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HomeMy WebLinkAboutItem 11c - Information Technology Support Services DATE: September 17, 2019 TO: Honorable Mayor and City Council FROM: Hue Quach, Administrative Services Director By: Wilson Luo, Information Technology Manager SUBJECT: PROFESSIONAL SERVICES AGREEMENT WITH SCIENTIA CONSULTING GROUP, INC. TO PROVIDE INFORMATION TECHNOLOGY SUPPORT SERVICES Recommendation: Approve SUMMARY The current contract with the City’s Information Technology Support Services (“ITSS”) consulting firm, Scientia Consulting Group, expires on September 30, 2019. To ensure the City is receiving appropriate ITSS at the best value, the City published a formal Request for Proposals (“RFP”) and evaluated the responses from a number of Information Technology service providers. Scientia Consulting Group received the highest total score and is recommended for award of a five (5) year agreement with an option to renew for two (2) additional years for continuity and uninterrupted services. This recommendation was formed as a result of proposed cost, expertise, in-depth knowledge of the City’s existing network and system, ability to provide a wide range of products and solutions, overall value added services, and positive feedback from the City’s user community. It is recommended that the City Council approve, and authorize and direct the City Manager to execute a Professional Services Agreement with Scientia Consulting Group, Inc. for Information Technology Support Services for five years, in the amount of $380,400 in the first year and an annual 2.5% increases in subsequent years. DISCUSSION Between 2015 and 2017, the City contracted ITSS from two different firms, both of which failed to provide an adequate level of support, which resulted in operational deficiencies and exposed information security vulnerabilities. Moreover, the City’s IT systems fell behind the generally accepted standards expected in both the private and public sectors. As a result, in September 2017, Scientia Consulting Group was awarded an interim, one- Professional Services Agreement with Scientia Consulting Group Inc. for IT Management Services September 17, 2019 Page 2 of 5 year ITSS contract to replace the existing underperforming contractor and provide continuity of support to the City’s IT systems. Based on exceptional performance, this interim contract was extended an additional year in September of 2018. On July 29, 2019, an RFP was published and directly sent to 10 IT service providers, soliciting bids for a new five (5) year ITSS contract. The City received proposals from the following four (4) firms: Calance, Buena Park, CA IntelesysOne, Ontario, CA Knight Communication, Claremont, CA Scientia Consulting Group, Anaheim, CA An assessment of the proposals was conducted by the Director of Administrative Services and the Information Technology Manager. There were five criteria that were utilized in selecting the best ITSS offered: 1) Thoroughness and understanding of scope of work; 2) Related experience of the firm and their staff; 3) References; 4) Quality of proposal; and 5) Cost. Each criterion was scored using a point system established below with each offer having the potential of scoring a maximum of 100 points from each rater. 1. Thoroughness and understanding of scope of work 30 points 2. Related experience of firm 20 points 3. References 10 points 4. Quality of proposal 10 points 5. Cost 30 points Total: 100 points Using the full criteria noted, the evaluation process resulted in the following overall score summary as noted in the table below. Company Average Total (100 Pts Possible) Calance 47.5 IntelesysOne 47.5 Knight Communications 81.0 Scientia Consulting Group 91.5 Notable details of the grading are described in the following narratives. While cost is not the only factor when grading and selecting the recommended firm, the following pricing is included in this report for City Council review. The range of proposed pricing for Year 1 ranges from a low of $319,128 to a high of $418,584. Professional Services Agreement with Scientia Consulting Group Inc. for IT Management Services September 17, 2019 Page 3 of 5 Company Year1 Year2 Year3 Year4 Year5 Total Calance* $319,128 $319,128 $319,128 $335,088 $335,088 $1,627,560 Knight Communications# $360,000 $370,800 $381,924 $393,382 $405,183 $1,911,289 Scientia Consulting Group $380,400 $389,916 $399,660 $409,644 $419,892 $1,999,512 IntelesysOne* $418,584 $418,584 $418,584 $418,584 $418,584 $2,092,920 # Proposal stated yearly increase based on CPI. Years 2 to 5 assumed annual CPI of 3.0%. * Amount includes base pricing only. Based on service level needs, there are expected additional billings based on their proposals that are not incorporated. Calance submitted the lowest priced response, but the proposal includes numerous service limitations and references to additional fees. The firm lacks municipal support experience, a requirement specified in the RFP, and no experience supporting Public Safety mission critical applications such as the Police Department’s Computer Aided Dispatch (“CAD”), Records Management System (“RMS”), or FBI regulatory compliance. Their proposed staffing option 1 includes three on-site staff that will support only simple daily desktop support issues; advanced support tasks such as server, virtualization, network, storage, and backup administration are limited to 100 hours of service then billed at $135 or more per hour. The proposal specifically excludes support of Commercial off- the-shelf (“COTS”) and Modifiable off-the-shelf (“MOTS”) products, which comprise most of the City’s applications. There is no mention of off-hour support and cost. During an interview, Calance disclosed a partial change to personnel identified in proposal to less qualified candidate(s). Their proposed staffing option 2 includes only two on-site staff with off-site support up to 500 tickets monthly, with extra tickets incurring extra costs. Although advanced support consulting hours under this option increase from 100 to 320, the service still excludes COTS and MOTS support. Although Calance has established footing in the private sector, they possess no apparent experience supporting Municipal Government/Public Safety organizations. In addition, the firm’s proposal does not meet many of the City’s RFP requirements. After hours and project support are limited and costs will drastically increase once consultation hours are drained. IntelesysOne submitted the highest priced response, the initial year highest by more than $38,000 annually. This proposal covers only normal business hours, with afterhours being billed at 1.5x the hourly rate; network support limited to 8 hours monthly then billed hourly; the proposal did not include required public sector references or the required financial Professional Services Agreement with Scientia Consulting Group Inc. for IT Management Services September 17, 2019 Page 4 of 5 statement. In summary, IntelesysOne is very expensive, afterhours support is not included in the proposed monthly pricing, and inclusion of advanced system/network support is limited, all of which will most likely result in budget overruns. Knight Communication (“Knight”) submitted a mid-priced proposal and was the City’s IT service contractor until three years ago. As noted in the table above, Knight’s proposal increases based on the annual Consumer Price Index increase in the Los Angeles area. This can result in the annual prices varying, positively or negatively, from what is shown above. Knight was with the City for over 10 years. The City did not renew Knight in 2016 due to performance and delivery problems. While Knight generally possessed the knowledge and skills necessary to provide the services requested, their staffing was limited, so the City had to deal with project delays and staffing absences regularly. In addition, a number of issues were discovered during the transition to the new IT firm in 2016. Primarily, the new IT Consultant found concerns for the unconventional ways in which Knight managed the City’s network and infrastructure, many of which left the City vulnerable to cyber-attacks. Additionally, there were no documentation (IT schematics) to provide to the new IT Consultant to simplify the transition. Scientia Consulting Group submitted a mid-priced proposal and has a well-regarded performance record as the incumbent service provider for the past 2 years. They have in- depth public sector and institutional knowledge of the City’s environment and extensive experience supporting mission critical applications such as the PD’s CAD, RMS, and FBI regulatory compliance. Scientia Consulting Group includes 24x7x365 support within their normal operations and maintenance and has proven extremely responsive for afterhours calls, consistently responding within minutes. Moreover, they have provided guidance and services on many IT projects at no additional cost to the City and feedback from the City staff has been generally positive. All companies generally have the credentials to provide services of managing network infrastructure and the day-to-day Help Desk activities. The methods of providing an appropriate level of service varied with each company, down to the number of onsite staffing and their respective remote support systems. Scientia Consulting Group, Inc. seems to best meet Arcadia’s needs while optimizing the City’s technology investments. The City maintains a complex network, robust virtualization platform, and numerous databases that require complex programming and design capabilities. By partnering with a full-service company like Scientia Consulting Group, Inc., the City will have access to multiple areas of expertise that can provide contractual cost savings. Further, the proposed agreement includes a contracted availability of an IT Manager and two (2) dedicated technicians during normal operating hours in addition to the 24x7x365 support of Service Desk and Network Operations Center. For these reasons, Scientia Consulting Group, Inc. received the highest score in the analysis and it is recommended that the City Council approve, and authorize and direct the City Manager to execute a Professional Professional Services Agreement with Scientia Consulting Group Inc. for IT Management Services September 17, 2019 Page 5 of 5 Services Agreement with Scientia Consulting Group, Inc. for Information Technology Support Services. ENVIRONMENTAL ANALYSIS The proposed action does not constitute a project under the California Environmental Quality Act (“CEQA”), and it is deemed to have no impact on the environment. Thus, this matter is exempt under CEQA. FISCAL IMPACT A budget for the first year’s IT Consultant service has been appropriated in the FY 2019- 20 Adopted Budget. Subsequent year’s costs have been projected and will be proposed for adoption in their respective years. The five year cost of the Professional Services Agreement with Scientia Consulting Group, Inc. is $1,999,512. RECOMMENDATION It is recommended that the City Council approve, and authorize and direct the City Manager to execute a Professional Services Agreement with Scientia Consulting Group, Inc. for Information Technology Support Services for five years, with an option to renew for two (2) additional years, in the amount of $380,400 in the first year and an annual 2.5% increases in the subsequent four years. Attachment: Proposed Professional Services Agreement Revised 04/13 1 PROFESSIONAL SERVICES AGREEMENT WITH SCIENTIA CONSULTING GROUP, INC. FOR INFORMATION TECHNOLOGY SUPPORT SERVICES 1. PARTIES AND DATE. This Agreement is made and entered into this _______ day of _____________, 2019 by and between the City of Arcadia, a charter city organized under the Constitution and laws of the State of California with its principal place of business at 240 West Huntington Drive, Arcadia, California 91066-6021 ("City") and Scientia Consulting Group, Inc., a California Corporation, with its principal place of business at 4368 East La Palma Avenue, Anaheim, California, 92807 ("Consultant"). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.” 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing Information Technology Support Services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services for the Information Technology Support Services project (“Project”) as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, services, and incidental and customary work necessary to fully and adequately supply the professional Information Technology Support consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from October 1, 2019 to September 30, 2024, with an option to renew for two (2) additional years, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. Revised 04/13 2 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the prior written approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon prior written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. For Services rendered, Consultant shall provide on-site staffing equivalent to one (1) IT Manager and two (2) Technicians during the City operating hours, equivalent to total annual 5,760 service hour on three (3) full-time contracted staff . 3.2.5 City’s Representative. The City hereby designates Hue Quach, Administrative Services Director and Wilson Luo, Information Technology Manager, or their designee, to act as its representative for the performance of this Agreement (“City’s Revised 04/13 3 Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City’s Representative or his or her designee. 3.2.6 Consultant’s Representative. Consultant hereby designates Phil Danie, Chief Executive Officer, or his or her designee, to act as its representative for the performance of this Agreement (“Consultant’s Representative”). Consultant’s Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub- consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, and employees free and harmless, pursuant to the indemnification provisions of Revised 04/13 4 this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.9.1 Immigration Reform and Control Act. Consultant acknowledges that Consultant, and all subcontractors hired by Consultant to perform services under this Agreement, are aware of and understand the Immigration Reform and Control Act ("IRCA"). Consultant is and shall remain in compliance with the IRCA and shall ensure that any subcontractors hired by Consultant to perform services under this Agreement are in compliance with the IRCA. In addition, Consultant agrees to indemnify, defend and hold harmless the City, its directors, officials, officers and employees, from any liability, damages or causes of action arising out of or relating to any claims that Consultant's employees, or the employees of any subcontractor hired by Consultant, are not authorized to work in the United States for Consultant or its subcontractor and/or any other claims based upon alleged IRCA violations committed by Consultant or Consultant's subcontractor(s). 3.2.10 Insurance. 3.2.10.1 Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section; provided, however, that in lieu thereof, the Consultant may provide evidence to the City that all subcontractors are additional insureds under the Consultant’s policies of insurance. 3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees, subcontractors and volunteers. Consultant shall also name and obtain insurer’s consent to naming City, its directors, officials, officers, and employees as an additional insured with proof of certificate of insurance that they are an additional insured. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be when commercially available (occurrence based) at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage for premises and operations, contractual liability, personal injury, bodily injury, independent contractors, broadform property damage, explosion, collapse, and underground, products and completed operations; (2) Automobile Liability: Insurance Services Office Business Auto coverage for any auto owned, leased, hired, and borrowed by Consultant or for which Consultant is responsible; and (3) Workers’ Compensation and Revised 04/13 5 Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. The City, its directors, officials, officers, and employees shall be listed as additional insured. Any deductibles or self-insured retentions must be declared to and approved by City and conform to the requirements provided in Section 3.2.10.6 herein. (B) Minimum Limits of Insurance Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage, with an aggregate limit $1,000,000. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease. 3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of three (3) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. 3.2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, and employees shall be covered as additional insured with respect to liability arising out of Services operations and for completed operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, and employees, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way. (B) Automobile Liability. The automobile liability policy shall be endorsed to state that: (1) the City, its directors, officials, officers, and employees shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, and Revised 04/13 6 employees, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its directors, officials, officers, and employees shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way. (C) Workers’ Compensation and Employers Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, and employees for losses paid under the terms of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested of cancellation, of intended non-renewal or endorsement reduction in limit or scope of coverage; provided, however, that in the event of cancellation due solely to non- payment of premium, ten (10) days notice of cancellation for non-payment of premium may instead be given to the City.; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, and employees. 3.2.10.5 Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, and employees. 3.2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, and employees; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.10.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VII, admitted or approved to do business in California, and satisfactory to the City. 3.2.10.8 Verification of Coverage. Consultant shall furnish City with complete and accurate copies of current certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. Copies of all certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. Revised 04/13 7 3.2.10.9 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.2.10.10 Material Breach. Lack of insurance does not negate Consultant’s obligations under this Agreement. Maintenance of proper insurance coverage is a material element of this Agreement and failure to maintain or renew coverage or to provide evidence of renewal may be treated by the City as a material breach of the Agreement. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including reimbursements, with the City’s prior written authorization, for all Services rendered under this Agreement are set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Three Hundred Eighty Thousand Four Hundred Dollars ($380,400) for first year and two and half percent (2.5%) annual increases in subsequent years. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within forty-five (45) days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless prior written authorization is obtained from the City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without prior written authorization from City's Representative. Revised 04/13 8 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. 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 under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. A termination without cause by City shall not act as or be deemed a waiver of any potential known or unknown City claims associated with Consultant’s performance prior to the date of termination. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Revised 04/13 9 Consultant: Scientia Consulting Group, Inc. 4368 East La Palma Avenue Anaheim, CA 92807 Attn: Phil Danie, Chief Executive Officer City: City of Arcadia 240 West Huntington drive Arcadia, CA 91007 Attn: Hue Quach, Administrative Services Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. 3.5.3.2 Confidentiality. Except as otherwise required by California law, all ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally Revised 04/13 10 known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Indemnification. 3.5.5.1 To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, and employees free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorney’s fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant’s Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant shall defend with Legal Counsel of City’s choosing, at Consultant’s own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, and employees. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, and employees, in any such suit, action or other legal proceeding arising from Consultant’s performance of the Services, the Project or this Agreement; except to the extent that liability is caused by the active negligence or willful misconduct by the City or its directors, officials, officers, and employees. Consultant shall reimburse City and its directors, officials, officers, and employees, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials, officers, and employees, and shall take effect immediately upon execution of this Agreement. 3.5.5.2 The duty to defend and to hold harmless, as set forth above, shall include the duty to defend as established by Section 2778 of the California Civil Code, and the duty to defend shall arise upon the making of any claim or demand against the City, its respective officials, officers, agents, employees and representatives, notwithstanding that no adjudication of the underlying facts has occurred, and whether or not Consultant has been named in the claim or lawsuit. Revised 04/13 11 3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties. 3.5.7 Attorney’s Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorneys’ fees and all other costs of such action. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, and employees except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, Revised 04/13 12 benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 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, sexual orientation or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. Revised 04/13 13 3.5.23 Exhibits and Recitals. All Exhibits and Recitals contained herein are hereby incorporated into this Agreement by this reference. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. In witness whereof the Parties have executed this Professional Services Agreement on the date set forth below. CITY OF ARCADIA SCIENTIA CONSULTING GROUP, INC. By By ____________________________ Dominic Lazzaretto Phil Danie City Manager Chief Executive Officer Date: ______________________ Date: __________________________ ATTEST: By ____________________________ Signature ___________________________ _______________________________ City Clerk Print Name and Title Date: __________________________ APPROVED AS TO FORM: CONCUR: ___________________________ Stephen P. Deitsch City Attorney _______________________________ Hue Quach Administrative Services Director Exhibit "A" SCOPE OF SERVICES 1.WORK DEFINITION Consultants’ duties shall include, but are not limited to, planning, designing, developing, implementing, ‘ and performing a variety of project tasks to maintain the ongoing trouble-free operation of networking and MIS services on the City’s network; assisting or collaborating in technical studies that relate to the City’s information technology development; serving as a technical advisor for City projects that involve information technology operations; participating in the City’s information technology strategic planning process; and performing related duties as required. 2.MANAGEMENT INFORMATION SYSTEMS FUNCTIONS The Information Technology Management Services Division provides support for 10 City departments, covering many divisions: Administrative Services, City Manager, City Clerk, City Attorney, Development Services & Economic Development, Fire, Library & Museum Services, Police, Public Works Services and Recreation & Community Services. There are approximately 10 off-site locations with networked and DSL connected equipment: Three (3) Fire Stations, Library, Museum, Education Center, Public Works Services, Recreation & Community Services, Wilderness Park, and Dana Gym. 3.ESSENTIAL DUTIES Consultant will provide technically qualified professional(s) that will assist with maintenance of the City’s Management of the Information Technology Service needs. Vendor will assist with required MIS tasks pertaining to all the City departments. Typical tasks include, but are not limited to: •Installation and management of the entire network infrastructure (LAN and WAN), including all servers, switches, hubs, routers, modems, cabling, firewalls, e-mail system and data circuits. This includes network design, performance monitoring, analysis, tuning, troubleshooting, equipment configuration, testing, installation, de-installation, moves and changes. •Protect the City’s information from internal and external threats which include managing, and monitoring access to the City’s information technology environment, system level accounts, groups, usernames and passwords, application level access and the level of access, and hardware (where applicable) and software protection systems. Identify security risks, and recommend procedures to minimize or eliminate them, including user training and awareness of security issues. A-1 •Shall provide up-to-date information on all network and server Add/Remove/Changes and all network configurations, log- ons and passwords to City representative. •Support City’s emergency recovery plan. •Manage the City’s wireless infrastructure. •Provide remote system monitoring in accordance with City policies and procedures. •Provide for after-hours calls with a response time within 2 hours of the time requested for emergencies. The City would prefer to have a response time within 1 hour when such calls come from the Police Department. •Assist with computer and printer hardware diagnostics support. •Assist with the necessary application software (both in-house developed software and purchased software) support. •Assist with installation/upgrade of necessary systems and application software at the workstations and servers including automated patch management for networked and standalone devices. •Provide database management support. •Assist with day-to-day MIS operations and functions such as computer support, backups, report distribution, etc. •Assist with evaluation and recommendations in regards to software and hardware purchases. Compile hardware and software upgrade schedules. Work with the City’s representative to recommend a budget for the purchase of equipment, supplies, and other products or services as needed and purchase of such equipment, supplies and products or services. •Assist with maintaining and verifying hardware/software inventory of the City’s computer systems. •Maintain all licensing agreements. •Assist with the evaluation and development of long-range information systems planning to meet the needs of the City. •Assist the City in selecting appropriate technology solution(s) and vendor(s) based on current market technologies and industry standards. •Assist with coordination with any third party vendor(s) with issues that pertain to Information systems/technology issues. •Work with the City’s representative to review information systems guidelines, policies and procedures. •Recommend, implement, and support E-GOV applications. •Develop, implement, manage and assist with a Helpdesk Management System to address the customer service needs of City staff. •Maintain the City’s network security and integrity. •Manage and maintain the Active Directory Management for four (4) separate domains. •Manage group policy setup/configurations, user profiles, maintain/monitor staff internet activity; grant/deny access, anti-virus system wide including investigation of virus activity & outbreaks A-2 •Manage and maintain the City’s website, Intranet site creations and daily updates, provide a system for HelpDesk support and tracking of requests. •Develop and manage computer equipment inventory lists and asset tracking including hardware replacement cycle. Manage and oversee transfer of all computer related equipment and hardware to surplus. •Install workstations, install required software, connect the computers and set up access to Network and applications. Install, repair or make arrangements for the repair of all City printers and other peripherals support. •Manage and maintain e-mail SPAM filter. •Manage the storage management software. •Create system images of hard drives for future issues and updates. •Assist all users with any hardware/software necessary. •Manage, install and maintain older systems with newer versions of hardware/software as needed. •24X7 support for all critical systems including Police and Fire Departments. •Manage and maintain all information technology issues for staff and public PC’s including the Museum, Senior Center, City Hall, Police, Fire, Recreation and Public Works Services. •Maintain and trouble shoot connections with the Los Angeles Sheriff’s Department data network and California Dept. of Justice in accordance with their requirements. •Maintain and manage VMWare software (virtual servers). •Management of offsite storage tracking and maintain back ups for all data at all city facilities. •Cable installation and relocation including troubleshooting cable and jack issues throughout the City including minor telephone issues. •Manage and maintain remote access support (VPN, OWA) for vendors and City staff. •Assist staff with system set ups for meetings and training sessions including the use of any software. Create tutorials for users on how to do requested tasks. •Develop and prepare Adhoc reports, Crystal reports programming for Cititech, custom reports for various departments. •Assistance with cellphone/smart phone troubleshooting. •Manage all applications such as PSNET, Laserfiche, HDL, Fire RMS, MS Office, etc. including SQL databases; database Administration, project management. •Coordinate and perform essential purchasing duties in accordance with established rules and regulations as it relates to information technology services. Prepare and submit information technology budget. Consultant will be involved in the planning, design, development, and implementation of IT projects at the City. Following the City's onboarding of a City-employed IT Manager, Consultant has worked cooperatively with the Manager, collaborating on daily, short term, and long-term projects and planning. A-3 •Establishes consistent system patching process. •Establishes consistent data backup schedule and verified restore capabilities. •Establishes a network DMZ to segment public-facing data/services from internal resources. •Improve network communication reliability. •Improve server system reliability. •Remove significant number of unnecessary firewall exceptions. •Decommission unsupported operating systems and legacy equipment. Ongoing projects to improve system performance include, but are not limited to: • Enhancements of the information security posture. • Modernization and tuning of network infrastructure and equipment. • Modernization and tuning of desktop, server, and storage computing systems. • Enhancements of disaster recovery and continuity of operations capabilities. • Improve the resiliency of mission-critical data communications. •Exploring opportunities for cost savings through cloud/hosted solutions. A-4 Exhibit "B" SCHEDULE OF SERVICES The Term of this Agreement shall be from October 1, 2019 to September 30, 2024, for the period of five (5) years, with an option to renew for two (2) additional years, unless earlier terminated. B-1 Exhibit "C" COMPENSATION For the term of this Agreement, the Compensation shall be as follows: Costs: Consultant typically incorporates an Engagement and Transition (E&T) fee as a one-time assessment in addition to the Monthly Ongoing Commitment Rate. The E&T fee enables Consultant to apply additional key resources for the first month of a new client engagement contract to increase the success of the "hand-off" process from an existing IT solution provider to Consultant. As the City of Arcadia is an existing client, this E&T fee is waived. Proposed staffing is three full-time contract personnel, supplemented as needed for mutually agreed upon separate projects based on rates specified below in section 1. Hourly Rate. Monthly Ongoing Commitment Rate (Year 1): $31,700 Proposed staffing for all years: Level Staff Quantity Annual Hours* Monthly Hours~ 2 2 3,840 320 Manager 1 1,920 160 Total 3 5,760 480 1,920 hrs./yr. accounts for 2,080 annual hours less 10 typically observed holidays at governmental organizations and SCG-provided paid time off (PTO) for on-site personnel. ~ Approximations based on monthly averages including holidays and PTO. Monthly Ongoing Commitment Rate - Initial Contract Periods Year 1 (2019) Year 2 (2020) Year 3 (2021) Year 4 (2022) Year 5 (2023) $31,700 $32,493 $33,305 $34,137 $34,991 Annual adjustments incorporate a 2.5% increase; The cost of the five-year contract would total $1,999,512. Monthly Ongoing Commitment Rate – 2 Optional Extension Years Year 6 (2024) Year 7 (2025) $35,866 $36,762 Annual adjustments incorporate a 2.5% increase C-1 1.Hourly Rate: In the event additional resources are requested or required for mutually agreed upon special projects, the following hourly rates will be applied. Annual adjustments will incorporate a 2.5% increase. Technician (Level 1) $63.00 Technician (Level 2) $71.00 Project Manager $98.50 System Engineer $115.30 Software Developer $115.30 SQL DBA $115.30 Network Engineer $123.00 2.Hours/Days when Normal Service is Available: Normal service is available Monday through Thursday, 7:30 am to 5:30 pm and alternating 8:30 to 5:30 pm / closed on Fridays. We will provide services as required by the RFP, additional days for special projects or meetings, to be agreed upon by both parties. We also understand the need for emergency service 24 hours a day, 7 days a week, and there is no additional rate for such services. The same hourly rates applied to any time of day, or day of the week, including holidays and declared emergencies. SCG is prepared to meet the 1-hour response time for emergency calls outside of normal hours. 3.Travel/Trip Charges (if any): None 4.ARC/RRC Aside from specifically identified special projects outside of the core contract agreement, SCG typically does not engage in additional resources consumed pricing (ARC) and credits for reductions in services (RRC). If resource requirements consistently deviate from the RFP-identified averages for support, with significant variance requiring additional resources, SCG will coordinate variable billing adjustments with the City in accordance with mutually agreed-upon parameters. 5.Rate(s) for After Hours Work: The same hourly rates apply to any time of day, or day of the week, including holidays and declared emergencies. 6.Rate(s) on Weekends and Holidays: Same as above. 7.Any alternate pricing structures (such as a block of hours): Hours may be invoiced in a block for mutually agreed-upon projects. 8.A monthly payment schedule anticipated which to include the agreed-upon Scope of Work hours and if applicable, any additional agreed-upon hourly contract work for that period - the rates above fixed for five (5) years. C-2