HomeMy WebLinkAbout08 - Upgrade of PD's Computer Automated Dispatch (CAD) SoftwareTO:
CITY OF NEWPORT BEACH
CITY COUNCIL STAFF REPORT
Agenda Item No. 8
June 22, 2010
HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Police Department
Robert M. Luman, Chief of Police, 949 - 644 -3701, RLuman @nbpd.org
Bill Hartford, Lieutenant, 949 - 644 -3660, BHartford @nbpd.org
SUBJECT: APPROVAL OF SOFTWARE LICENSE AND PROFESSIONAL
SERVICE AGREEMENT WITH NORTHROP GRUMMAN
RECOMMENDATIONS:
1. Approve an expenditure of $121,547 to upgrade the Police Department's Computer
Automated Dispatch (CAD) software from Windows 2000 Operating System to
Windows XP Professional.
2. Authorize a single- source contract from Northrop Grumman (formerly PRC), the
product manufacturer of the Police Department's CAD System.
3. Authorize the Mayor to execute a Software License and Professional Services
Agreement contract with the vendor approved as to form by the Office of the City
Attorney.
DISCUSSION:
Currently, the Police Department's CAD' workstations are performing on the Windows
2000 Operating System, which is no longer supported by Microsoft. The CAD
workstations are also used for other functions, such as accessing email (using Microsoft
Outlook), word processing (using Microsoft Word), accessing various web sites (using
Internet Explorer), and working with spreadsheets (using Microsoft Excel). The Police
Department was unable to update the CAD workstations to Microsoft Office 2007 due to
system errors associated with the Windows 2000 Operating System.
CAD workstations run various third -party software programs, such as the Automatic
Vehicle Location (AVL) software from Geo Spatial Technologies and the alarms system
interface software. As these various software packages have been upgraded, we
ICAD systems allow public safety operations and communications to be augmented, assisted, or partially controlled by an
automated system. It can include, among other capabilities, computer - controlled emergency vehicle dispatching, vehicle status,
incident reporting, and management information. National Institute of Justice, Law Enforcement Information Technology Council,
2009.
Funding for Dispatch Center Software Upgrade
June 22, 2010
Page 2
initially experienced problems running them on the Windows 2000 Operating System.
However, the Department's IT Unit was able to develop solutions to insure integration.
As third -party software programs continue to be upgraded, some of these vital software
programs will no longer be able to function utilizing the Windows 2000 platform.
Northrop Grumman has quoted a price of $121,547 for converting the CAD System
software from Altaris Neuron GUI Client (Windows 2000) to Altaris Gold CAD HCL
Presenter EE52 Windows GUI Client (Windows XP)2. This price is an increase from the
previous 2008 Northrop Grumman quote, which was $86,200. Northrop Grumman
attributed the price increase to the HCL Presenter EE52 upgrade to their GUI Client.
Northrop Grumman is the developer of our CAD System's software, and the Police
Department currently has a service contract with them. As a component of the Northrop
Grumman system, a source code is embedded into the CAD System's software, which
is a proprietary product of Northrop Grumman. Due to the proprietary product source
code, the Police Department is limited to utilizing Northrop Grumman as the sole
provider for the Department's CAD servicing and upgrades.
Funding Availability:
The upgrade of the Department's CAD System was funded from the City Manager's list
for budget year 2009/2010 in the amount of $86,200, account #1820 -8091. The
remaining amount of $35,347 will be funded from account #1820 -8181, the Police
Department's computer software maintenance account.
Environmental Review:
None required.
Prepared by:
Submitted by:
Bill Hartford Rob rt M. Luman �r \j
Support Services Lieutenant CHIEF OF POLICE
Attachment: Northrop Grumman Quote: CSG #111185
Northrop Grumman Professional Services Agreement Contract
2 Presenter EE52 is the graphic user interface source code, which is proprietary to the HCL Corporation for use with
the Microsoft Windows Operating System.
May 17, 2010
Newport Beach Police Department
870 Santa Barbara Drive
Newport Beach, CA 92660
Attention: Mr. John Veale
Northrop Grumman Corporation
Information Systems
Civil Systems Division
Commercial, State and Local Pmgmrns
'15010 Conference Gen ter Dive
Chantilly, Virginia 20151
Quote: CSG #111185
Re: Upgrade Altaris CAD GUI Client to Altaris Gold Presenter GUI Client for Windows XP
Dear Mr. Veale,
Northrop Grumman Systems Corporation, acting through Northrop Grumman Information
Systems sector, Civil Systems Division, herein referred to as Northrop Grumman is pleased
to provide this firm fixed price (FFP) quote for the migration of the existing Altaris CAD
Neuron GUI Client to the Altaris Gold CAD HCL Presenter EE52 Windows XP GUI Client.
The current Neuron Data product used with the Altaris CAD Client will be migrated to the
latest HCL Presenter EE52 product. The enhanced GUI will provide for an enhanced look
and feel, along with support for Microsoft Windows XP. This quotation will remain valid for
30 days from issuance, unless extended in writing by Northrop Grumman.
Scope of Work
Northrop Grumman will procure the following HCL Presenter EE52 series development and
deployment components that are necessary for the GUI code conversion from the older
Neuron Data series and provide Newport Beach with the HCL Presenter EE52 deployment
license and software:
HCL Presenter EE52 Deployment for Windows Client License per client workstation.
• One Windows Server deployment kit will be provided with a maximum total usage of
twenty -five (25) Server GUI client licenses for the primary and backup CAD servers.
The deployment licenses are used for the Altaris X- Windows GUI clients that are run
on the CAD servers (also known as the `guitiop'). The Windows Server and Client
HCL EE52 deployment kit will be compatible with Windows Server architectures only.
Northrop Grumman Information Systems, Inc.
Page 1 of 4
Northrop Grumman will convert the current Altaris CAD Neuron GUI to the HCL Presenter
EE52 series. The following tasks will be performed as a part of that upgrade:
• Provide a Project Manager as a single point of contact for this project in order to
manage this GUI migration work. The project management services include
providing a project schedule, coordinating project activities and reporting project
status updates to Newport Beach.
• Analyze and identify all GUI Engine Site Specific Code.
• Provide the new Altaris Gold CAD Presenter GUI Engine that uses the new HCL
Presenter EE52 series which supports the Microsoft XP Operating System.
• Port, build and debug the Altaris Gold CAD Presenter GUI Engine and GUI
application code. Newport Beach staff will perform the preliminary testing as soon as
Northrop Grumman completes the porting of the GUI.
• Merge site specific GUI Engine changes to the new Altaris Gold CAD GUI Engine.
• Provide a new Configuration Management (CM) build for the newly converted Altaris
Gold CAD GUI.
• Provide for the development and CM build environment in Northrop Grumman
Chantilly office.
• Build and prepare for final CM deployment release for Newport Beach to deploy.
• Deliver to the Newport Beach for final acceptance testing and make any necessary
adjustments resulting from acceptance testing.
The following are Newport Beach's responsibilities:
• Newport Beach will be responsible for the deployment of the migrated CAD client.
• Designate technical and functional staff to work with Northrop Grumman project
manager and onsite personnel for testing, integration and installation.
• Perform all necessary testing, including unit testing, functional testing and integration
testing.
• Deploy the new CAD GUI client to all Newport Beach workstations.
• Provide Northrop Grumman with Test Reports and screen shots and assist Northrop
Grumman in troubleshooting the problems caused by the client upgrade.
• Install and setup 2 Testing GUI workstations on Newport Beach's CADTRAIN
system.
Northrop Grumman Information Systems, Inc.
Page 2 of 4
Since this CAD GUI client migration work will not change the existing CAD functionality,
Northrop Grumman will not provide any new or modified CAD documentation under this
quotation.
Special Considerations
Northrop Grumman assumes the Newport Beach is using or will be using Dell PC
workstations that run Windows XP and are equipped with the proper video adapters. This
quotation does include any effort to upgrade the PC hardware and /or the Windows
Operating System.
The Altaris Gold Presenter GUI will need to be tested for compatibility for each type of
customer workstation hardware and video configuration(s), i.e., single and multi -video head
display adapters. Northrop Grumman can provide additional services that are not part of
this statement of work to assist in the hardware validation should it become necessary.
The Newport Beach will assign a Manager to work with the Northrop Grumman Project
Manager to coordinate all onsite activities, including integration, testing, and deployment of
the new Presenter GUI client.
Acceptance
The Newport Beach will test the functionality of the system upgrade on the CADTRAIN
system within ten days of installation. Successful cutover of the GUI XP EE52 Client to the
CADLIVE environment shall be the only criteria for acceptance. Additional GUI bug fixes will
continue to be processed thereafter under the existing CAD Maintenance agreement.
Price
Northrop Grumman will perform the above work for the following price:
Northrop Grumman Labor for the
GUI upgrade services and HCL
EE52 Windows Deployment
Licenses includes:
$106,547
Total Services:
$106,547
Annual Maintenance Fee for HCL
EE52 Presenter
$15,000
The Newport Beach is responsible for any applicable taxes, which will be included in the
invoices.
Northrop Grumman Information Systems, Inc.
Page 3 of 4
Terms and Conditions
Standard Terms and Conditions apply and are the basis of this quotation. A project
schedule will be agreed upon after receipt of a purchase order or properly executed
contract. This quotation will expire 60 days after the issuance date.
Northrop Grumman appreciates the opportunity to respond to Newport Beach's needs. If
you have any questions, please contact LeRoy Butenhoff at (571) 313 -2387 or me at (571)
313 -2610.
Sincerely,
Andy Peucker
Contracts Manager
cc: LeRoy Butenhoff
Forrest Nutter
Paul Martin
Gary Wilkerson
Lori Runge
Contract File
Northrop Grumman Information Systems, Inc.
Page 4 of 4
SOFTWARE LICENSE AND PROFESSIONAL SERVICES AGREEMENT WITH
NORTHRUP GRUMMAN SYSTEMS CORPORATION
FOR DISPATCH CENTER SOFTWARE UPGRADES
THIS SOFTWARE LICENSE AND PROFESSIONAL SERVICES AGREEMENT
( "Agreement ") is made and entered into as of this day of June, 2010, by and
between the City of Newport Beach, a California Municipal Corporation ( "City "), and
Northrup Grumman Systems Corporation, a Delaware Corporation, acting through
Northrup Grumman Information Systems Sector, Civil Systems Division a whose
address is 15010 Conference Center Drive, Chantilly, VA 20151 ( "Northrup Grumman "),
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. Northrup Grumman owns all right, title and interest to the Northrop Grumman
Software and related documentation (the "Northrop Grumman Software ").
B. The City's Police Department ( "Department ") requires an upgrade to the
Department's CAD workstations from the Windows 2000 Operating System to
the Windows XP Operating System and annual software maintenance thereafter.
C. City desires to engage Northrup Grumman to integrate, test and deploy the new
Operating System, provide the software license and provide annual software
maintenance ( "Project ").
D. Northrup Grumman possesses the skill, experience, ability, background,
certification and knowledge to provide the services described in this Agreement.
E. The principal member of Northrup Grumman for purposes of Project, shall be
LeRoy Buttenhoff.
F. City has solicited and received a proposal from Northrup Grumman, has
reviewed the previous experience and evaluated the expertise of Northrup
Grumman, and desires to purchase software from and further retain Northrup
Grumman 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
1.1 Agreement for Services. The term of the Agreement for Services shall
commence upon acceptance and shall terminate on the 30th Day of June,
2011, unless terminated earlier as set forth herein.
1.2 HCL EE52 Windows Deployment Software License ( "Software
License "). The term of this Software License shall commence upon
acceptance by City and is perpetual in existence.
2. SERVICES TO BE PERFORMED
Northrup Grumman shall diligently perform all the Services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference ( "Work" or
"Services "). The City may elect to delete certain tasks of the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
Time is of the essence in the performance of Services under this Agreement and the
Services shall be performed to completion in a diligent and timely manner. The failure
by Northrup Grumman to perform the Services in a diligent and timely manner may
result in termination of this Agreement by City. Installation, setup and deployment shall
be completed no later than December 31, 2010.
Notwithstanding the foregoing, Northrup Grumman shall not be responsible for delays
due to causes beyond Northrup Grumman'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 to the other party so that all delays can be addressed.
3.1 Northrup Grumman shall submit all requests for extensions of time for
performance in writing to the Project Administrator (as defined in Section
6 below) 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 Northrup Grumman's control.
3.2 For all time periods not specifically set forth herein, Northrup Grumman
shall respond in the most expedient and appropriate manner under the
circumstances, by telephone, fax, hand - delivery or mail.
3.3 Unless otherwise specified, the Work subject to this Agreement shall be
deemed accepted upon the completion of the Work set forth in the scope
of services and upon commencement of beneficial use by Customer.
4. COMPENSATION
4.1 City shall pay Northrup Grumman in accordance with the provisions of this
Section and the Schedule of Billing Rates attached hereto as Exhibit A.
Northrup Grumman's total compensation for all Work performed in
accordance with this Agreement, including all licensing fees, reimbursable
items and subconsultant fees, shall not exceed One Hundred Twenty -
One Thousand Five Hundred and Forty -Seven Dollars and NO /100
($121,547.00) without prior written authorization from City. No billing or
Software License and Professional Services Agreement Page 2
product rates shall be made during the term of this Agreement without the
prior written approval of City.
A. Software and all professional Services for the GUI upgrades
services and HCL EE52 Windows Deployment Licenses shall be
billed on a time and materials basis in an amount not to exceed
One Hundred Six Thousand Five Hundred and Forty Seven
Dollars and No /100 ($106,547.00).
B. Annual software maintenance fee shall be billed at an amount not
to exceed Fifteen Thousand Dollars and NO /100 ($15,000.00).
Annual software maintenance fee is due and payable upon
effective date of Agreement.
4.2 Payment Schedule.
A. Software and professional services shall be due and payable on
the following schedule:
Upon effective date of Agreement
Upon Installation of Software and /or Modifications
Upon Acceptance as provided in Section 3.3
Total Software and Professional Services
11
50%
40%
10%
100%
($53,273.50)
($42,618.80)
($10,654.70)
$106,547.00
4.3 Taxes. Northrup Grumman shall indicate any and all applicable taxes due
on invoices submitted to City and provide a notation on said invoice that it
shall be City's obligation to remit any taxes due to the State of California
under City's Direct Payment Exemption permit number SR EAA 24-
089475 DP and City will self- accrue any Use Tax obligation to the
California Board of Equalization in the amount then determined to be
proper and due.
4.4 Northrup Grumman shall submit invoices to City describing the products
delivered and /or Services performed. Northrup Grumman's invoices 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(s) 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
Northrup Grumman no later than thirty (30) days after approval of the
invoice by City staff.
4.5 City shall reimburse Northrup Grumman only for those costs or expenses
specifically approved in this Agreement, or specifically approved in writing
in advance by City. Unless otherwise approved, such costs shall be
limited and include nothing more than the following costs incurred by
Northrup Grumman:
Software License and Professional Services Agreement Page 3
A. The actual costs of subconsultants for performance of any of the
services that Northrup Grumman agrees to render pursuant to this
Agreement, which have been approved in advance by City and
awarded in accordance with this Agreement.
B. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Northrup
Grumman in the performance of this Agreement.
4.6 Northrup Grumman 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 on an hourly basis at the rate
of Two Hundred and Fifty Dollars and no /100 ($250.00) per hour.
5. PROJECT MANAGER
Northrup Grumman 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. Northrup Grumman has designated LEROY BUTENHOFF
to be its Project Manager. Northrup Grumman 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.
Northrup Grumman, 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.
Northrup Grumman warrants that it will continuously furnish the necessary personnel to
complete the Project on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the Police Department. The SUPPORT
SERVICES DIVISION COMMANDER or his /her designee shall be the Project
Administrator and shall have the authority to act for City under this Agreement. The
Project Administrator or his authorized representative shall represent City in all matters
pertaining to the services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
In order to assist Northrup Grumman in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Northrup Grumman, one copy of
all existing relevant information on file at City. City will provide all such
Software License and Professional Services Agreement Page 4
materials in a timely manner so as not to cause delays in Northrup
Grumman's Work schedule.
B. Provide Northrup Grumman personnel with adequate workspace and such
other related facilities as may be required by Northrop Grumman to
perform Services enumerated herein.
8. STANDARD OF CARE
8.1 All of the Services shall be performed by Northrup Grumman or under
Northrup Grumman's supervision. Northrup Grumman 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 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. By delivery of completed Work, Northrup Grumman
certifies that the Work conforms to the requirements of this Agreement
and all applicable federal, state and local laws and the professional
standard of care.
8.2 Northrup Grumman represents and warrants to City that it has, shall
obtain, and shall keep in full force in 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 Northrup
Grumman to practice its profession. Northrup Grumman shall maintain a
City of Newport Beach business license during the term of this
Agreement.
8.3 Northrup Grumman shall not be responsible for delay, nor shall Northrup
Grumman be responsible for damages or be in default or deemed to be in
default by reason of strikes, lockouts, accidents, or acts of God, or the
failure of City to furnish timely information or to approve or disapprove
Northrup Grumman's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
To the fullest extent permitted by law, Northrup Grumman 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,
attorney's 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 the negligence, recklessness, or willful misconduct of the
Northrup Grumman or its principals, officers, agents, employees, vendors, suppliers,
subconsultants, subcontractors, anyone employed directly or indirectly by any of them
or for whose acts they may be liable or any or all of them.
Software License and Professional Services Agreement Page 5
Notwithstanding the foregoing, nothing herein shall be construed to require Northrup
Grumman to indemnify the Indemnified Parties from any Claim arising from the sole
negligence, active negligence or willful misconduct of the Indemnified Parties. Nothing
in this indemnity shall be construed as authorizing any award of attorney's 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 the Northrup Grumman.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Northrup Grumman on an independent contractor
basis and Northrup Grumman is not an agent or employee of City. The manner and
means of conducting the Work are under the control of Northrup Grumman, except to
the extent they are limited by statute, rule or regulation and the expressed terms of this
Agreement. Nothing in this Agreement shall be deemed to constitute approval for
Northrup Grumman or any of Northrup Grumman's employees or agents, to be the
agents or employees of City. Northrup Grumman shall have the responsibility for and
control over the means of performing the Work, provided that Northrup Grumman is in
compliance with the terms of this Agreement. Anything in this Agreement that may
appear to give City the right to direct Northrup Grumman as to the details of the
performance or to exercise a measure of control over Northrup Grumman shall mean
only that Northrup Grumman shall follow the desires of City with respect to the results of
the Services.
11. COOPERATION
Northrup Grumman 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 Northrup Grumman on the
Project.
12. CITY POLICY
Northrup Grumman 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
Northrup Grumman is responsible for keeping the Project Administrator and /or his /her
duly authorized designee 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 Northrup Grumman's indemnification of City, and prior to
commencement of Work, Northrup Grumman shall obtain, provide and maintain at its
Software License and Professional Services Agreement Page 6
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.
A. Proof of Insurance. Northrup Grumman 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. 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 contract. City reserves the right to require
complete, certified copies of all required insurance policies, at any time.
Northrup Grumman shall procure and maintain for the duration of the
contract insurance against claims for injuries to persons or damages to
property, which may arise from or in connection with the performance of
the Work hereunder by Northrup Grumman, his agents, representatives,
employees or subconsultants. The cost of such insurance shall be
included in Consultant's bid.
B. 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.
C. Coverage Requirements
Workers' Compensation Coverage. Northrup Grumman shall
maintain Workers' Compensation Insurance (Statutory Limits) and
Employer's Liability Insurance (with limits of at least $1,000,000) for
Northrup Grumman's employees in accordance with the laws of the
State of California, Section 3700 of the Labor Code In addition,
Northrup Grumman shall require each subconsultant to similarly
maintain Workers' Compensation Insurance and Employer's
Liability Insurance in accordance with the laws of the State of
California, Section 3700 for all of the subconsultant's employees.
Any notice of cancellation or non - renewal of all Workers'
Compensation policies must be received by City at least thirty (30)
calendar days (10 calendar days written notice -of non - payment of
premium) prior to such change.
Northrup Grumman 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.
ii. General Liability Coverage. Northrup Grumman shall maintain
commercial general liability insurance in an amount not less than
one million dollars ($1,000,000) per occurrence for bodily injury,
Software License and Professional Services Agreement Page 7
personal injury, and property damage, including without limitation,
blanket contractual liability.
iii. Automobile Liability Coverage. Northrup Grumman shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Northrup Grumman 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 for each accident.
iv. Professional Liability (Errors & Omissions) Coverage. Northrup
Grumman shall maintain professional liability insurance that covers
the Services to be performed in connection with this Agreement, in
the minimum amount of one million dollars ($1,000,000) limit per
claim and in the aggregate.
D. Other Insurance Provisions or Requirements
The policies are to contain, or be endorsed to contain, the following provisions:
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
Northrup Grumman or others providing insurance evidence in
compliance with these requirements to waive their right of recovery
prior to a loss. Northrup Grumman hereby waives its own right of
recovery against City, and shall require similar written express
waivers and insurance clauses from each of its subconsultants.
ii. Enforcement of Contract Provisions. Northrup Grumman
acknowledges and agrees that any actual or alleged failure on the
part of the City to inform Northrup Grumman of non - compliance
with any requirement imposes no additional obligations on the City
nor does it waive any rights hereunder.
iii. 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.
iv. Notice of Cancellation. Northrup Grumman agrees to oblige its
insurance agent or broker and insurers to provide to City with 30
days notice of cancellation (except for nonpayment for which 10
days notice is required) or nonrenewal of coverage for each
required coverage.
Software License and Professional Services Agreement Page 8
E. Timely Notice of Claims. Northrup Grumman shall give City prompt and
timely notice of claims made or suits instituted that arise out of or result
from Northrup Grumman's performance under this Agreement.
F. Additional Insurance. Northrup Grumman 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.
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 Northrup Grumman, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Northrup Grumman is a
partnership or joint- venture or syndicate or cotenancy, which shall result in changing the
control of Northrup Grumman. 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.
16. SUBCONTRACTING
City and Northrup Grumman agree that subconsultants may be used to complete the
Work outlined in the Scope of Services. The subconsultants authorized by City to
perform Work on this Project are identified in Exhibit A. Northrup Grumman shall be
fully responsible to City for all acts and omissions of the subcontractor. Nothing in this
Agreement shall create any contractual relationship between City and 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. The
City is an intended beneficiary of any Work performed by the subcontractor for
purposes of establishing a duty of care between the subcontractor and the 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. LICENSE
17.1 Acknowledgment of Ownership. Northrop Grumman owns all right, title
and interest to the Northrop Grumman Software and related
documentation (the "Northrop Grumman Software" including all custom
modifications, derivative works and all technical and functional designs
relating thereto. None of the Services hereunder shall be considered
"work for hire" within the meaning of Federal copyright law (17U.S.C.
Section 101 et seq). City shall not disassemble, decompile or reverse
engineer the Northrop Grumman Software and any information obtained
in violation of this provision shall be deemed confidential information
owned exclusively by Northrop Grumman.
Software License and Professional Services Agreement Page 9
17.2 Operating License. Subsequent to Acceptance and payment of all
amounts due to Northrop Grumman by City, City shall upon Acceptance
be granted a paid -up, perpetual. non - exclusive, not transferable operating
license in object code form to install, store, load, execute and display
(collectively, "Use') the Northrop Grumman Software on the Equipment
located at the City's Operations Center in support of City's local area
emergency dispatch Service. City may make one (1) archival copy for
back -up purposes. Northrop Grumman reserves all rights not expressly
granted. This license is for City's internal use on the configuration of
Equipment specified in the attached Exhibit A. Use by or for the benefit of
any third party or on any other configuration of equipment (including
upgrades to Equipment or components thereof. such as upgrading to a
higher performance processor) shall require written authorization and
payment of additional license fees. This license is for operations Use only
and does not authorize City to make any alterations, adaptations,
translations or derivative works. City shall execute any standard licensing
agreement(s) necessary for any third party software subject to the
enclosed Northrop Grumman proposal attached as Exhibits A and B.
17.3 Confidentiality. City shall not allow any person, company. governmental
agency, consulting firm or any other entity to have access to the software
provided hereunder, other than employees of City who have a need to
have access to such software in order for City to utilize such software for
the purposes set forth herein. Should City allow such access without the
express written consent of Northrop Grumman then Northrop Grumman
may terminate City's license granted under this Agreement. Disclosure of
such proprietary information will cause irreparable injury for which
monetary damages will not be a sufficient remedy. Accordingly in addition
to other remedies available at law or in equity, Northrop Grumman shall
be entitled to temporary or permanent injunctive relief, without the
necessity of proving actual damages to enforce tile provisions of this
Agreement.
18. CONFIDENTIAL INFORMATION
"Confidential Information" means trade secrets, know -how and any proprietary tools,
proprietary knowledge or proprietary methodologies disclosed by one party (the
"Disclosing Party ") to the other party (the "Receiving Party ") and not generally available
to the public. The Proposal, this Agreement, the Software and all source code,
information relating to the functionality and performance of the Software, Software test
results and Software license keys shall be deemed Northrup Grumman's Confidential
Information. The Receiving Party shall maintain all Confidential Information of the
Disclosing Party in strict confidence and shall take all reasonable precautions
necessary to safeguard the confidentiality of the Confidential Information, including the
precautions the Receiving Party uses in protecting its own confidential information, but
in no event shall the Receiving Party exercise less than a reasonable degree of care.
The Receiving Party shall not use or disclose any of the Disclosing Party's Confidential
Information, except to its employees and to the extent necessary to exercise the rights
granted, and to perform its obligations, under this Agreement, provided that such
Software License and Professional Services Agreement Page 10
employees have previously agreed in writing to maintain the confidentiality of
information that the Receiving Party receives from third parties pursuant to terms that
are not less restrictive than those set forth in this Section 18. The Receiving Party shall
promptly notify the Disclosing Party of any known unauthorized use or disclosure of the
Confidential Information and will cooperate with the Disclosing Party in any action
brought by the Disclosing Party against third parties to protect its proprietary rights in
the Confidential Information.
In addition to the foregoing, in providing Services hereunder Northrup Grumman may
have access to City's systems and data. Northrup Grumman is granted access to such
systems and data solely to facilitate the Services in this Agreement, and is limited to
those specific systems, data, time periods and personnel designated by Northrup
Grumman as separately agreed to by City and Northrup Grumman from time to time.
Access is subject to information and data protection policies, standards and guidelines
as may be provided by City. Use of other systems is expressly prohibited. This
prohibition applies even when a system which Northrup Grumman is authorized to
access serves as a gateway to other systems and assets outside the scope of Northrup
Grumman's authorization. Without limiting the foregoing, Northrup Grumman warrants
that it has adequate security measures in place to comply with the obligations set forth
in this paragraph and to insure that access granted will not impair the integrity and
availability of City's information assets /systems and data.
In addition to the foregoing, all access to CLETS (California Law Enforcement
Telecommunications System) or any CLETS data shall be subject to the following: (1)
Northrup Grumman shall separately execute with the Private Contractor Management
Control Agreement attached hereto as Exhibit B ( "CLETS Agreement "), and
incorporated herein by reference; (2) Northrup Grumman shall ensure that its staff
having access to record storage areas containing information from the CLETS meet the
minimum requirements set forth in such agreement, including without limitation having
each individual sign an EmployeeNolunteer Statement Form in the form attached
hereto as Exhibit D, and incorporated herein by reference, prior to operating or having
access to the CLETS computers, equipment or information; and (3) Northrup Grumman
shall indemnify and hold City harmless from any breach by Northrup Grumman of the
CLETS Agreement, or any violation of law with respect to CLETS or CLETS data.
Northrup Grumman shall be responsible for providing City's Administrator (as defined in
Section 21(e) below) with all documents and other information necessary for
compliance with the CLETS Agreement, including without limitation the training
requirements, background check information and EmployeeNolunteer Statement
Forms as more fully set forth in the CLETS Agreement, Northrup Grumman
acknowledges its on -going obligation to provide such documents and information to City
for any new personnel prior to their accessing CLETS or CLETS data. City reserves
the right to impose additional or different restrictions on Northrup Grumman from time to
time as necessary or appropriate, as determined by City in its sole discretion, to enable
City to comply with its legal obligations with respect to CLETS and CLETS data.
In any event if any CLETS data or any personal data related to City personnel is
accessed or disclosed by Northrup Grumman (or its employees, subcontractors or
agents) contrary to applicable laws or security procedures, or Northrup Grumman (or its
employees, subcontractors or agents) discovers, receives notice of or suspects that
unauthorized access, acquisition, disclosure or use of such data has occurred or is
Software License and Professional Services Agreement Page 11
likely to occur (each a "Security Incident "), Northrup Grumman will notify City by phone
and email to City's Administrator within twelve (12) hours of such actual or possible
Security Incident, with full particulars as to the incident, including the type of data that
was the subject to the Security Incident and the identity of the affected users, and shall
update such contact person continuously on the status of such actual or potential
Security Incident until it is resolved. If applicable laws require notice to authorities or
individuals, or other remedial action, or notices or other remedial actions are warranted,
then Northrup Grumman shall undertake such remedial action, at Northrup Grumman's
expense or, at City's option, reimburse City for the expense of remedial action
undertaken by City. The foregoing does not relieve Northrup Grumman of any notice of
other obligations it may have under the law or from its obligations to bear all costs
related to Security Incidents.
Upon request, City may audit Northrup Grumman to verify Northrup Grumman's
compliance with this Section 18.
19. RECORDS
Northrup Grumman shall keep records and invoices in connection with the Work to be
performed under this Agreement. Northrup Grumman 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 Northrup Grumman under this Agreement. All such records and invoices shall be
clearly identifiable. Northrup Grumman shall allow a representative of City to examine,
audit and make transcripts or copies of such records and invoices during regular
business hours. Northrup Grumman 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 Northrup Grumman under this Agreement.
20. WITHHOLDINGS
City may withhold payment to Northrup Grumman 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.
Northrup Grumman shall not discontinue Work as a result of such withholding.
Northrup Grumman shall have an immediate right to appeal to the City Manager or
his/her designee with respect to such disputed sums. Northrup Grumman 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. - --
21. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Northrup Grumman which result in expense to City greater than what
would have resulted if there were not errors or omissions in the Work accomplished by
Northrup Grumman, the additional design and /or restoration expense shall be borne by
Northrup Grumman. Nothing in this paragraph is intended to limit City's rights under the
law or any other sections of this Agreement.
Software License and Professional Services Agreement Page 12
22. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other consultants in connection with the Project.
23. CONFLICTS OF INTEREST
Northrup Grumman 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.
If subject to the Act, Northrup Grumman 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. Northrup Grumman shall indemnify and hold harmless City
for any and all claims for damages resulting from Northrup Grumman's violation of this
Section.
24. NOTICES
All notices, demands, requests or approvals 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. All
notices, demands, requests or approvals from Northrup Grumman to City shall be
addressed to City at:
Attn: Support Services Division Commander
Newport Beach Police Department
City of Newport Beach
870 Santa Barbara Ave.
PO Box 7000
Newport Beach, CA 92658 -7000
Phone: 949 -644 -3650
Fax: 949 - 644 -3693
All notices, demands, requests or approvals from CITY to Northrup Grumman shall be
addressed to Northrup Grumman at:
Attention: LeRoy Butenhoff
15010 Conference Center Dr.
Chantilly, VA 20151
Office: (571) 313 -2387
Cell: (703) 405 -1203
e -mail: LeRoy. Butenhoff(a)ngc.com
Software License and Professional Services Agreement Page 13
25. CLAIMS
Northrup Grumman and the City expressly agree that in addition to any claims filing
requirements set forth in the Contract and Contract documents, Northrup Grumman
shall be required to file any claim Northrup Grumman may have against the City in strict
conformance with the Tort Claims Act (Government Code sections 900 et seq.).
26. TERMINATION
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.
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 Northrup Grumman. In the event of termination under this
Section, City shall pay Northrup Grumman for Services satisfactorily performed and
costs incurred up to the effective date of termination for which Northrup Grumman has
not been previously paid. On the effective date of termination, Northrup Grumman 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.
27. COMPLIANCE WITH ALL LAWS
Northrup Grumman 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 Northrup Grumman 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.
28. 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.
29. 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
Software License and Professional Services Agreement Page 14
of whatsoever kind or nature are merged herein. No verbal agreement or implied
covenant shall be held to vary the provisions herein.
30. 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.
31. 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.
32. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by
both Northrup Grumman and City and approved as to form by the City Attorney.
33. 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.
34. 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.
35. EQUAL OPPORTUNITY EMPLOYMENT
Northrup Grumman 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 or age.
Software License and Professional Services Agreement Page 15
I
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
By: _
M auchamp
Assistant it Attorney1
+'4/I6 Y "nll�
ATTEST:
31
Leilani I. Brown,
City Clerk
CITY OF NEWPORT BEACH,
A California Municipal Corporation
am
Keith D. Curry
Mayor
CONSULTANT: Northrup Grumman
Systems Corporation, a Delaware
Corporation
By:
(Corporate Officer)
Title:
Print Name:
By:
(Financial Officer)
Title:
Print Name:
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services/ Billing Rates
Exhibit B — CLETS Agreement
Software License and Professional Services Agreement Page 16
II i
May 17, 2010
Newport Beach Police Department
870 Santa Barbara Drive
Newport Beach, CA 92580
Attention: Mr. John Vesta
fiOft. rodG+ � Ms coq nwa as
:nro Aon systems
MR Imams DIMIOm
1 a;ia CC`52f =Z- tarWw-
enan2trf, l J�irJ3 eGtS!
Quote: CSG #111185
Re: Upgrade Altans CAD +GUI Client to Aitads, Gold Presenter GUI Client for Windows XP
Dear Auk. Veale,
Northrop Grumman Systems Carpaation, acting. through Northrop Grumman Information
Systems sector, Civil Systems Division, herein referred to as Northrop Grumman is pleased
to provide this firm fixed price (FFP) quote for the migration of the existing Altaris CAD
Neuron GUI Client to the Mans Gold CAD HCL Presenter EE52 Windows XP GUI Client
The current Neuron Data product used with the Aftaris CAD Client will be migrated to the
latest HCL Presenter EE52 product. The enhanced GUI will provide for an enhanced look
and feet, along with supportfor Microsoft Widows XP. This quotation will remain valid for
80 days: from issuance, unless extended in writing by Northrop Grumman.
Scope of Work
Northrop Grumman will procure the following HCL Presenter EE52 series development arm]
deployment components that are necessary for the GUI code conversion from the older
Neuron Data series and provide Newport Beach with the HCL Presenter EE52 deployment
license and software_
• HCL Presenter EE52 Deployment for Windows Client. License per dtent workstation.
• QneWindows Server deployment kit will be provided with a maximum total usage of
twenty-five (25) Server GUI client licenses for the primary and backup CAD servers.
The deployment licenses are used for the Alfaris X- Windom GUI clients that are nun
on the CAD servers (also known as the'guitiap`). The Widows Server and Client
HCL EE52 deployment kit will be compatible with Windows Server architectures only.
Nortfr W Grumman htormahon Systems, firm
Page t of
Exhibit A Page 1
Northrop Grumman will convert the current Altaris CAD Neuron GUI to the HCL Presenter
EE52 series - The following tasks will be performed as a part of that upgrade-,
• Provide a Project Manager as a single pant of contact for this project in order to
manage this GUI migration work. The project management services include
providing a project schedule, coordinating project activities and reporting project
status updates to Newport Beach.
• Analyze and identify all GUI Engine Site Specific Code.
• Provide the new ARaris Gold CAD Presenter GUI Engine that uses the new HCL
Presenter EE52 series which shorts the Microsoft XP operating System-
• Port, build and debug the Aitsris Gold CAD PresenterGUi Engine and GUt
application code. Newport Beach staff will perform the preliminary testing as soon as
Northrop Grumman completes the porting of the GUI-
• Merge slue spec GUI Engine charges to the new Altaris Gold CAD GUI Engine.
• Provide a new Configuration Management (CM) build for the newly converted Aftaris
Gold CAD GUl-
• Provide for the development and CM build environment in Northrop Grumman
Chantilly otfice-
• Build and prepare for final CM deployment release for Newport Beach to deploy.
• Deliver to the Newport Beach for final acceptance testing and rake any necessary
adjustments resulting from acceptance testing.
The following are Newport Beach's responsibilities:
• Newport Beach will be responsible for the deployment of the migrated CAD client.
• Designate technical and fun ctionat sthfito work with Northrop Grumman project
manages and onsfte personnel for testing, integration and installation.
• Perform all necessary testing, including unit testing, functional testing and integration
testing.
• Deploy the new CAD GUI client to all Newport Beach workstations.
• Provide Northrop Grumman with Test Reports mid screen shots and assist Northrop
Grumman in troubleshooting the problems caused by the client upgrade-
• Instaii and setup 2 Testing GUI workstations on Newport Beach's CADTRAIN
system.
Northrop Grumman Information Systems, Inc.
Page 2 of d
Exhibit A Page 2
Since this CAD GUI client migration work will not change the existing CAD functionality,
Northrop Grumman will riot provide any new or modified CAD documentation under this
quotation-
Special Considerations
No" Grumman assumes the Newport Beach is using or will be using Del PC
workstations that run Windom XP and are equipped with the proper video adapters. This
quotation does include any effort to upgrade the PC hardware and/or the Windows
Operating System.
The Altaris Gold Presenter GUI will need to be tested far compatibility for each type of
customer workstation hardware and video configuration(s), i.e., single and rnuftf4ideo head
display adapters. Northrop Grumman can provide additional services that are not part of
this statenrent of work to assist in the hardware validation should it become necessary.
The Newport Beach wit assign a Manager to work with the Northrop Grumman Project
Manager to coordinate all onside activities, including integration, testing, and deployment of
the new Presenter GUI client
Acceptance
The Newport Beach wig test the functionally of the system upgrade on the CADTRAIN
system within ten days of installation- Successful cutover of the GUI XP EE52 Client to the
CADLIVE envimrrnent shall be the only criteria for acceptance. Additional GUI bag fixes will
continue to be processed there after under the existing CAD Maintenance agreement
Price
Northrop Grumman will perform the above wok for the following price:
Northrop Grumman Labor for the
GUI upgrade services and HCL
EE52 Windows Deployment
Licensesincludes-
$106547
Total Services:
$1116547
Annual Maintenance Fee for OF
EE52 Presenter
$15 IM10
The Newport Beach is responsible for any applicable taxes, which wil be included in the
invoices.
Northrop Grumman information Systems, to _
Page 3 of 4
Exhibit A Page 3
Terms and Conditions
Standard Terms and Conditions apply and are the basis of this quotation. A project
schedule will be agreed upon alter receipt of a purchase order or property executed
contract. This quotation will expire 60 days after the issuance date.
Northrop Grumman appreciates the opportunity to respond to Newport Beach's needs. If
you have any questions, please contact LeRoy Butenhoif at (571) 313 -2367 or me at (571)
313 -2610.
Sincerely,
Andy Peucker
Contracts Manager
cc: LeRoyButenhoff
Forrest Nutter
Paul Martin
Gary Wilkerson
Lori Runge
Contract File
Northrop Gnomon Information Systems, Inc_
Page 4 of 4
Exhibit A Page 4
EXHIBIT B
PRIVATE CONTRACTOR MANAGEMENT CONTROL AGREEMENT
Agreement to allow the California Law Enforcement Telecommunications System (CLETS) access by
Newport Beach Police Department to CA0301400
(Public law enforcement/criminal justice agency) (ORI)
Northrup Grumman Systems Corporation a Delaware Corporation action through Northrup Grumman Information
Systems Sector Civil Systems Division
(Private Contractor)
to perform software license, installation and maintenance services on its behalf.
(Type of service)
Access to the CLETS is authorized to public law enforcement and criminal justice agencies only (hereinafter referred
to as the CLETS subscribing agency), which may delegate the responsibility of performing the administration of
criminal justice functions (e.g., dispatching functions or data processing /information services) in accordance with the
Federal Bureau of Investigation's (FBI) Criminal Justice Information Services (CJIS) Security Addendum to a private
contractor. The private contractor may access systems or networks that access the CLETS on behalf of the CLETS
subscribing agency to accomplish the above - specified service(s). This Agreement must be received by the California
Department of Justice (CA DOJ) prior to the subscribing agency permitting access to the CLETS. The performance
of such delegated services does not convert that agency into a public criminal justice agency, nor automatically
authorize access to state summary criminal history information. Information from the CLETS is confidential and may
be used only for the purpose(s) for which it is authorized. Violation of confidentiality requirements or access
authorizations may be subject to disciplinary action or criminal charges.
Pursuant to the policies outlined in the CLETS Policies, Practices and Procedures (PPP) and the FBI's CJIS Security
Policy, it is agreed the CLETS subscribing agency will maintain responsibility for security control as it relates to the
CLETS access. Security control is defined as the ability of the CLETS subscribing agency to set, maintain and
enforce:
1. Standards for the selection, supervision and termination of personnel. This does not grant hiring /firing authority to
the CLETS subscribing agency, only the authority to grant the CLETS systems access to personnel who meet these
standards and deny it to those who do not; and
2. Policies governing the operation of computers, access devices, circuits, hubs, routers, firewalls and other
components that make up and support a telecommunications network and related CA DOJ criminal justice
databases used to process, store or transmit criminal justice information, guaranteeing the priority, integrity and
availability of service needed by the criminal justice community.
Security control includes, but is not limited to, the supervision of applicable equipment, systems design,
programming and operating procedures associated with the development, implementation and operation of any
computerized message- switching or database systems utilized by the served law enforcement agency or agencies.
Computer sites must have adequate physical security to protect against any unauthorized viewing or access to
computer terminals, access devices or stored /printed data.
EXHIBIT B Page 1
Additionally, it is the responsibility of the CLETS subscribing agency to ensure all private contractors receiving
information from the CLETS meet the minimum training, certification and background requirements that are also
imposed on the CLETS subscribing agency's staff. The minimum requirements are applicable also to staff having
access to record storage areas containing information from the CLETS. The minimum requirements include, but are
not limited to:
1. Prior to allowing the CLETS access, train, functionally test and affirm the proficiency of the CLETS
computer operators to ensure compliance with the CLETS and the FBI's National Crime Information Center
(NCIC) policies and regulations, if applicable. Biennially, provide retesting and reaffirm the proficiency of all
the CLETS operators, if applicable;
2. State and FBI criminal offender record information searches must be conducted prior to allowing access
to the CLETS computers, equipment or information. If the results of criminal offender record information
search reveal a record of any kind, access will not be granted until the CLETS subscribing agency can
review the matter to decide if access is appropriate. If a felony conviction of any kind is found, access shall
not be granted; and
3. Each individual must sign an EmployeeNolunteer Statement Form prior to operating or having access to
the CLETS computers, equipment or information.
In accordance with the CLETS /NCIC policies, the CLETS subscribing agency has the responsibility and authority to
monitor, audit and enforce the implementation of this agreement by the private contractor. The private contractor
agrees to cooperate with the CLETS subscribing agency in the implementation of this agreement and to accomplish
the directives for service under the provisions of this agreement. The Management Control Agreement shall be
updated when the head of either agency changes or immediately upon request from the CA DOJ.
By signing this agreement, the vendors and private contractors certify they have read and are familiar with the
contents of (1) the FBI's CJIS Security Addendum; (2) the NCIC 2000 Operating Manual; (3) the FBI's CJIS Security
Policy; (4) Title 28, Code of Federal Regulations, Part 20; and (5) the CLETS PPP and agree to be bound by their
provisions. Criminal offender record information and related data, by its very nature, is sensitive and has potential for
great harm if misused. Access to criminal offender record information and related data is therefore limited to the
purpose(s) for which the CLETS subscribing agency has entered into the contract. Misuse of the system by, among
other things: accessing it without authorization; accessing it by exceeding authorization; accessing it for an improper
purpose; using, disseminating or secondary dissemination of information received as a result of this contract for a
purpose other than that envisioned by the contract, may subject me to administrative and criminal penalties.
Accessing the system for an appropriate purpose and then using, disseminating or secondary dissemination of
information received for another purpose other than execution of the contract also constitutes misuse. Such
exposure for misuse includes, but is not limited to, suspension or loss of employment and prosecution for state and
federal crimes.
CITY OF NEWPORT BEACH
A Municipal Corporation
Signature (CLETS Subscribing Agency)
Print Name and Title
NORTHRUP GRUMMAN SYSTEMS CORPORATION.
A Delaware Corporation
Signature (private contractor)
Print Name and Title
CLETS PPP, rev 2/09
EXHIBIT B Page 2