CONTRACT 2999 Professional Services AgreementPROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF El SEGUNDO
AND
GARY B. BUFKIN COMPUTER CONSULTING
THIS AGREEMENT, is entered into this 16th day of April, 2002, by and between CITY OF EL
SEGUNDO, a municipal corporation ( "CITY ") and GARY V. BUFKIN COMPUTER
CONSULTING, a Sole Proprietor ( "GVBCC ").
1. CONSIDERATION.
A. As partial consideration, GVBCC agrees to perform the scope of services attached
as Exhibit "A," and incorporated herein ( "SERVICES "). The SERVICES include
developing a software program for processing permit application, code
enforcement cases, and other associated tasks ( "SOFTWARE ").
B. As additional consideration, GVBCC and CITY agree to abide by the terms and
conditions contained in this Agreement;
C. As additional consideration, CITY will pay GVBCC the compensation set forth in
the "Schedule of Compensation" attached hereto as Exhibit `B," but in no event
more than thirty -eight thousand five hundred dollars ($38,500). The
compensation will be paid at the time and manner set forth in Exhibit "B."
D. CITY will not be liable for any costs or expenses exceeding the sum paid to
GVBCC pursuant to Section 1(C) unless otherwise agreed to by the Parties and
by written amendment to this Agreement.
2„ TERM. The term of this Agreement will be from April 16th 2002 until April 16th 2004.
3. INTELLECTUAL PROPERTY RIGHTS.
A. GVBCC grants to CITY all rights, including, without limitation, copyright, title,
and possession of the source code, of the SOFTWARE pursuant to the Copyright
Act of 1976 (17 U.S.C. §101 et seq.).
B* Copyright notice will be in the name of City of El Segundo and will appear and
remain on the SOFTWARE. GVBCC will receive authorship credit in connection
with SOFTWARE.
C. Pursuant to 17 U.S.C. § 106A(3), GVBCC expressly waives any rights that
GVBCC may have under Cal. Civ. Code § 987 or 17 U.S.C. §§ 101 et seq.,
including, without limitation, 17 U.S.C. §§ 106, 106A, and 113, or any successor
statute(s) or regulation(s).
4. ALTERATION OF THE SOFTWARE.
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A. Unless otherwise provided, CITY may alter, delete, or otherwise change any part
of the SOFTWARE that CITY, in its sole discretion, deems appropriate. CITY
agrees that in the event, CITY unilaterally modifies any part of the SOFTWARE,
the warranties given by GVBCC under this Agreement will be rendered void and
GVBCC will not be liable to CITY for any consequent damages.
B. To the extent that the provisions of this Agreement differ from those stated in
California Civil Code Section 987, or 17 U.S.C. §§ 101 et seq., the provisions of
this Agreement will govern.
5. WARRANTIES. GVBCC represents and warrants that:
A. The SOFTWARE is the result of GVBCC's sole efforts unless otherwise
stipulated as a collaboration;
B. Except as otherwise disclosed in writing to CITY, the SOFTWARE is unique and
original and does not infringe upon any copyright or patent;
C. The SOFTWARE, or its duplicate, has not been accepted for sale elsewhere; and
D. All SOFTWARE installed by GVBCC will be warranted to be free from defects in
material and workmanship for a minimum period of one (1) year from the date CITY
accepts the SOFTWARE. GVBCC warrants that the SOFTWARE will perform in
accordance with and strictly comply with specifications, requirements, standards and
representations set forth in this Agreement. Should the SOFTWARE not perform as
required, GVBCC will promptly correct any such deviations. The correction of any such
deviation will be at no cost to the CITY and the work performed will be performed in a
timely and professional manner by qualified personnel.
6. LAWS AND REGULATIONS. GVBCC will be responsible for complying with any
and all applicable Federal, State, County, and Municipal laws and regulations and the conditions
of any required licenses and permits prior to entering into this Agreement. Such compliance will
be at GVBCC's sole cost and without any increase in price or time on account of such
compliance, regardless of whether compliance would require additional labor, equipment, and/or
materials not expressly provided for in the Agreement or GVBCC's proposal.
7. INDEMNIFICATION.
A. GVBCC agrees to the following:
i. Indemnification for Professional Services. GVBCC will save harmless
and indemnify and at CITY's request defend CITY from and against any
and all suits, actions, or claims, of any character whatever, including
copyright or patent infringement claims or causes of action, brought for, or
on account of, any injuries or damages sustained by any person or
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property resulting or arising from any negligent or wrongful act, error or
omission by GVBCC or any of GVBCC's officers, agents, employees, or
representatives, in the performance of this Agreement.
fl, Indemnification for other Damages. GVBCC indemnifies and holds CITY
harmless from and against any claim, action, damages, costs (including,
without limitation, attorney's fees), injuries, or liability, arising out of this
Agreement, or its performance. Should CITY be named in any suit, or
should any claim be brought against it by suit or otherwise, whether the
same be groundless or not, arising out of this Agreement, or its
performance, GVBCC will defend CITY (at CITY's request and with
counsel satisfactory to CITY) and will indemnify CITY for any judgment
rendered against it or any sums paid out in settlement or otherwise.
iii. For purposes of this section "CITY" includes CITY's officers, officials,
employees, agents, and representatives.
B. It is expressly understood and agreed that the foregoing provisions will survive
termination of this Agreement.
C. The requirements as to the types and limits of insurance coverage to be
maintained by GVBCC as required by CITY, and any approval of said insurance
by CITY, are not intended to and will not in any manner limit or qualify the
liabilities and obligations otherwise assumed by GVBCC pursuant to this
Agreement, including, without limitation, to the provisions concerning
indemnification.
8. INSURANCE.
A. Before commencing performance under this Agreement, and at all other times this
Agreement is effective, Consultant will procure and maintain the following types
of insurance with coverage limits complying, at a minimum, with the limits set
forth below:
Type of Insurance
Commercial general liability:
Professional Liability
Business automobile liability
Workers compensation
Limits (combined single)
$1,000,000
$500,000
$1,000,000
Statutory requirement.
B. Commercial general liability insurance will meet or exceed the requirements of
ISO -CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth
above will be a combined single limit per occurrence for bodily injury, personal
injury, and property damage for the policy coverage. Liability policies will be
endorsed to name City, its officials, and employees as "additional insureds" under
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said insurance coverage and to state that such insurance will be deemed "primary"
such that any other insurance that may be carried by City will be excess thereto.
Such insurance will be on an "occurrence," not a "claims made," basis and will
not be cancelable or subject to reduction except upon thirty (30) days prior
written notice to City.
C. Automobile coverage will be written on ISO Business Auto Coverage Form CA
00 0106 92, including symbol 1 (Any Auto).
D, Professional liability coverage will be on an "occurrence basis" if such coverage
is available, or on a "claims made" basis if not available. When coverage is
provided on a "claims made basis," Consultant will continue to maintain the
insurance in effect for a period of three (3) years after this Agreement expires or
is terminated ( "extended insurance "). Such extended insurance will have the same
coverage and limits as the policy that was in effect during the term of this
Agreement, and will cover Consultant for all claims made by City arising out of
any errors or omissions of Consultant, or its officers, employees or agents during
the time this Agreement was in effect.
E. Consultant will furnish to City duly authenticated Certificates of Insurance
evidencing maintenance of the insurance required under this Agreement,
endorsements as required herein, and such other evidence of insurance or copies
of policies as may be reasonably required by City from time to time. Insurance
must be placed with insurers with a current A.M. Best Company Rating
equivalent to at least a Rating of "A:VII."
F. Should Consultant, for any reason, fail to obtain and maintain the insurance
required by this Agreement, City may obtain such coverage at Consultant's
expense and deduct the cost of such insurance from payments due to Consultant
under this Agreement or terminate.
9. TERMINATION OF AGREEMENT
A. During the term of this Agreement, CITY may, in its sole discretion, terminate
this Agreement with or without cause by giving written notice to GVBCC.
Termination will become effective immediately upon the giving of notice as
provided in this section of the Agreement. The City Manager may exercise such
right of termination on behalf of CITY.
B. Except as otherwise provided, upon termination of this Agreement, CITY will be
liable to GVBCC only for all work done by GVBCC up to and including the date
of termination of this Agreement unless the termination is for cause, in which
event GVBCC need be compensated only to the extent required by law.
C. Should it become impossible for GVBCC to complete the SOFTWARE because
of illness, death, or injury, this Agreement may be terminated at CITY's sole
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discretion and, in such event, all completed work, materials, and supplies related
to the SOFTWARE will be delivered to CITY and become CITY's property. In
the event of such termination, CITY may take such action as may appear to be
appropriate in the circumstances then prevailing, including, without limitation,
commissioning another contractor to complete the SOFTWARE. CITY will pay
GVBCC for work completed up to and including the termination date.
10. NOTICES
A. GVBCC will notify CITY of changes in address. All notices given or required to
be given pursuant to this Agreement will be in writing and may be given by
personal delivery or by mail. Notice sent by mail will be addressed as follows:
To CITY:
To GVBCC:
and, when addressed in accordance with this paragraph, will be deemed given
upon deposit in the United States mail, postage prepaid. In all other instances,
notices will be deemed given at the time of actual delivery. Changes may be
made in the names or addresses of persons to whom notices are to be given by
giving notice in the manner prescribed in this paragraph.
11. AUDIT AND ACCESS TO RECORDS. GVBCC, including GVBCC's subcontractors,
will maintain records and other evidence of all expenses incurred in the performance of this
Agreement for a period of three (3) years after completion. CITY or any of its duly authorized
representatives will, for the purpose of audit and examination, have access to and be permitted to
inspect such records and other evidence of expenses and costs charged to CITY and /or incurred
for work related to SERVICES. For purposes of audit, the date of completion of the Agreement
will be the date of CITY'S payment for GVBCC's final billing (so noted on invoice) under this
Agreement.
12. INDEPENDENT CONTRACTOR. GVBCC, GVBCC's subconsultants, employees,
agents, and representatives, will act as independent contractors while performing the SERVICES
and will have control of GVBCC's work and the manner in which it is performed, except as is
otherwise provided herein. GVBCC will be free to contract for other services performed during
the term of this Agreement. GVBCC is not an agent or employee of CITY and is not entitled to
participate in any pension plan, insurance, bonus or similar benefits CITY provides for its
employees.
13. ASSIGNMENT. An essential element of this Agreement is the skill and creativity of
GVBCC. GVBCC may not, therefore, assign the creative portions of the work to a third party
for the production of the work without CITY's prior written consent. Failure to conform to this
provision may result in termination of the Agreement.
14. ENTIRE AGREEMENT. This Agreement, and its Attachments, sets forth the Parties'
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entire understanding. There are no other understandings, terms or other agreements expressed or
implied, oral or written. There are two (2) attachments to this Agreement. Except as otherwise
provided, this Agreement will bind and inure to the benefit of the Parties to this Agreement and
any subsequent successors and assigns.
15. MODIFICATION. No alteration, change or modification of the terms of the Agreement
will be valid unless made in writing and signed by both Parties hereto and approved by
appropriate action of CITY. The city manager may exercise this authority on behalf of CITY.
16. FACSIMILE SIGNATURES FOR SUBSEQUENT AGREEMENTS. The Parties
agree that agreements ancillary to this Agreement, and related documents to be entered into in
connection with this Agreement will be considered signed when the signature of a party is
delivered by facsimile transmission. Such facsimile signature will be treated in all respects as
having the same effect as an original signature.
17. TAXPAYER IDENTIFICATION NUMBER. GVBCC will provide CITY with
GVBCC's Taxpayer Identification Number.
18. STATEMENT OF EXPERIENCE. By executing this Agreement, GVBCC represents
that GVBCC has demonstrated trustworthiness and possesses the quality, fitness, and capacity to
perform the Agreement in a manner satisfactory to CITY. GVBCC represents that GVBCC's
financial resources, surety and insurance experience, service experience, completion ability,
personnel, current workload, experience in dealing with private parties, and experience in
dealing with public agencies all suggest that GVBCC is capable of performing the proposed
contract and has a demonstrated capacity to deal fairly and effectively with and to satisfy a
public agency.
19. WAIVER. A waiver by CITY of any breach of any term, covenant, or condition
contained in this Agreement will not be deemed to be a waiver of any subsequent breach of the
same or any other term, covenant, or condition contained in this Agreement whether of the same
or different character. The payment or acceptance of fees for any period after a default will not
be deemed a waiver of any right or acceptance of defective performance.
20. SEVERABILITY. If any portion of this Agreement is declared by a court of competent
jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the
extent necessary in the opinion of the court to render such portion enforceable and, as so
modified, such portion and the balance of this Agreement will continue in full force and effect.
21. TIME IS OF ESSENCE. Time is of the essence for each and every provision of this
Agreement.
22. INTERPRETATION; VENUE. This Agreement and its performance will be governed,
interpreted, construed and regulated by the laws of the State of California. Exclusive venue for
any action involving this Agreement will be in Los Angeles County.
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IN WITNESS WHEREOF the parties hereto have executed this contract the day and year
first hereinabove written.
ATTEST:
b( Secretary
Cindy Mort n,
City Clerk
APPROVED AS —01
MARK D. 11E 4 L,EY„" ,To NEY.
atl H. Berger, s ��tarpt City Attorney
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TING,
EXH.IBIT A
Scope of Services
GVBCC desi g ns and constructs each system they create with the client in mind.
GVBCC does not retain any rights to the program and does not charge maintenance
fees for the software, Referrals from your jurisdiction to other agencies will betaken
into consideration when additional features or modules are proposed on.
The software is warrantee for as long as you use it. If a bug or problem; is encountered
which is the responsibility of GVBCC, it will be fixed and maintained at no charge to the
client, If additional features or modules are required after the project is started, GVBCC
will submit a separate proposal for the modifications or enhancements.
Gary V. Bufkin Computer Consultants shall perform the following professional
services:
f"r2 e+ct Des'ori tior
To create an integrated System to the satisfaction of the City of El Segundo to perform
the following functions:
Building Permits Processing / Tracking
♦ Permit issuance of (Building, Plumbing, Electrical, Mechanical, and
Grading)
♦ Tracking of Building Permit information. (Building, Plumbing, Electrical,
etc)
Tracking of Building Permit Inspections.
♦ Creation of permit fees and calculation of permit fees for processing.
Tracking of Contractor License Information
♦ Printing of all necessary forms for the administration of the permit
Process. (permit, job card, expiration letter, certificate of occupancy, etc)
♦ Deporting for internal purposes and external purposes. (issued permits„
finaled permits, month end report required by 'council / development, fees
collected, etc)
♦ Tracking of billing and payment information of permit fees base on your
accounting structure.
♦ Integration to Microsoft Outlook for updates to Public Calendars and e-
mail„ (Inspections)
♦ Custom modification and reports based on the clients existing procedures
methods.
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Engineering Fees Tracking
♦ Permit issuance as needed.
♦ Tracking / logging of Engineering Department Projects
♦ Calculation of Engineering Fees for a project with integration into other
modules of permits system.
♦ Printing of all necessary forms for the administration of the Engineering
process.
♦ Reporting for internal purposes and external purposes.
♦ Tracking of billing and payment information of fees base on your
accounting structure.
♦ Integration to Microsoft Outlook for updates to Public Calendars and e-
mail. (Due Dates and next action or activity of review process)
♦ Custom modification and reports based on the clients existing procedures
& methods.
Plan Check Logging / Tracking
♦ Tracking of Plan Check Information and fees collected.
♦ Tracking of the Routing and Review Process.
♦ Accelerated Plan Check Processing. Hours Logging and Billing.
♦ Integration into Building Permits Module / Engineering Module
♦ Reporting for internal purposes and external purposes.
♦ Tracking of billing and payment information of Plan Check fees base on
your accounting structure.
♦ Integration to Microsoft Outlook for updates to Public Calendars and e-
mail. (Due Dates and next action or activity of review process)
♦ Custom modification and reports based on the clients existing procedures
& methods.
Code Enforcement Tracking
♦ Code Enforcement Case Tracking to include Building Abatement, Public
Nuisance, Weed Abatement, Vehicle Abatement, and Inspections
Tracking.
♦ All Necessary Letters and Notices system generated. (first, second, final
notices, notices to
♦ Reporting for internal purposes and external purposes.
♦ Integration to Microsoft Outlook for updates to Public Calendars and e-
mail. (Due Dates and next action or activity of review process)
♦ Tracking of Liens & Releases for County Assessment.
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Fire Inspection Tracking
—.
♦ Tracking of Fire inspections and the ability to produce lists of sites from
prior year, and if input is given, from business licenses issued.
♦ All Necessary Letters and Notices system generated.
♦ Integration to Microsoft Outlook for updates to Public Calendars and e-
mail. (Due Dates, Inspections and next action or activity of review
process)
♦ Reporting for internal purposes and external purposes.
Planning Projects / Applications / Permits Tracking
♦ Planning Application Processing
+ Necessary Department / Service Industry Sign Off
♦ Application Date and Response Date logging and tracking
♦ Conditions Tracking
♦ Integration into Building Permits Module/ Engineering Module
♦ Reporting for internal purposes and external purposes.
♦ Tracking of billing and payment information of Plan Check fees base on
Your accounting structure.
Cash Receipting
♦ Cash Receipting system to track fee payments, produce receipt based on
Account Numbers and specifications from the Accounting Dept.
♦ Reporting for Building Dept and for Accounting Dept for the tracking of
fees paid and receipted.
+ Integration into Building Permits Module / Engineering Module / Plan
Check Module
♦ Reporting for internal purposes and external purposes.
Historical Information Tracking
♦ Track any activity on an APN, Site Address, Owner, Applicant, Contractor
♦ Produce reports showing activity on any of the process that the system is
capturing data for.
GIS Integration.
♦ Integrate data for use with GIS system.
MOM
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The following will be applied to the entire system:
Entire System is multi -user based no license fees required.
Entire System will be designed and produced with according the needs and
specifications of the City of El Segundo.
Source Code will be given to the City of El Segundo and will be the property of
the City of El Segundo..
A printed version of the source code will be given to the City of El Segundo.
Microsoft SQL Server (Version 7 or 2000) as the Database Language.
Microsoft Visual Basic (Version 6 or better) as the Front End to the Database.
Unlimited Users Allowed, No Per User charges.(Only restriction is governed by
network resources).
♦ No Annual Maintenance Charges.
♦ Additional charges will be applied when Client wants additional features not
agreed upon in initial project. At that time only the hour's work to create the
enhancements will be charged.
♦ User and Technical Manuals documentation included, both in printed and in
online formats (help files).
♦ If existing information is available in electronic format. GVBCC will, to the best of
their ability, load in historical data into the newly created system. No guarantees
are implied as to the accuracy of past data not generated from systems other
than those created by GVBCC.
♦ All Master Tables /Data will have the ability to be maintained by the departments
who require the data. Example (Base Fees, Inspector Names, Inspection Types,
etc.)
♦ All Reports generated in every module will have the ability to export to MS Word
and Excel.
♦ External Document / File linkage to system. (Linking of Graphics, Word
Documents, Excel Spread Sheets, etc, to be Referenced and called from within
system)
♦ Integration to Microsoft Outlook for updating Calendars within Outlook for
Inspection Times and Due Date Time Lines
♦ Historical tracking of APN, Site Address, Owner, and Contractor integrated
throughout all modules.
♦ Web Access or Integration to the Web is not included in this proposal. The
system will be designed with this aspect in mind and a separate proposal will be
presented when this requirement arises.
e APN information is to be provided to GVBCC from the assessor's office.
♦ Full GIS Integration is included with this proposal.
♦ Ability to export to external devices (Palm Pilot, Laptops) is not included in this
proposal. The system will be designed with this aspect in mind and a separate
proposal will be presented when this requirement arises.
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EXHIBIT B
Fees
Bel ow is the cost for each module request includes user interviews, analysis, for Development and price
design, - . the modules, - g
doicumentation, source
code, • - -
- . Each module is designe
and can be used as a stand-alone system. Each
module is - other r . . wil
In the event of budgetary constraints, selected modules can be created this budget
period and others can be easily included in the next budget period.
VISUAL BASIC
Building Permits Processing / Tracking
$ 6,000
Engineering Fees Tracking
$ 6,000
Plan Check Logging / Tracking
$ 3,000
Code Enforcement Tracking
$ 6,000
Fire Inspection Tracking
$ 3,000
Planning Projects / Applications / Permits Tracking
GIS Integration
$ 7,500
Cash Receipting (Included with All Modules)
$ 3,500
N/C
Historical Information Tracking
Annual Maintenance Charges
N/C
Cost-for Additional Users
N/C
__ Docurnntafion
"ect
N/C
N/C
Pro Total
35 X0.0
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Once the software has been installed GVBCC will submit billing for %2 (one half)
of the contract price, with the remainder to be paid upon final review,
modification and bug fixes.
The software. is warrantee for as long as the City of El Segundo uses it. If a bug
or problem is encountered which is the responsibility of GVBCC, it will be fixed
and maintained at no charge to the City of El Segundo.
GVBCC does not retain any rights to the program and does not charge
maintenance fees for the software.
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