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HomeMy WebLinkAbout14 - WAN - Server Virtualization - Disaster Recovery Implementation PlanCITY OF NEWPORT BEACH CITY COUNCIL STAFF REPORT Agenda Item No. 14 May 27, 2008 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Administrative Services Department Dennis C. Danner, Administrative Services Director (949) 644 -3123 or ddanner @city.newport- beach.ca.us Paul Malkemus, Information Technology Manager (949) 644 -3092 or pmalkemus @city.newport- beach.ca.us SUBJECT: WAN, Server Virtualization, & Disaster Recovery Implementation Plan ISSUE: This Plan is a collaborative multi - departmental project. The core components include the installation of high bandwidth wireless (microwave) connections between the Central Library and Utilities Department sites, with a second similar connection between Utilities Department and Fire Station 3 /Police Department. Both WAN connections are discussed and recommended (Hubs 1 0) in the Traffic Communication Master Plan and are part of the overall IT planned strategy to provide increased reliability and higher bandwidth connections to City remote sites. The Library connection will further facilitate a plan designed to provide an advanced Disaster Recovery (DR) solution that will rely primarily upon the use of data replication. Additional redundancy, as well as reducing the overall existing server foot print and lowering current server total cost of ownership (TCO), will be provided through server virtualization. Both Hubs (1 0) will be utilized to implement the Traffic Communication Master Plan. RECOMMENDATION: 1) Approve a budget amendment to transfer funds from revenue account 0630 -5864 to 0630 -8030 ($37,177.39). These funds were the result of a class action lawsuit against Microsoft Corporation. The remaining funds required to implement the balance of the plan ($179,621.61) are available in the current fiscal year in the various participating department budgets. 2) Approve a professional services agreement with Embee Technologies for hardware and services to provide wireless radio Wide Area Network (WAN) connections between the Central Library and Utilities Department sites ($46,440.34) and between Fire Station 3 and Utilities Department sites ($37,027.76). Total costs of these two aspects of the project are $83,468.10. WAN, Server Virtualization, & Disaster Recovery Implementation Plan May 27, 2008 Page 2 DISCUSSION: Background The City's dependence on access to electronically stored information and electronic communications has increased by orders of magnitude. To keep up with this ever increasing demand, the IT Division has continually upgraded capacity by replacing the user workstations, servers that process and store information, local area networks (LANs) and wide area networks (WANs). Currently the connections to the Central Library and Fire Station #3 /Police Department are leased T -1 circuits provided by AT &T that cost approximately $3,900 to lease on an annual basis. These leased T -1 circuits provide 1.5 Mb /sec connections to City Hall. In contrast, the City LANs provide connectivity to resources at either 100 Mb /sec or 1000 Mb /sec depending upon the equipment and location. Lower bandwidths (speed) provided by the existing T -1 circuits are adversely impacting these locations. The volume of network traffic has dramatically increased due to increased reliance on shared network applications such as file sharing, e-mail, voice mail and especially Internet access. Additional bandwidth will also be required as part of the City Traffic Communications Master Plan. The recent purchase of the Radio Tower at the Utilities Department from Entravision Communications Corporation provided the City with a unique opportunity to upgrade its WAN. IT Staff determined the most appropriate solution with regards to cost, reliability, and performance, is to purchase an FCC licensed microwave system manufactured by DragonWave of Canada for the Central Library to Utilities Department site, and 300 Mb /sec Motorola unlicensed equipment for the Fire Station 3 to Utilities Department site. The DragonWave systems provide scalable full duplex (bidirectional) bandwidth from 50Mb /sec to 300 Mb /sec through simple software upgrades, and can be upgraded to as much as 400 Mb /sec with additional components. There are some line of sight issues between the Fire Station 3 and Utilities sites, therefore staff recommends implementing a 300 Mb /sec Motorola system. Based on these line of site issues, anticipated throughput should be in the 75 Mb /sec range. ,Both connections will provide sufficient bandwidth for current needs and anticipated growth. Equipment will provide connections between the Central Library, Fire Station #3 /Police Department and the Utilities Department site utilizing the City radio tower located at that facility (refer to attached diagram 1). This will provide access to City Hall via the existing 100 MB wireless (microwave) connection between the Utilities Department and City Hall. This connection will be upgraded to 200 Mb /sec in FY 2008 -2009. Future connections will include Traffic Communication Master Plan Hub Location 4 (Mariners Library/Fire Station #6) and Hub Location 5 (Newport Coast Community Center). Cox Communications has offered some viable alternatives for providing high bandwidth solutions to the Newport Coast Community. Center location. Cox has WAN, Server Virtualization, & Disaster Recovery Implementation Plan May 27, 2008 Page 3 indicated that they would be able to connect NCCC to the Central Library site and use the planned connectivity between the Central Library and Utilities Department in order to provide complete connectivity to City Hall. Line of site surveys indicates that the Mariners /Fire Station #6 site is an excellent candidate for licensed microwave connectivity in the future. In addition to solving the problem of insufficient bandwidth necessary for daily use of enhanced data services, the proposed WAN upgrade project will allow the IT Division, Library and Utilities staff to implement critical projects related to information disaster recovery. A critical component of the Disaster Recovery (DR) plan is the ability to store copies of information resources at a location that is protected from all likely disaster scenarios. The key to any well managed disaster recovery plan includes automated offsite data storage. The Utilities Department Data Center is located in a secure area that is less likely to be impacted by naturally occurring disasters. The recently constructed structure is climate controlled and has alternative power sources. The implementation of this project will allow staff members to fully develop a disaster recovery plan designed to use this faster connection to send `copies" of all critical data and information to components located at the Utilities Department Data Center location on a daily basis. The primary software component utilizes data replication technology. This software also facilitates the management of hardware that is required — data storage devices. Server Virtualization, while reducing the actual number of physical servers, will also add overall redundancy to the DR plan. All Library, Utilities Department (including Big Canyon Reservoir), Fire Department and City Hall data will be protected through the disaster recovery procedures that will be implemented with this plan. The Fire Department will also be able to take advantage of the increased bandwidth for network/data redundancy and fire safety personnel training purposes. This implementation plan has been developed and discussed with all affected personnel in Public Works, Utilities, Library, Fire, Police, and Recreation & Senior Services departments. Fiber optics may present a future option for providing redundancy and. increased bandwidth to these and other areas of the City network backbone. Currently, known locations of existing fiber optic cables and conduits are terminated significant distances from existing City facilities making it a potentially very expensive option. WAN, Server Virtualization, & Disaster Recovery Implementation Plan May 27, 2008 Page 4 Project Costs Library Wireless WAN 1 Connection — Library to Utilities $46,440 Library Servers $10,132 Library VMWare (server virtualization component) $8,600 Library VMWare (virtualization management) $4,064 Library Located Replication DR $17,063 Library — Utilities Located Replication DR $6,800 (device above is shared by Library/iT/Utilides) Total Library Cost: .$92,935 City Hall IT City Hall Servers $10,132 City Hall VMWare (server virtualization component) $8,600 City Hall VMWare (virtualization management) $3,900 City Hall Located Replication DR $27,537 City Hall — Utilities Located Replication DR $6,800 (device above is shared by Library/IT/Uti6ties) Wireless WAN Connection — Fire Station 3 /PD to Utilities $37,027 Total City Hall IT Cost: $93,966 Utilities Department Utilities — Big Canyon Reservoir Located Replication DR $17,068 Library — Utilities Located Replication DR $6,800 (device above is shared by Library/iT/UtOities) Installation & Configuration $6,000 Total Utilities Cost: $29,868 Total Project Cost $216,799 WAN, Server Virtualization, & Disaster Recovery Implementation Plan May 27, 2008 Page 5 Environmental Review: Not Required Public Notice: Not Required Funding Availability: Budget Amendment of unanticipated revenue in the amount of $37,177.39 and existing budgeted funds. Prepared by: Malkemus nation Technology Manager Submitted by: aennis C. Danner Administrative Services Director Attachments: Implementation Diagram Embee Technologies Agreement Budget Amendment Inter - departmental WAN. Virtualization. Replication /Disaster Recovery PROFESSIONAL SERVICES AGREEMENT WITH EMBEE TECHNOLOGIES FOR WIDE AREA WIRELESS NETWORK IMPLEMENTATION — UTILITIES DEPARTMENT & CENTRAL LIBRARY SITES /FIRE STATION 3 SITES THIS AGREEMENT is made and entered into as of this 15th day of May, 2008, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City"), and EMBEE TECHNOLOGIES a California Corporation whose address is 16592 Millikan Avenue Irvine, California, 92606( "Consultant'), 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 is planning to implement Wide Area Network upgrades between the Utilities Department and Central Library sites /Fire Station 3 sites. C. City desires to engage Consultant to provide necessary hardware, licensing and installation necessary to provide wireless network solution between the Utilities Department and Central Library/Fire Station 3 sites ( "Project "). D. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. E. The principal member[s] of Consultant for purposes of Project, shall be Rob Clement F. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the above written date, and shall terminate on the 15th day of August, 2008, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services. attached hereto as Exhibit A and incorporated herein by reference. 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 Consultant to perform the services in a diligent and timely manner may result in termination of this Agreement by City. Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant'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 parry so that all delays can be addressed. 3.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator 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 Consultant's control. 3.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand - delivery or mail. 4. COMPENSATION TO CONSULTANT City shall pay Consultant for the services lump sum provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit A and incorporated herein by reference. Consultant's compensation for all work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed Eighty-Three Thousand Four Hundred Sixty-Eight Dollars and 10/100 ($83,468.10) without prior written authorization from City. 4.1 Consultant shall submit monthly invoices to City describing the work performed the preceding month. Consultant's bills shall include the name of the person who performed the work, a brief description of the services performed and/or the specific task in the Scope of Services to which it relates, the date the services were performed, the number of hours spent on all work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City staff. 2 4.2 City shall reimburse Consultant 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 Consultant: A. The actual costs of subconsultants for performance of any of the services that Consultant agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. B. Approved reproduction charges. C. Actual costs and/or other costs and/or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 4.3 Consultant 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. S. PROJECT MANAGER Consultant 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. Consultant has designated ROB CLEMENT to be its Project Manager. Consultant 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. Consultant, 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. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 6. ADMINISTRATION 3 This Agreement will be administered by the Administrative Services Department. MIKE WOJCIECHOWSKI shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his/her 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 Consultant in the execution of its responsibilities under this Agreement, City agrees to, where applicable: A. Provide access to, and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's work schedule. B. Provide blueprinting and other services through City's reproduction company for bid documents. Consultant will be required to coordinate the required bid documents with City's reproduction company. All other reproduction will be the responsibility of Consultant and as defined above. C. Provide usable life of facilities criteria and information with regards to new facilities or facilities to be rehabilitated. 8. STANDARD OF CARE 8.1 All of the services shall be performed by Consultant or under Consultant's supervision. Consultant 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, Consultant 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 Consultant 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 Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant 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 Consultant's work 0 promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS To the fullest extent permitted by law, Consultant 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 any breach of the terms and conditions of this Agreement, any work performed or services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Consultant, 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). Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole 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 Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the work are under the control of Consultant, 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 Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the services. 11. COOPERATION 5 Consultant 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 Consultant on the Project. 12. CITY POLICY Consultant 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 Consultant 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 Consultant's indemnification of City, and prior to commencement of work. Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behalf shall sign certification of all required policies. C. 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. D. Coverage Requirements. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employer's Liability 0 Insurance for his or her employees in accordance with the laws of the State of California. In addition, Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California for all of the subcontractor'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 (90 calendar days written notice of non- payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. ii. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than two million dollars ($2,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. iii. Automobile Liability Coverage. Consultant shall maintain automobile insurance covering bodily injury and property damage for all activities of the Consultant 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 two million dollars ($2,000,000) combined single limit for each occurrence. iv. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of two million dollars ($2,000,000). E. Tndorsements. Each general liability and automobile liability insurance policy shall be endorsed with the following specific language: i. The City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, agents and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self - insured retention City may have, shall be considered excess 7 insurance only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. iv. The insurer waives all rights of subrogation against City, its elected or appointed officers, officials, employees, agents and volunteers. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) calendar days (10 calendar days written notice of non - payment of premium) written notice has been received by City. Timelv Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. Additional Insurance. Consultant 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 Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Consultant. 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 orjoint- venture. 16. SUBCONTRACTING 10 The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express written consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the prior written authorization of City. 17. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. 18. CONFIDENTIALITY Ail Documents, including drafts, preliminary drawings or plans, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes in writing the release of information. 21. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. ®7Xdi7Nam Ir] Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant 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 Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant 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 Consultant under this Agreement. 23. WITHHOLDINGS City may withhold payment to Consultant 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. Consultant shall not discontinue work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his /her designee with respect to such disputed sums. Consultant 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. 24. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the work accomplished by Consultant, the additional design, construction and/or restoration expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under the law or any other sections of this Agreement. 25. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 26. CONFLICTS OF INTEREST The Consultant 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. 10 If subject to the Act, Consultant 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. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 27. 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 Consultant to City shall be addressed to City at: Attn: Administrative Services Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92663 Phone: 949 - 644 -3127 Fax: 949 - 644 -3329 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attention: Rob Clement 16592 Millikan Avenue Irvine, California 92606 Phone: (949) 266 -1700 Fax: (949) 435 -1595 28. 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 Consultant. In the event of 11 termination under this Section, City shall pay Consultant for services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant 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. 29. COMPLIANCE WITH ALL LAWS Consultant 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 Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City. 30. 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. 31. 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. 32. 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. 33. 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. 34. AMENDMENTS 12 This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 35. 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. 36. 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. 37. EQUAL OPPORTUNITY EMPLOYMENT Consultant 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. 13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: City Attorney for the City of Newport Beach ATTEST: M LaVonne Harkless, City Clerk CITY OF NEWPORT BEACH, A Municipal Corporation M Mayor for the City of Newport Beach CONSULTANT: Title: Pt- eS'-J4n I" Print Name: LuIrg4s 4h By: (Financial Officer) Print Name: Attachments: Exhibit A — Scope of Services 14 BP5530BHG2DD Embee Technologies SPD3-5.2 16592 Millikan Ave (Oj Irvine, ca. 92606 embee .... P 949- 266 -1700 F.949-435 -1595 7 To: Labor to install radio, conduit system, power, data and of Newport Beach Price Quote Box 1768 Product: conduit, data, surge protector and grounding roort Beach, ca. 92659- 8915 7710 City of Newport Beach. Fire DeparhneltPUbAk BP5530BHG2DD Motorola P2P 54600 300 meg radio link SPD3-5.2 3' Dishes RD -3 Radome 3' for Dish Shipping Shipping Labor to install radio, conduit system, power, data and Labor grounding. At Fire Department site Misc Product Product: conduit, data, surge protector and grounding Labor Labor: Set and alignment of radio system. Utilities Yard Installation (Tower) Labor to install radio, power, data, grounding and surge Labor protector. Product: Mast support system for tower, bracketing and bracing Misc Product supplies, data and grounding. Tower labor to install 1 radio head on tower 190ft above Labor ground. s link must be installed at the same time as the proposed Iii the Newport Beads Library in order to preserve this pricing Embee hopes to get a 75 meg link. This is a non line of link. Actual through may vary. The City of Newport Beach. h7re Department Public Safety Link Total -t Total Im $170.00 7 5/11/2008 Quote Number 3512 $37,027. ( J, em bee rs.:i „axo4,t Embee Technologies 16592 Millikan Avenue Irvine, CA 92606 Phone: Facsimile: 949.266.1700 949.435.1595 PREPARED FOR I City of Newport Beach PO Box 1768 Newport Beach Ca. 92658 -8915 Estimate ESTIMATE NO. 7415B DATE 2/62008 SALES PERSON WRC The acceptance of this estimate is a binding purchase contract between the undersigned and Embee Technologies, and is subject to Embee Technologies terms and conditions which appear on the back of this CLIENT SIGNATURE document. Client warrants that the signature below is that of an authorized agent. Page 1 JOB DESCRIPTION PROJECT NO. Dragonwave 100 public Liberay QTY DESCRIPTION UNIT PRICE TOTAL 1 Dragon Air Pair 100 23,969.75 23,969.757 18 Ghz standard power, 2ft dish FCC Band 1 IDU Install Kit (N America) 1,632.00 1,632.00T I FCC license of 18 Hz frequency - 10 year license 3,900.00 3,900.007 1 Shipping charges 660.00 660.00. Public Library: 24 Labor: to install Radio, conduit system, power, data and grounding. 65.00 1,560.00 1 Product: conduit, data and grounding. 1,155.00 1,155.00T 1 Labor: Setup and alignment of Radio /System 2,800.00 2,800.00 Utilities Yard installation (Tower): 24 Labor to install Radio, Power, Data and Grounding. 65.00 1,560.00 1 Product: Mast support system for tower, bracketing and bracing 1,325.00 1,325.00T supplies,data and grounding. 36 Tower Labor to install (1) radio head on tower 140 above ground. 150.00 5,400.00 -T TOTAL The acceptance of this estimate is a binding purchase contract between the undersigned and Embee Technologies, and is subject to Embee Technologies terms and conditions which appear on the back of this CLIENT SIGNATURE document. Client warrants that the signature below is that of an authorized agent. Page 1 Embee Technologies 16592 Millikan Avenue Irvine, CA 92606 Phone: Facsimile: 949.266.1700 949.435.1595 I PREPARED FOR I City of Newport Beach PO Box 1768 Newport Beach Ca. 92658 -8915 Estimate ESTIMATE NO. 74156 DATE 2/6/2008 SALES PERSON WRC The acceptance of this estimate is a binding purchase contract between the undersigned and Embee Technologies, and is subject to Embee Technologies terms and conditions which appear on the back of this CLIENT SIGNATURE document. Client warrants that the signature below is that of an authorized agent. Page 2 JOB DESCRIPTION PROJECT NO. Dmgonwave 100 public Liberay QTY DESCRIPTION UNIT PRICE TOTAL Sales Tax Rate for Orange County 7.75% 2,478.59 TOTAL a46,440.34 The acceptance of this estimate is a binding purchase contract between the undersigned and Embee Technologies, and is subject to Embee Technologies terms and conditions which appear on the back of this CLIENT SIGNATURE document. Client warrants that the signature below is that of an authorized agent. Page 2 City of Newport Beach NO. BA- 08BA -075 BUDGET AMENDMENT 2007 -08 AMOUNT: $37,177.39 EFFECT ON BUDGETARY FUND BALANCE: Increase Revenue Estimates Increase in Budgetary Fund Balance �X Increase Expenditure Appropriations AND X Decrease in Budgetary Fund Balance Transfer Budget Appropriations No effect on Budgetary Fund Balance SOURCE: from existing budget appropriations from additional estimated revenues X from unappropriated fund balance 1 /J � 'klI-, GIG; This budget amendment is requested to provide for the following: To increase expenditure appropriations from unappropriated General Fund fund balance for the WAN, Server Virtualization and Disater Recovery Implementation Plan These funds were the result of a class action lawsuit against Microsoft Corporation in Fiscal Year 2007. ACCOUNTING ENTRY: BUDGETARY FUND BALANCE Fund Account 010 3605 REVENUE ESTIMATES (3601) Fund /Division Account EXPENDITURE APPROPRIATIONS (3603) Description General Fund - Fund Balance Description Signed: Signed: Approval: Administrative Services Director Manager Amount Debit Credit $37,177.39 ' Automatic System Entry. $37,177.39 Date l� Signed: City Council Approval: City Clerk Date Description Division Number 0630 Information Technology Account Number 8030 Maintenance & Repair - Equipment Division Number Account Number Division Number Account Number Division Number Account Number Division Number Account Number Signed: Signed: Approval: Administrative Services Director Manager Amount Debit Credit $37,177.39 ' Automatic System Entry. $37,177.39 Date l� Signed: City Council Approval: City Clerk Date