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HomeMy WebLinkAboutReso 1981-10620 RESOLUTION NO. 10620 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CHULA VISTA APPROVING AGREEMENT BETWEEN THE CITY OF CHULA VISTA AND THE CITY OF CORONADO FOR THE PROVISION OF DATA PROCESSING SERVICES AND AUTHORIZING THE MAYOR TO EXECUTE SAID AGREEMENT The City Council of the Ci ty of Chula Vista does hereby resolVe as follows: NOW, THEREFORE, BE IT RESOLVED by the Ci ty Council of the City of Chula Vista that that certain agreanent between THE CITY OF CHULA VISTA, a municipal corporation, and THE CITY OF CORONADO, for the provision of data processing services dated the 8th day of September , 1981 , a copy of which is attached hereto and incorporated herein, the same as though fully set forth herein be, and the same is herety approved. BE IT FURTHER RESOLVED that the Mayor of the City of Chula Vista be, and he is hereby authorized and directed to execute said agreanent for and on behalf of the City of Chula Vista. Presented by Approved as to form by ~~^ Director of George. Lindberg, City Attorney Program Evaluation ames R. Thomson, olicy Analysis & ADOPTED AND APPROVED by the CITY COUNCIL of the CITY OF CHULA VISTA, CALIFORNIA, this 8th day of September 19H-L-, by the following vote, to-wit: AYES: Councilmen Gillow, Cox, McCandliss, Scott, Hyde NAYES: Councilmen None ABSENT: Councilmen None ~ ~gt A' Mayor ATTE "''''''__ ...('~~ Cit Cl rk tJ STATE m' CALIFORNIA) COUNTY OF SAN DIEGO) ss. CITY OF CHULA VISTA) I, , City Clerk of the City of Chula Vista, California, DO HEREBY CERTIFY that the above is a full, true and correct copy of Resolution No. and that the same has not been amended or repealed. DATED-- City Clerk Form No. 342 Rev. 7/81 DATA PROCESSING SERVICES AGREEMENT THIS AGREEMENT, made and entered into as of the 8th day of September , 19~, by and between THE CITY OF CHULA VISTA, a municipal corporation, herein referred to as IISupplier", and THE CITY OF CORONADO, a municipal corporation, herein referred to as IlCustornerll ; ----------- WIT N E SSE T H : A. This agreement involves a unique arrangement among and between municipalities. B. Customer desires to computer process various and sundry financial and other transactions and receive certain accounting and other reports. C. Supplier possesses the necessary facilities, programs, equipment and personnel to perform the desired work. D. Supplier is able to mesh and coordinate requisite services with Customer needs in an atmosphere of mutual cooperation without unduly jeopardizing rights nor increasing liabilities for either party. E. Supplier is willing to provide said computer processing services on the terms and conditions delineated herein. NOW, THEREFORE, in consideration of the mutual promises and obligations below set forth, the parties agree as follows: 1. CUSTOMER WILL: a. Designate one person who shall have the duty of acting as liaison between Supplier personnel and Customer personnel to assure the expeditious execution of the work called for. This person shall be empowered to request modifications or alterations of the services performed by issuing project change orders, and shall also be the primary person to whom any communications relating to this agreement or any project change order or the performance thereunder may be directed. Initially, this person will be Ray Silver, City Manager. b. Deliver all relevant input data to be used in the computers of Supplier in processing of Customer's records, to the Data Processing Control Desk of Supplier. c. Pick up all relevant output at the Data Processing Control Desk. d. Perform all manual processing required by the system. 2. SUPPLIER WILL: a. Cooperate with and assist Customer in a reasonable way to install systems so that they perform to Customer and Supplier's satisfaction. b. Computer process data for Customer according to mutually established specifications. 1f-/Db;U) -1- c. Make all reasonable efforts to comply with production schedule requirements. Finished reports will normally be available two (2) working days from receipt of necessary source material. If data entry and processing call for more than eight (8) hours, the production schedule will be adjusted by mutual agreement. d. Exercise due care in the handling and processing of all input data supplied by Customer in order that it be preserved. If vandal-proof or fireproof data storage is required by Customer, Customer will provide appropriate containers. e. same manner OWn system. Create computer back-up files for Customer in the and to the same extent that Supplier creates for its f. Furnish system and programming personnel to assist Customer with developing automated computer system. 3. EFFECTIVE DATE AND TERMINATION The term of this contract shall commence on September 1, 1981, and shall continue until terminated as herein provided. This contract may be terminated by either party, without cause, by giving written notice to the other party at least sixty (60) days in advance thereof and specifying the termination date. Termination will conform to the stipulations within this contract. Customer shall pay charges for work performed up to the stated effective date designated in the notice, as set forth below. 4. SERVICE CHARGES Actual charges during the first year of operation will be based upon an hourly rate of ten dollars ($10.00) per hour for keying of data, and ninety-nine dollars ($99.00) per computer usage unit for batch computer processing. "Computer usage unit" for the purpose of this agreement shall mean that figure listed on Burrough's Software Program LGAD03, identified with the name "Program Execution Report". Units corresponding to the assigned charge number in the column "Total time monthly" will be the Computer Usage Unit for a particular charge. A separate rate of charge will be developed for on-line processing when that service is needed. Programming and system services will be charged at the rate of eighteen thousand dollars ($18,000) for 916 hours of programmer time. If on June 30, 1982, all 916 hours have not been used, a new balance will be calculated by multiplying the remaining unused hours by $24, then dividing that amount by a new hourly rate. Billings for the service will be at eighteen hundred dollars ($1800) per month from September, 1981 through June, 1982. Additional programming and system service will be charged at the rate of twenty-four dollars ($24.00) per hour for programmer's time and thirty dollars ($30) per hour for Senior Systems Analyst time, billable monthly. Customer agrees to pay Supplier between the fifteenth (15th) day and the end of each month for the previous months service, a sum of money for services computed according to the Rates of Charge. If -/0620 -2- The Rates of Charge may be recalculated by Supplier, at intervals of no less than one year, to adjust for changing conditions. A copy of such revision shall be served on the City Manager of Customer at least sixty (60) days prior to the effective date of institution. By mutual agreement of the parties, however, the Rates of Charge may be adjusted at any interval with any effective date. It is the intention of the parties to this agreement that revisions may be made admini- stratively by the City Managers of the respective parties without the necessity of City Council approval. 5. TAX PAYMENTS There shall be added to all charges under this agreement amounts equal to any applicable taxes, however designated or levied or based on such charges or on this agreement, including state and local privilege, excise or sales taxes. 6. EMPLOYMENT OF PERSONNEL Supplier shall provide experienced and qualified personnel to carry out the work to be performed by him under this contract and shall be responsible for, and in full control of, the work of such personnel. 7. PRODUCTION SCHEDULES Production schedules for the abovementioned data processing services may be revised from time to time by mutual agreement of the parties in writing, submitted at least ten (10) days prior to implementation to the respective representatives designated in Section 17. Customer will alter relevant manual schedule to meet Suppliers' computer schedule requirements. 8. RELATIONSHIP BETWEEN PARTIES: WORK STANDARDS Customer is interested only in the results achieved by Supplier, and Supplier shall be in control of the means by which he achieves that result. Supplier will adhere to professional standards and will perform all services required under this agreement in a manner consistent with generally accepted procedures for data processing and allied services. Supplier shall reprocess at his expense all work necessary to correct errors directly caused by malfunction of Supplier's machines or mistakes of Supplier's personnel. Supplier will strive for maximum accuracy in the results obtained from his services, and will normally key verify and manually cheCk control figures provided by Customer. If either of these is not provided, however, by reasons of Customer, Customer shall accept the results furnished by Supplier as complete and satisfactory performance. 9. REVIEW OF WORK Customer shall review all production reports and data submitted by Supplier within twenty (20) working days following delivery and notify Supplier in writing of any discrepancies or deficiencies contained in such material. All programming and system work is to be reviewed within five (5) working days following delivery. All services furnished hereunder are deemed acceptable to Customer unless proper notice and proof of claim are made. If - jOb;Lu -3- Before programming tasks begin, the related system design including all screens, reports and file layouts will be approved in writing by the Customer liaison. There will be monthly meetings between the Customer liaison and the Supplier's Data Processing Manager or his designated representative to evaluate progress and to agree upon target goals for the next month. An accounting of programming hours spent during the prior month would be made at that time. 10. CORRECTION OF ERRORS Supplier shall have the right to reprocess Customer materials to correct any material errors for which he may be responsible in full satisfaction of all Customer's claims, and/or Supplier discovered discrepancies. In the latter instance, Customer will be given reasonable opportunity to correct said discrepancies before continuance of processing. Any corresponding delay by Customer in responding may result in significant lengthening of production schedules. 11. SPECIAL SUPPLIES In the event Customer and/or unique forms, including forms at no cost to Supplier. the purchase and selection of adequate inventory of forms. desires the use of preprinted checks, Customer will provide said Customer will be responsible for compatible forms, and maintaining an 12. PROPRIETARY RIGHTS All programs, documentation and report formats provided by Supplier are the sole property of Supplier. Upon termination or completion of the contract, Customer is entitled only to available copies of master files on magnetic tape excluding object programs, source programs and program listings. All programs, documentation and report formats provided by Customer are the property of Customer. 13. LIABILITY OF SUPPLIER Supplier shall be liable for loss, destruction or damage of Customer supplied materials due to negligence of Supplier. Sup- plier shall restore the lost, destroyed, or damaged materials, pro- vided such restoration can be reasonably performed by Supplier and Customer furnishes Supplier with all source data necessary for such restoration. Supplier shall not be liable for failure to provide, or delays in providing, services herein, if due to any cause beyond Supplier's reasonable control. Customer shall indemnify and hold Supplier harmless from all claims and demands of any description arising out of the per- formance of this agreement resulting in money damages and brought by or for the benefit of an employee or resdient of Customer. Supplier's liability to Customer for any default in failing to meet schedules under this agreement shall be limited to general money damages in an amount not to exceed one month's 11- / C/;c2o -4- average charge to Customer, based on actual monthly charges paid during the previous twelve months, or such lesser number of months in the event this agreement has not been in effect for twelve months. Under no circumstances shall Supplier be liable for any special, consequential or exemplary damages, such as, but not limited to, loss of anticipated revenues or other economic loss in connection with, or arising out of the existence of, the furnishing, functioning, or Customer's use of any item of equipment or services provided for in this agreement, or for specific performance. 14. TERMS TO BE EXCLUSIVE The entire agreement between the parties with respect to the subject matter hereunder is contained in this agreement. In the event Customer issues a purchase order, memorandum, specifica- tions, or other instrument covering the services herein provided, such purchase order, memorandum, specifications, or instrument is for Customer's internal purposes only and any/all terms and conditions contained therein, whether printed or written, shall be of no force or effect. Except as herein expressly provided to the contrary, the provisions of this agreement are for the benefit of the parties hereto solely and not for the benefit of any other person, persons, or legal entities. 15. REPRESENTATIONS AND WARRANTIES Customer acknowledges that he has not been induced to enter into this agreement by any representation or statements, oral or written, not expressly contained herein or expressly incorporated by reference. Supplier makes no representations, warranties, or guarantees, express or implied, including without limitation any warranties of merchantability or fitness for intended use, other than the express representations, warranties, and guarantees contained in this agreement. 16. WAIVER OR MODIFICATION INEFFECTIVE UNLESS IN WRITING No waiver, alteration, or modification of any of the provisions of this agreement shall be binding unless in writing and signed by a duly authorized representative of Supplier. 17. WRITTEN NOTICE All notices required by or sent under this agreement shall be in writing, shall be sent by means of certified mail, return receipt requested, and shall be addressed as follows: SUPPLIER: City Manager City of Chula Vista 276 Fourth Avenue Chula Vista, California 92010 CUSTOMER: City Manager City of Coronado 1825 Strand Avenue Coronado, California 92118 1/ - I{I b~O -5- Any written notice hereunder shall become effective as of the date of mailing by registered or certified mail and shall be deemed sufficiently given if sent to the addressee at the address set forth above or such other address as may hereafter be specified by notice in writing. 18. GOVERNING LAW This agreement shall be governed by the laws of the State of California. This agreement may not be assigned by either party hereto without the prior written consent of the other party. Time and the punctual performance of each and all of the terms, provisions and agreements hereof are of the essence of this agreement. 19. SEVERABILITY. If any section of this contract, or any part thereof, is determined invalid or unconstitutional, such determination shall not invalidate the remaining terms and conditions of this contract. IN WITNESS WHEREOF, the parties hereto have executed this agreement the day and year first above written. THE CITY OF CHULA VISTA THE CITY OF CORONADO f~ &/&'0- Mayor of the City of Coronado ATTEST~-d ~;~ City Clerk ~(, Mayor of the City of C la ista A~{:<?;~~~ t - /06;20 -6-