60
$ -
(GaRi) - Rack Mount
DC3b
Kit
Usoo
1
G2 Gateway Audio Radio Interface
GaRI-FM
$ 2,075.00
$ 1,867.50
$ 1,867.50
(Galli) - Flange Mount
DC4
Kit
USDD
0
G2 Gateway Audio Serial Interface
GaSi
$ 1,440.00
$ 1,296.00
$ -
(GaSi)
DC5
Kit
USDD
0
G2 HDTV REMOTE Module (TV fi
TVR
$ 975,00
$ 877.50
$ -
Electrical Outlet by Others)
DC6
Kit
USDD
1 0
G2 Light flower interface
LTi
$ 575,001$
517.50
is
I
PROPRIETARY and CONFIDENTIAL PRIMARY DISPATCH CENTER
Page 2 Of t G
10-19
PUNA , SYS_TEIVlI
SERVICES_
�,
�Ifem ,
`Unit '
" We ,
Qty''
Description
Part No.
US List Unit
QUOTE UNIT
QUOTE EXT
DS1
HR
USDA
50
Gateway Configuration &
GW -CM
$ 310.00
$ 279.00
$ 13,950.00
Modifications
DS2
LOT
USDD
0 ,
Radio System Interface Modification
RSI -CM
$ 4,225,00
$ 3,802.50
$
DS3
LOT
USDD
�
Gateway Implementation
GW-ISU
$ 6,425.00
$ 5,782.60
$ 5,782,50
Supervision, Set-up and Start-up
DS4
LOT
USDD
1
Gateway Project Management
GW -PM
$ 337,50
$ 303.75
$ 303,75
Training - System Administrator
DS5a
LOT
USDD
1
Dispatch Supervisor - On -Site (4
TRA -DIS -O
$ 4,025.00
$ 3,622.50
$ 3,622.50'
Hours)
Training -System Administrator
DS5b
LOT
USDD
0
Dispatch Supervisor- Remote
TRA-DiS-R
$ 1,200.00
$ 1,080,00
$
Refresh (4 Hours)
Training -Station-Levet
DS6a
LOT
USDD
1
Configuration and Equipment
TRA -STA -0
$ 4,025.00
$ 3,622.50
$ 3,622.50
Usage - On -Site (4 Hours)
Training - Station -Level
DS6b
LOT
USDD
0
Configuration and Equipment
TRA -STA -R
$ 1;200.00
$ 1,080,00
$
Usage - Remote Refresh (4 Hours)
Technical Training - for installation
Contractor - On -Site/ USDD G2
DS7a
LOT
USDD
1
Certification / 8 Hours (TBD - only
TRA -IC -O
$ 5;325.00
$ 4,792.50
$ 4,792.50
needed if required to use non -certified
contractor)
Training - Installation Contractor
At Arizona Training Center/ USDD
DS7b
LOT
UsbD
0
G2 Certification / 8 Hours (TBD - only
'IRA -IC -AZ
$ 2,725.00
$ 2,452.50
$ -
needed if required to use non -certified
contractor)..
Management Meeting with Customer /
DS8a
HR
USDD
0
at USDD Tempe, AZ location (per
MTG-MGT-U
$ 244.00
$ 219.60
$
IDS8b
Hour / Per Person)
Management Meeting with Customer !
LOT
USDD
0
at Customer Site (above per hour/per
MTG-MGT.0
$ -
$
$ -
person cost + required travel and
accomodation)
DS9
LOT
USDD
0
Misc Option 1
$ -
$ -
$
DS10
LOT
USDD
0 ;
Misc Option 2 -
, $ -
s
Is -
<-.4
1Shipping Total: $ 126.601
System Subtotal $ 54,204.75
PROPRIETARY and CONFIDENTIAL PRIMARY DISPATCH CENTER Page 3 of 16
10-20
�R t
Customer must elect to choose any coverage they require beyond initial warranty period, or USDD Will not be authorized to
provide any service or support. Mobile Smart Phone Alerting App and Mapping Services only available to customer while
under warranty or elected recurring annual support. Support Agreements subject to change if system design is modified. For
additional details, please review current USDD Warranty Statement and Service Agreement
DISPATCH
-LEVEL WARRANTY & OPTIONAL
RECURRING
ANNUAL
SUPPORT'
Item
Unit
I Mir
Qty
Description
Part No.
US List Unit
QUOTE UNIT
QUOTE EXT
[STANDARD] 1st YEAR WARRANTY
& SUPPORT FOR THIS DISPATCH
SYSTEM (or Component): Telephone t
Remote Access Support (8:00 AM -
2970.675 but No
5:00 PM MST) PLEASE NOTE: An
Charge For Initial
17
HR
USDD
1.5
additional 6 months (for total of 18
RS-IYR-STD
$ 2,200.50
$1,980.45
'Warranty Period
monthsf1.5 years) of initial warranty
Not Included in
has been offered by USDD for no
Subtotals
additional cost so all stations can be
installed and enjoy same
warranty/support start/stop dates)
[STANDARD) EACH ADDITIONAL
YEAR (12 -Months) WARRANTY &
SUPPORT FOR THIS DISPATCH
SYSTEM (or Component): Telephone !
18
LOT
USDD
0.0
Remote Access Support (8:00 AM -
RS -AYR -STD
$ 2,200.50
$ 1,980.45
$
5:00 PM MST) IF CIUANTITY'0'
THEN NO ADDITIONAL SUPPORT IS
ASSUMED OR AUTHORIZED
BEYOND INITIAL WARRANTY
PERIOD
INDIVIDUAL DISPATCH SYSTEMS TOTALS
PRIMARYAISPATCH G2 FSASYST M;TOTAL $ 54,204'
PRIMARY DISPATCH MQB(LE„PP SERVICE
:TOTAL , $
OR
IMARY"DISPATCH MAPPING SERVICE"TOTAL $
ENTIRE DISPATCH -LEVEL SUBTOTALS (NOW INCLUDING WARRANTY, OPTIONAL SUPPORT & TAX AS WELL)
PROPRIETARY and CONFIDENTIAL
PRIMARY DISPATCH CENTER
Page 4 or 16
10-21
(SEE 'SECTION TOTALS' PAGE FOR EVEN MORE DETAIL)
PROPEUETARY and CONFIDENTIAL PRIMARY DISPATCH CENTER Page 5 of 16
10-22
US DIGITAL DESIGns QUOTE
1835 E. Sixth St. Suite #27
Tempe, Arizona 85281
877-551-8733 tel 460.290-7892 fax ........ — DATE:--,— 1124/2019
Expires: 4/24/2019
Quote SUBMITTED TO:
Newport Beach, California
Newport Beach Fire Department
rCM14,-N*EWP002v3 ISTATION-LEVEL.
STA TION :05
,Based from USDD G2 Fire Station Alerting System ,Desi n Drawing#USDD.CA NEWP.FS05.FSA.2018.10.18.pcif
STATION SYSTEM UCENSES,
Item
I unit-
I Mir
Wr
Oestri
Part W.
US Ust'Urdt
QUOTE.UNT
056iim
SLI
Ea
USOD
1
G2VOICEALERT- Single Station Licanse.
VA
5 1,030,00
$ 927.00
$ 927X0
$ 19,575.00
SC2
Kit
USDA
G2 MOBILE FSAS APP - Single Device License. Up
G2 EXPANSION KIT - Allows ability to
Power/Signal/Control up to 12 more peripheral
Remote options per EXP.
EXP
$ 7,325.00
$ 6,59250
$ 6,592-50
I
SC3
I Kit
USOD
to24 Lkensas-Per-ATX are offered at $0.00 cost each
1Rack Mount Ears for ATX orEXP
ATX -E
$ 54.00
$ 48.60
SI -2
Ea/Yr
usDo
24
as long as sywern is currently under warranty or elected
G2-APP-DL1
S 108.00
$ 9720
NIA, Included
$ -
SC5
Ea
TBD
recurring annual support coverage, See'Mobild'Secrion
ATX UPS, Standard
UPS -STD
1
$ 830.70
$ 1,661,40
SC6
Ea
Tell
for more datall.
1 Shelf/Bracket, Wall -Mount for UPS
UPS-WMB
$ 57.00
$ 51.30
STATION
SYSTEM CONTROL LER
ftem
Unit
Wr
Oestri pdon
IMaciE n
Pat NO.
us Ust'Unit
QUOTE UNT
OUC(TEE)Cr
Sol
Kit
USOD
1
G2 ATX STATION CONTROLLER -
PowerlSignal/Controf up to 8 peripheral Remote
Options. 4 Unique AmpsZones available.
ATX
S, 21,750,00
$ 19,575.00
$ 19,575.00
SC2
Kit
USDA
1
G2 EXPANSION KIT - Allows ability to
Power/Signal/Control up to 12 more peripheral
Remote options per EXP.
EXP
$ 7,325.00
$ 6,59250
$ 6,592-50
I
SC3
I Kit
USOD
1 0
1Rack Mount Ears for ATX orEXP
ATX -E
$ 54.00
$ 48.60
$
SC4
Kit
USOD
0
Base Plata for ATX or EXP
ATX -P
$ 54.00
$ 48.60
$ -
SC5
Ea
TBD
2
ATX UPS, Standard
UPS -STD
$ 923,00
$ 830.70
$ 1,661,40
SC6
Ea
Tell
2
1 Shelf/Bracket, Wall -Mount for UPS
UPS-WMB
$ 57.00
$ 51.30
$ 102.60
STATION SYSTEM PERIPHERAL COMPONENTS
bm
unit
I uk
oty
Oestri pdon
Part No.
—us List Um- --
QuOTF-Uwr
QUOTEiF
SPia
Ea
Alias
1
Audio Amprifier, External, Standard
AMP
$ 987.00
$ 888.30 Is
888.30
SPlb
Ea
Alias
1
Shelf, Under Table or Wall Mount, for I U 1/2 Rack
AMP -S
$ 68,00
$ 59.40
$ 59.40
SP2
Ea
usoo
2
G2 COLOR INDICATOR REMOTE Module _ Up to a
unique colors
CIR
$ 725.00
$ 652-50
1,306.00
SP3a
Ea
USDO1
G2 HDTV REMOTE Module (TV & Electrical Outlet
by Others; C.E.C, control subject to TV ability)
TVR
$ 975.00
$ 877-50
$ 87740
SP3b
Ea
usoo
0
Flat Panel Monitor / Smart HDTV 40-43" (Electrical
Outlet/Provision By Others; C.E.C. control subject
to TV ability)
FP -43
$ 1,377.57
$ 1,239.81
$ -
Sp3c
Ea
usoo
0
Flat Panel I TV Mount- Universal 23"-46* Tilt
FPM -U
$ 107-86
$ 97.07
$ -
SP4
Ea
USOD
0
1 G2 110 REMOTE Module wt 8 In & 8 Out
IOR
$ 1975.00
$ 1,147.50
$ -
SP5
Ea
usoo
0
Push Button, Standard (Black)
138-13
$ 110.00
$ 99.00
$ -
SP6
Ea
USDD
0
JPush Button, Emergency (Red)
PB -R
$ 110.001$
99.00
$ -
SP7
Ea
USOD
0
G72 MESSAGE REMOTE 2 Module (2017 Version 2)
MR2
$ 1,275.00
$ 1,147.50
1
PROPRIETARY and CONFIDENTIAL STATION 05 SYSTEM
Page li.flil
10-23
STATION SYSTEM SERVICES
- Itwn
unit
Mi
G2 MESSAGE SiGN (Digital LED) MINI
n
Part tio.::
US tlsf Unit :.
QUOTE UNIT
SP9a
Ea
USDD
0
GarnmSign 112" Active Screen Width t Turn Out
MS-GM
$ 915.00
g 823ZO
$ -
SS1
Ea
USDD
Tintfng ONLY
authorized system design submfssfon to G2
ST INST
$ 30,053.93
$ 27,048 53
sP9b
Ea
US=
4
G2 MESSAGE SIGN (Digital LED) STANDARD
tys G s
1,050.00
s say 00
3J80.00
rfa
GamaSign 124"AcliveScreenWidth
include in final turnkey project pricing)
SP9C
Ea
USOD
q
G2 MESSAGE SIGN (Digital LED) EXTENDED
MS-G-E
$ 1,575.00
$ 1,417.50
;$ -
SS2
Ea
USDD
GammaSign /SAF" Active Screen Width
Legacy Equipment Not currently Assumed orST•INST
$
$
$ -
MS-G Adapter Plate, SINGLE. vEsA too.iains s1) Ms•G-
Included, naris any related Remedlation to Paint,
SP9d
Ea
USDD
0
S or-E) to any standard mount with VESA 100 hole patterns
MS-AP-S
$ 38.00
$ 34.20
$ -
(mount not included)
MS-G Adapter Plate, DOUBLE, VESA too, iotas (2) Ms-
SP9e
Ea
USDDt
or-E to any standard mount with VESA 100 hole patterns
MS-AP-D
$ 49.00
$ 44.10
$ 88.20
(mount not Included)
MS-G Hanger Kit. Hangs single or double (back-to-back)
SP91'
Ea
USDD
0
Message Signs (GammaVersion)from Ceiling, Includes both
MS-HK
$ 73.00
$ 65.70
$ -
suspended ceiling T-Bar Scissor Clips and Hard-Pan Flange
Mounts.
SP1 I
Ea
USDD
2
MS Mount - Articulating, Long reach
MS-MNT-ART-L
$ 287,00
$ 258.30
$ 516.60
SP12a
Ea
tJSOD
R
G2 ROOM REMOTE 2 Module! 2017 Version 2
RR2
$ 2,025,00
$ 1,822.50
$ 10,935.00
SP1 2c
Ea
USDD
0
RR2 Adpater Plate, for Retrofit in RR1 Wall Cavity
RR2-AP
$ 46.00
$ 41.40
$ -
RR2 Surface Mount Box, for SURFACE MOUNT
SP12d
Ea
usoo
0
(hard wall) installation, Three (3) 3/4" conduit knock
RR2-SMB
$ 175,00
$ 157.50
$ "
outs,
SP15
Ea
USDD
17
G2.SPEAKER - LED Illuminated - FLUSH Mount,
SPK-LED-FM
$ 325.00
$ 29250
$ 4,972.50
SPI 6
Ea
USDD
q
G2 SPEAKER - LED Illuminated . SURFACE
SPK-LED-SM
$ 325.00
$ 29250
$ -
Mount (Metal Box), 70u
G2 SPEAKER - OmniAlertStrobe -
Omnidirectional Alerting Speaker, optimized for high
SP1 7a
Ea
USDD
0
Vocal Intelligibility in large open indoor areas and
SPK-OAS
$ 815.00
$ 7M-50
$
with High-Intensity LED Strobe Ugh( Arrays -
includes Gable Hanging Kit (typically requires MR2
for powerfsignaf/control)
SPK-OAS/OmniStrobeMounting Bracket l BEAM
SP17b
Ea
USDD
a
FLANGE CLiP- for mounting directly onto an
SPK-OAS-BFC
$ 13,00
$ 11.70
$
exposed (1 i8-14") i-Beam
SPK-OAS/OmniStrobe Mounting Bracket /DROP
SP17c
Ea
usOD
0
CEILING BRACKET- for mounting directly to T-Bar
SPK<OA8-DCB
S 48,00
$ 43,20
$
in Suspended Ceiling
SPK-OASlOmniStrobe Mounting Bracket 1
SP17d
Ea
USDD
0
SURFACE MOUNT - for mounting directly to hard
SPK-OAS-SMB
S 42.00
$ 37.80
$ -
celing
SP18a
Ea
Sarin
9
SPEAKER - STANDARD, FLUSH Mount, 70v
SPK-STD-FM
$ 85,00
$ 76.50
$ 68850
SP18b
Ea
sarin
(i
SPEAKER - STANDARD, SURFACE Mount (Metal
SPK-570-SM
$ 85.00
$ 76.50
$
Box), 70V
SP19
Ea
8ogn
6
SPEAKER - APP BAYIOUTDOOR - Weatherized,
SPK-W-SM
$ 310.00
$ 279.00
$ 1,674.00
Surface Mount, 70V
SP20
Ea
TIG
0
Transformer, Bohm to 70V, External
XFMR
$ 53.00
$ 47.70
$ -
SP21
Ea
usoD
q
i G2 Strobe Light/ Red LED
STR
$ 550.00
$ 495.00
1$ -
SP22
I Ea
I USDD
1 0
IMiscellaneous
MISC
I S
$ -
Is -
STATION SYSTEM SERVICES
- Itwn
unit
Mi
n
Part tio.::
US tlsf Unit :.
QUOTE UNIT
QUpTE EXr
Station Installation (Estimate Only - Pending final
SS1
Ea
USDD
q
authorized system design submfssfon to G2
ST INST
$ 30,053.93
$ 27,048 53
$ -
Trained/Certified Contractor for installation quote to
include in final turnkey project pricing)
Station Remediation (Removal and Disposal of
SS2
Ea
USDD
0
Legacy Equipment Not currently Assumed orST•INST
$
$
$ -
Included, naris any related Remedlation to Paint,
Drywall, etc.)
PROPRIETARY and CONFIDENTIAL STATION 05 SYSTEM Page 7 nt 16
10-24
SS3
Ea
USOD
I
Station Configuration & Start -Up
ST -SU
$ 2,693.18
$ 2,429.22
$ 2,429.22
SS4
Ea
USDD
1
Station Project Management
ST -PM
$ 1,821.45
$ 1,639.31
$ 1,639.31
SS5
Ea
USDD
1
Station Engineering /Design Services
ST -ES
$ 607.15
$ 546.44
$ 546.44
SS6
Ea
USOO
1 Istation
Documentation
S7 OM
S 54.64
$ 49.18
$ 49.18
Charge For initial
SWf
YR
USDD
Station Training - Configuration and EqufpmenL
5:00 PM MST) PLEASE NOTE, An additional 6
RS-1YR-STD
$ 5,464.35
$ 4,917.92
SS7a
Ea
USDD
0
On -Site @ Station. 4 Hours, 1 Visit. (for Technical
TRA -UT -O
$ 4,025.00
$ 3,622.50
$
Not Included in
Services Statfi)
Warranty has been offered by USDD for no
SS7b
Ea
USDD
0
Station Trafritng - User/Technician / Remote
TRA t1T R
$ 600.00
$ 540.00
$ -
Refresh (2 Hours /Train -The -Trainer)
enjoy same warranty/support start/Slop dates)
Training -Installation Contractor- On -Site {
[STANDARD] EACH ADDITIONAL YEAR (12 -
SSBa
Ea
USOp
0
USDD G2 Certification /6 Hours /Train -The -Trainer
ICO
$ 5,325.60
$ 4,792 50
$ -
(TSD _ only needed if requied to use non -certified
STATION SYSTEM (or Component): Telephone /
SW2
YR
USDD
contractor)
Remote Access Support (6:00 AM -5:00 PM MST)
RS -AYR -STD
$ 5.464.35
S 4,917.92
$
Training - Installation Contractor -At Arizona
IF QUANT"'0' THEN NO ADDITIONAL
S58b
Ea
USDD
0
Training Center / USDD G2 Certification / 4 Hours /
TRA -10 -AZ
$ 2.725.00
$ 2,45250
$ -
Train -The -Trainer (TSD - only needed if required to
BEYOND INITIAL WARRANTY PERIOD
use non -certified contractor)
S89
Ea
USOD
0
Miscelianeous/TUD
MISC
$
$
$ -
STATION SYSTEM WARRANTY&'OPTIONAL RECURRING ANNUAL SUPPORT
item
Unit
Mir
Oty
Docription
Part No,
US Ust Unit
- QUOTE UNIT'
QUOTE EXT
[STANDARD] 1st YEAR WARRANTY& SUPPORT
FOR THIS STATION SYSTEM (or component):
/316.6725 but No
Telephone /Remote Access Support (6:00 AM -
Charge For initial
SWf
YR
USDD
�.�
5:00 PM MST) PLEASE NOTE, An additional 6
RS-1YR-STD
$ 5,464.35
$ 4,917.92
Warranty Period
months (for total of 18 months/1.5 years) of initial
Not Included in
Warranty has been offered by USDD for no
Subtotals
additional cost so all stations can be Installed and
enjoy same warranty/support start/Slop dates)
[STANDARD] EACH ADDITIONAL YEAR (12 -
Months) WARRANTY & SUPPORTFOR THIS
STATION SYSTEM (or Component): Telephone /
SW2
YR
USDD
0.0
Remote Access Support (6:00 AM -5:00 PM MST)
RS -AYR -STD
$ 5.464.35
S 4,917.92
$
IF QUANT"'0' THEN NO ADDITIONAL
SUPPORT IS ASSUMED OR AUTHORIZED
BEYOND INITIAL WARRANTY PERIOD
STATION 05 Svster
irranty&Support: -
scelianeous (if applicable) $
ATION SUBTOTAL. $ 60,1 .64
Warranty & Support Notes:
Customer must elect to choose any coverage they requite beyond initial warranty period, or USDD will not be authorized to provide any service or support. Mobile
Smart Phone Alerting App and Mapping Services only available to customer while under warranty or elected recurring annual support. Support Agreements
subject to change if system design Is modified. For additional details, please review current USDD Warranty Statement and Service Agreement
PROPRIETARY a d CONFIDENTIAL STATION 05 SYSTEM
Page a nr 16
10-25
Station System Installation Notes:
01 - Unless specifically detailed in this proposal, no installation by USDD or it's subcontractors is assumed or provided.
02. Because these are mission -critical systems, USDD can only warrant and support systems installed by G2 Trained and Certified Contractors.
03. USDD can source, quality, train and certify Local Licensed Regional Subcontrators where needed.
04. Installation warranted by installation contractor - G2 FSAS warranted, serviced and supported by USDD.
05 - Unless specifically detailed in this proposal, installation to be performed during normal working tours.
06 - Unless specifically detailed in this proposal, no permit fees or material charges have been included.
07 - Unless specifically detailed In this proposal, no removal or remediation has been assumed or Included.
08 - Unless specifically detailed in this proposal, no bonds of any type (performance, bid) have been assumed,mclu ied or budgeted for in this proposal.
09 - USDD FSAS Equipment to be made available by owner to Installation Contractor prior to on-site arrival.
10 - Structural backing for system devices and other millwork (not specifically detailed) by others.
11 - 11 applicable, Gas Control Shutoff Valve Addendum (to USDD and installation contractor) must be signed prior to installation.
12 - All electrical power, including (but not limited to) raceway,conduil, backboxes, service panels, high-voltage wiring and fixtures by others.
13 - All communications pathway infrastructure (network, radio, etc.) by others unless specifically detailed in this proposal
14 - USDD cannot warrant nor support any owner-furbrshod (3rd -Parry) system or component we are required to integrate with USDD cannot warrant nor support
any system or component it has not proofed engineering for and has not specifically authorized for use within public safety bnveonments.
15 - Any misuse, unauthorized modification, improper installation, excessive shock, attempted repair, accident, or improper or negligent use, storage,
transportation, or handling by any party other than USDD shaft render this limited warranty null, void and of no further effect
PROPRIETARY and CONFIDENTIAL STATION 06 SYSTEM Page 9 of 16
10-26
1835 E. Sixth St. Suite #27
Tempe, Arizona 85281
877-551-8733 tel 480-290-7892 faxDATE, ######
Expires:
Quote SUBMITTED TO:
Newport Beach, California
Newport Beach Fire Department
REFIRROPOSAL
ICA NEWP002 v3 Section Totals
STATION -LEVEL SUBTOTAL L $ 60 -800.64
Includes: STATION. 05 SYSTEM: $ 60,808.64
STATION 05 WARRANTY & SUPPORT: $ -
STATION 05 MISC.: $
Notes: One (1) Station System & One (1) Dispatch Center System (Primary) - No Back-
Up/Disaster-Recovery Systems have been requested nor included in this
proposal.
TBD By Customer) Customer must elect to choose any coverage they require beyond initial warranty
iedod, or USDD will not be authorized to provide any service or support, Mobile Smart Phone Alerting App
:nd Mapping Services only available to customer while under warranty or elected recurring annual support.
iupport Agreements subject to change if system design Is modified, For additional details, please review
urgent USDI) Warranty Statement and Service Agreement
PROPRIETARY and CONFIDENTIAL
SECTION TOTALS
Page 14 of 16
10-27
EXHIBIT B
INSURANCE REQUIREMENTS
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 officers, agents,
employees and volunteers.
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, products -completed
operations, personal and advertising injury, and liability assumed under an
insured contract (including the tort liability of another assumed in a business
contract) with no endorsement or modification limiting the scope of
coverage for liability assumed under a 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
arising out of or in connection with Work to be performed under this
US Digital Designs, Inc. Page B-1
10-28
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 elected or appointed officers, agents, officials, employees and
volunteers 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 subconsultants.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, shall
provide or be endorsed to provide that City and its officers, officials,
employees, and agents 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
US Digital Designs, Inc. Page B-2
10-29
additional cost to Contractor, City and Contractor may renegotiate
Contractor's compensation.
C. Right to Review Subcontracts. Contractor agrees that upon request, all
agreements with subcontractors or others with whom Contractor enters into
contracts with on behalf of City will be submitted to City for review. Failure
of City to request copies of such agreements will not impose any liability on
City, or its employees.
D. 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.
E. 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.
F. 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.
G. 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.
H. 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 Agreement, 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.
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.
US Digital Designs, Inc. Page B-3
10-30
EXHIBIT C
WARRANTY
US Digital Designs, Inc.
Page C-1
10-31
US QIGITAL OESIGnS
NEW SYSTEM WARRANTY
1. Warranty. Subject to the terms, conditions and limitations contained herein, US Digital
Designs, Inc. ("USDD") warrants that the products purchased pursuant to the Purchase
Agreement entered into between USDD and the City of Newport Beach ("Purchase Agreement")
and described in Quote ##CA_NEWP002-Qv3 — t Dispatch t Station(2019.Jan 14).pdf, for the
Phoenix G? Fire Station Alerting System ("System) and integrated into the System shall not
contain any material defects and shall function in material conformity with the descriptions and
specifications set forth in the Purchase Agreement for a period of 18 months from the date of the
initial shipment of Products from, USDD's warehouse ("Warranty Period").
2. Hardware Defects, If a Hardware defect arises and a valid claim is made by Customer
within the Warranty Period, at its option, USDD will, within seven (7) ,working days, either (I)
repair the hardware defect at no charge, using new parts or parts equivalent to new in
performance and reliability or (2) exchange the product with a product that is new or equivalent
to new in performance and reliability and is at least functionally equivalent to the original
product. Any replacement product or part, including a user -installable part that has been installed
in accordance with instructions provided by USDD, shall remain under warranty during the
Warranty Period or for 90 days from the date of repair, whichever is later. When a product or
part is exchanged, any replacement item becomes the Customer's property and the replaced item
becomes the property of USDD! Parts provided by USDD in fulfillment of its warranty obligation
must be used in the System for which warranty service is claimed. Customer shall be responsible
for and bear all risks and costs of shipping any Hardware to USDD for repair. USDD shall be
responsible for and bear all risks and costs of returning any Hardware to Customer after repair or
replacement. Replacement Hardware will be returned to Customer configured as it was when the
Hardware was originally purchased, subject to applicable updates.
3, System Maintenance and Support. During the Warranty Period, USDD shall provide
Software updates and maintenance for the System (collectively the "Support Services") The
Services .shall include the following:
10-32
a. Technical phone support Monday through Friday from 08;00 to 17:30 MST,
excluding USDD holidays;
b. Remote access support Monday through Friday from 08:00 to 17:30 MST,
excluding USDD holidays;
c. 24 hour per day telephone access for Customer's System Administrator to
USDD's senior staff and engineers in the event of a "Mission Critical Failure" (as
defined below); and
d. Updates for all System Software, as and when released by USDD.
4.. Claims. Prior to making a Warranty claim or requesting Support Services; Customer is
encouraged to review USDD's online help resources. Thereafter, to make a valid claim
hereunder, Customer must contact USDD technical support and describe the problem or defect
with specificity. The first such contact must occur during the Warranty Period. USDD's
technical support contact information can be found on USDD's web site at
h .//stationalertin .com/service-su ort/. Customer must use its best efforts to assist in
diagnosing defects, follow USDD's technical instructions, and fully cooperate in the diagnostic
process. Failure to do so shall relieve USDD of any further obligation hereunder.
5. Mission Critical Failure.; "Mission Critical Failure" means a failure in the materials,
workmanship or design of the System that causes any fire station served by the System to be
incapable of receiving dispatches through all communications paths, provided however, that any
such failure caused by operator error, internet or telephony service outages, misuse or neglect of
the System or any cause outside of USDD's direct control does not constitute a Mission Critical
Failure. Customer's use of Emergency Support in the absence of a Mission Critical Failure shall
constitute Additional Services under the Contract, which will be charged at USDD's then current
rates.
6. Exclusions and Limitations. USDD's obligations under this Warranty are contingent on
the Customer providing USDD with VPN using SSH protocol for remote access to the System
for remote diagnosis. USDD does not warrant that the operation of the System, Hardware,
Software, or any related peripherals will be uninterrupted or error -free. USDD is not responsible
for damage arising from Customer's failure to follow instructions relating to the product's use.
This Warranty does not apply to any Hardware or Software not used in conjunction with the
System and for its intended purpose. This Warranty does not apply to monitors or televisions
manufactured by third parties. Recovery and reinstallation of Hardware and user data
(including passwords) are not covered under this Warranty. This Warranty does not apply: (a) to
consumable parts, such as batteries, unless damage has occurred due to a defect in materials or
workmanship; (b) to cosmetic damage, including but not limited to scratches, dents and broken
plastic on ports; (c) to damage caused by use with non-USDD products; (d) to damage caused by
accident, abuse, misuse, flood, lightning, fire, earthquake or other external causes; (e) to damage
caused by operating the product outside the permitted or intended uses described by USDD; (f)
to damage or failure caused by installation or service (including upgrades and expansions)
performed by anyone who is not a representative of USDD or a USDD authorized installer or
10-33
service provider; (g) to a product or part that has been modified to alter functionality or
capability without the written permission of USDD; or (h) if any serial number has been
removed or defaced. TO THE EXTENT PERMITTED BY LAW, THIS WARRANTY AND
REMEDIES SET FORTH ABOVE ARE EXCLUSIVE AND IN LIEU OF ALL OTHER
WARRANTIES, REMEDIES AND CONDITIONS, WHETHER ORAL OR WRITTEN,
STATUTORY, EXPRESS OR IMPLIED. AS PERMITTED BY APPLICABLE LAW, USDD
SPECIFICALLY DISCLAIMS ANY AND ALL STATUTORY OR IMPLIED
WARRANTIES, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF
MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND
WARRANTIES AGAINST HIDDEN OR LATENT DEFECTS. If USDD cannot lawfully
disclaim statutory or implied warranties then to the extent permitted by law, all such warranties
shall be limited in duration to the duration of this express Warranty and to repair or replacement
service as determined by USDD in its sole discretion. No reseller, agent, or employee is
authorized to make any modification, extension, or addition to this Warranty. If any term is held
to be illegal or unenforceable, the legality or enforceability of the remaining terms shall not be
affected or impaired. EXCEPT AS PROVIDED IN THIS WARRANTY AND TO THE
EXTENT PERMITTED BY LAW, USDD IS NOT RESPONSIBLE FOR DIRECT, SPECIAL,
INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM ANY BREACH OF
WARRANTY OR CONDITION, OR UNDER ANY OTHER LEGAL THEORY, INCLUDING
BUT NOT LIMITED TO LOSS OF USE; LOSS OF REVENUE; LOSS OF THE USE OF
MONEY; LOSS OF ANTICIPATED SAVINGS; LOSS OF GOODWILL; LOSS OF
REPUTATION; and LOSS OF, DAMAGE TO OR CORRUPTION OF DATA. USDD IS NOT
RESPONSIBLE FOR ANY INDIRECT`LOSS OR DAMAGE HOWSOEVER CAUSED
INCLUDING THE REPLACEMENT OF EQUIPMENT AND PROPERTY, ANY COSTS OF
RECOVERING PROGRAMMING OR REPRODUCING ANY PROGRAM OR DATA
STORED OR USED WITH USDD PRODUCTS, AND ANY FAILURE TO MAINTAIN THE
CONFIDENTIALITY OF DATA STORED ON THE PRODUCT. USDD disclaims any
representation that it will be able to repair any Hardware under this Warranty or make a product
exchange without risk to or loss of the programs or data stored thereon.
10-34