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HomeMy WebLinkAboutAgenda Report - November 1, 2017 C-10CITY OF LODI COUNCIL COMMUNICATION TM AGENDA TITLE: MEETING DATE: PREPARED BY: AGENDA ITEM Adopt a Resolution Authorizing City Manager to Execute Amendment No. 1 to Agreement with Interwest Consulting Group for the Upgrade of the ESRI ArcGIS and Geocortex Technology Stack and Data Integration ($13,500) for a Total Contract Not to Exceed Value of $163,500 November 1, 2017 Information Technology Manager RECOMMENDED ACTION: Adopt a resolution authorizing the City Manager to execute Amendment No. 1 to the Agreement with Interwest Consulting Group for the Upgrade of the ArcGIS and Geocortex Technology Stack and Data Integration in an amount not to exceed $13,500 for a total contract not to exceed value of $163,500. BACKGROUND INFORMATION: The City currently uses ESRI ArcGIS 10.2 and Geocortex software to maintain the geographic information system (GIS) database of City assets and utility infrastructure. The current software and database is incompatible with the newest software system Millsoft, used by the Electric Utility (EU) to access the GIS data. EU Staff also maintain a separate GIS base map independent of the GIS base map used by other departments. The new version of Geocortex improves accessibility of GIS data by allowing staff to use a more diverse platform of mobile devices. The new version of ESRI ArcGIS 10.5.1 allows for staff to use updated software in the field to collect information and track changes to infrastructure. The newer ESRI ArcGIS software is compatible on a wider variety of mobile devices, making data collection and access easier for staff in the field. Interwest Consulting Group (Interwest) currently is contracted with the City to handle GIS related technical issues and maintain the City's GIS system. Interwest will be tasked to upgrade the ESRI ArcGIS and Geocortex software, and manage the integration of EU GIS data into the City's main GIS database. This will consolidate all utilities into one system and eliminate a redundant GIS system in addition to improving data consistency and collaboration between the City's utilities. Staff recommends amending the contract with Interwest Consulting to include upgrade of the ESRI ArcGIS and Geocortex technology and consolidate EU GIS database with the City's main GIS system. FISCAL IMPACT: FUNDING AVAILABLE: Attachments Not to exceed $13,500 to be split three ways between the utility enterprise funds. There is no impact to the General Fund from the recommended action. Included in FY2017/18 Utility Enterprise Funds Budget as follows: Electric Utility Fund Account No. 50061500.72450 Water Fund Account No. 56052001.72450 Waste Wat Fund Account No. 53053001.72450 ,f tuft/,, Andrew Keys Deputy City Manager APPROVED: ity Manager AMENDMENT NO. 1 Interwest Consulting Group INC. Professional Services Agreement THIS AMENDMENT NO. 1 TO AGREEMENT, is made and entered this day of , 2017, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and INTERWEST CONSULTING GROUP INC. (hereinafter "CONTRACTOR"). WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into an Agreement on April 20, 2017, attached hereto as Exhibit 1 and here after referred to as the "Agreement"; and 2. WHEREAS, CITY requests to amend said Agreement to add scope of work as set forth in Exhibit 2; and 3. WHEREAS, CITY requests to amend the fees of the Agreement as set forth in Exhibit 2; and 4. WHEREAS, CONTRACTOR agrees to said amendments. NOW, THEREFORE, the parties agree to amend the original Agreement dated April 20, 2017, by adding the Scope of Services attached as Exhibit C to this Amendment No. 1 and increasing the total not to exceed value of the Agreement to $163,500 after this amendment. All other terms and conditions of the Agreement remain unchanged. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 1 on the date and year first above written. CITY OF LODI, a municipal corporation INTERWEST CONSULTING GROUP hereinabove called "CITY" hereinabove called "CONTRACTOR" STEPHEN SCHWABAUER City Manager Attest: JENNIFER M. FERRAIOLO, City Clerk Approved as to Form: JOHN P. FUKASAWA, Deputy City Attorney NAME Title: Exhibit C I N Tll W l lT 'J C a N 5 U l T 1 N G •-p '1 I I P Scope of Services City of Lodi Upgrade the GIS and Geocortex Technology Stack /Electrical Data Integration The City of Lodi is looking to upgrade the current technology stack for ArcGIS and Geocortex to the latest software versions. Upgrades of this nature will require a review of changes from an infrastructure and functionality perspective. In addition, the city would like to incorporate the electrical data sets into the enterprise geodatabase. Task 1: Upgrade GIS and Geocortex Technology Stacks • Review architectural requirements for upgrading to the latest versions of ArcGIS and Geocortex. City may need to upgrade portions of the technology stack to accommodate the latest software versions: Server OS, SQL Server, Virtual Server resources. Cost: 500.00 • Upgrade GIS stack to 10.5.1: ArcGIS Server, SDE (SQL Server), Desktop. Cost: 2,000.00 • Review Geocortex functionality in the new HTML5 version against current functionality in the existing Silverlight application. Some functionality may not carry over in the new version. City to work with consultant on whether to replace or dismiss any technology that does not carry over. Cost: 2,000.00 • Upgrade Geocortex to the latest version. Cost: 4,500.00 • Implement new security protocols for increased protection of GIS data and web services. Cost: 1,000.00 Task 1 Total Cost: $10,000 Task 2: Electrical Data Integration • Review and incorporate the electrical datasets into the enterprise SDE database. This will be an initial load from the data provided by the Electric Department. Future modifications and data changes will not be part of this contract. • Publish and configure the electrical datasets into the GeoCortex map viewers. Task 2 Total Cost: $1,500 Task 3: install ArcGIS Portal (Optional) • Install a base deployment of Esri's ArcGIS Portal. A new VM will need to be provisioned for the ArcGIS Portal and its components. • Setup administrative accounts. • Provide an overview on Portal administration to designated city staff, it is recommended that the city's current ArcGIS online administrators participate. Task 3 Total Cost: $2,000 Project Total:$13,500 9300 WEST STOCKTON BOULEVARD SUITE 105 • ELK GROVE, CALIFORNIA 95758 TEL. 916.683.3340 • FAX. 916.683.3375 • www.interwestgrp.com AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPOSE Section 1.1 Parties THIS AGREEMENT is entered into on C461_a�D , 2017, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and INTERWEST CONSULTING GROUP, INC. (hereinafter "CONTRACTOR"). Section 1.2 Purpose CITY selected the CONTRACTOR to provide the services required in accordance with attached Scope of Services, Exhibit A, attached and incorporated by this reference. CITY wishes to enter into an agreement with CONTRACTOR for on-call GIS technology services (hereinafter "Project") as set forth in the Scope of Services attached here as Exhibit A. CONTRACTOR acknowledges that it is qualified to provide such services to CITY. ARTICLE 2 SCOPE OF SERVICES Section 2.1 Scope of Services CONTRACTOR, for the benefit and at the direction of CITY, shall perform the Scope of Services as set forth in Exhibit A. Section 2.2 Time For Commencement and Completion of Work CONTRACTOR shall commence work pursuant to this Agreement, upon receipt of a written notice to proceed from CITY or on the date set forth in Section 2.6, whichever occurs first, and shall perform all services diligently and complete work under this Agreement based on a mutually agreed upon timeline or as otherwise designated in the Scope of Services. CONTRACTOR shall submit to CITY such reports, diagrams, drawings and other work products as may be designated in the Scope of Services. CONTRACTOR shall not be responsible for delays caused by the failure of CITY staff to provide required data or review documents within the appropriate time frames. The review time by CITY and any other agencies involved in the project shall not be counted against CONTRACTOR's contract performance period. Also, any delays due to weather, vandalism, acts of God, etc., shall not be counted. CONTRACTOR shall remain in contact with reviewing agencies and make all efforts to review and return all comments. Section 2.3 Meetings CONTRACTOR shall attend meetings as may be set forth in the Scope of Services. Section 2.4 Staffing CONTRACTOR acknowledges that CITY has relied on CONTRACTOR's capabilities and on the qualifications of CONTRACTOR's principals and staff as identified in its proposal to CITY. The Scope of Services shall be performed by CONTRACTOR, unless agreed to otherwise by CITY in writing. CITY shall be notified by CONTRACTOR of any change of Project Manager and CITY is granted the right of approval of all original, additional and replacement personnel at CITY's sole discretion and shall be notified by CONTRACTOR of any changes of CONTRACTOR's project staff prior to any change. CONTRACTOR represents it is prepared to and can perform all services within the Scope of Services (Exhibit A) and is prepared to and can perform all services specified therein. CONTRACTOR represents that it has, or will have at the time this Agreement is executed, all licenses, permits, qualifications, insurance and approvals of whatsoever nature are legally required for CONTRACTOR to practice its profession, and that CONTRACTOR shall, at its own cost and expense, keep in effect during the life of this Agreement all such licenses, permits, qualifications, insurance and approvals, and shall indemnify, defend and hold harmless CITY against any costs associated with such licenses, permits, qualifications, insurance and approvals which may be imposed against CITY under this Agreement. Section 2.5 Subcontracts Unless prior written approval of CITY is obtained, CONTRACTOR shall not enter into any subcontract with any other party for purposes of providing any work or services covered by this Agreement. Section 2.6 Term The term of this Agreement commences on April 15, 2017 and terminates upon the completion of the Scope of Services or on April 14, 2020, whichever occurs first. Section 2.7 Option to Extend Term of Agreement At its option, City may extend the terms of this Agreement for an additional two (2) one (1) -year extensions; provided, City gives Contractor no less than thirty (30) days written notice of its intent prior to expiration of the existing term. In the event City 2 exercises any option under this paragraph, all other terms and conditions of this Agreement continue and remain in full force and effect. The total duration of this Agreement, including the exercise of any option under this paragraph, shall not exceed five (5) years. ARTICLE 3 COMPENSATION Section 3.1 Compensation CONTRACTOR's compensation for all work under this Agreement shall conform to the provisions of the Fee Proposal, attached hereto as Exhibit B and incorporated by this reference. CONTRACTOR shall not undertake any work beyond the scope of this Agreement unless such additional work is approved in advance and in writing by CITY. Section 3.2 Method of Payment CONTRACTOR shall submit invoices for completed work on a monthly basis, or as otherwise agreed, providing, without limitation, details as to amount of hours, individual performing said work, hourly rate, and indicating to what aspect of the Scope of Services said work is attributable. CONTRACTOR's compensation for all work under this Agreement shall not exceed the amount of the Fee Proposal. Section 3.3 Costs The Fee Proposal shall include all reimbursable costs required for the performance of the Scope of Services. Payment of additional reimbursable costs considered to be over and above those inherent in the original Scope of Services shall be approved in advanced and in writing, by CITY. Section 3.4 Auditing CITY reserves the right to periodically audit all charges made by CONTRACTOR to CITY for services under this Agreement. Upon request, CONTRACTOR agrees to furnish CITY, or a designated representative, with necessary information and assistance needed to conduct such an audit. CONTRACTOR agrees that CITY or its delegate will have the right to review, obtain and copy all records pertaining to performance of this Agreement. CONTRACTOR agrees to provide CITY or its delegate with any relevant information requested and shall permit CITY or its delegate access to its premises, upon reasonable notice, during normal business hours for the purpose of interviewing employees and 3 inspecting and copying such books, records, accounts, and other material that may be relevant to a matter under investigation for the purpose of determining compliance with this requirement. CONTRACTOR further agrees to maintain such records for a period of three (3) years after final payment under this Agreement. ARTICLE 4 MISCELLANEOUS PROVISIONS Section 4.1 Nondiscrimination In performing services under this Agreement, CONTRACTOR shall not discriminate in the employment of its employees or in the engagement of any sub CONTRACTOR on the basis of race, color, religion, sex, sexual orientation, marital status, national origin, ancestry, age, or any other criteria prohibited by law. Section 4.2 ADA Compliance In performing services under this Agreement, CONTRACTOR shall comply with the Americans with Disabilities Act (ADA) of 1990, and all amendments thereto, as well as all applicable regulations and guidelines issued pursuant to the ADA. Section 4.3 Indemnification and Responsibility for Damage CONTRACTOR to the fullest extent permitted by law, shall indemnify and hold harmless CITY, its elected and appointed officials, directors, officers, employees and volunteers from and against any claims, damages, losses, and expenses (including reasonable attorney's fees and costs), arising out of performance of the services to be performed under this Agreement, provided that any such claim, damage, loss, or expense is caused by the negligent acts, errors or omissions of CONTRACTOR, any subcontractor employed directly by CONTRACTOR, anyone directly or indirectly employed by any of them, or anyone for whose acts they may be liable, except those injuries or damages arising out of the active negligence, sole negligence, or sole willful misconduct of the City of Lodi, its elected and appointed officials, directors, officers, employees and volunteers. CITY may, at its election, conduct the defense or participate in the defense of any claim related in any way to this indemnification. If CITY chooses at its own election to conduct its own defense, participate in its own defense, or obtain independent legal counsel in defense of any claim related to this indemnification, CONTRACTOR shall pay all of the costs related thereto, including without limitation reasonable attorney fees and costs. The defense and indemnification obligations required by this Agreement are undertaken in addition to, and shall not in any way be limited by the insurance obligations set forth herein. 4 Section 4.4 No Personal Liability Neither the City Council, nor any other officer or authorized assistant or agent or City employee shall be personally responsible for any liability arising under this Agreement. Section 4.5 Responsibility of CITY CITY shall not be held responsible for the care or protection of any material or parts of the work described in the Scope of Services prior to final acceptance by CITY, except as expressly provided herein. Section 4.6 Insurance Requirements for CONTRACTOR CONTRACTOR shall take out and maintain during the life of this Agreement, insurance coverage as set forth in Exhibit C attached hereto and incorporated by this reference. Section 4.7 Successors and Assigns CITY and CONTRACTOR each bind themselves, their partners, successors, assigns, and legal representatives to this Agreement without the written consent of the others. CONTRACTOR shall not assign or transfer any interest in this Agreement without the prior written consent of CITY. Consent to any such transfer shall be at the sole discretion of CITY. Section 4.8 Notices Any notice required to be given by the terms of this Agreement shall be in writing signed by an authorized representative of the sender and shall be deemed to have been given when the same is personally served or upon receipt by express or overnight delivery, postage prepaid, or three (3) days from the time of mailing if sent by first class or certified mail, postage prepaid, addressed to the respective parties as follows: To CITY: City of Lodi 221 West Pine Street P.O. Box 3006 Lodi, CA 95241-1910 Attn: Charlie Swimley To CONTRACTOR: Interwest Consulting Group, Inc. 9300 West Stockton Blvd., Suite 105 Elk Grove, CA 95758 Attn: Steve Gay Section 4.9 Cooperation of CITY CITY shall cooperate fully and in a timely manner in providing relevant information it has at its disposal relevant to the Scope of Services. 5 Section 4.10 CONTRACTOR is Not an Employee of CITY CONTRACTOR agrees that in undertaking the duties to be performed under this Agreement, it shall act as an independent contractor for and on behalf of CITY and not an employee of CITY. CITY shall not direct the work and means for accomplishment of the services and work to be performed hereunder. CITY, however, retains the right to require that work performed by CONTRACTOR meet specific standards without regard to the manner and means of accomplishment thereof. Section 4.11 Termination CITY may terminate this Agreement, with or without cause, by giving CONTRACTOR at least ten (10) days written notice. Where phases are anticipated within the Scope of Services, at which an intermediate decision is required concerning whether to proceed further, CITY may terminate at the conclusion of any such phase. Upon termination, CONTRACTOR shall be entitled to payment as set forth in the attached Exhibit B to the extent that the work has been performed. Upon termination, CONTRACTOR shall immediately suspend all work on the Project and deliver any documents or work in progress to CITY. However, CITY shall assume no liability for costs, expenses or lost profits resulting from services not completed or for contracts entered into by CONTRACTOR with third parties in reliance upon this Agreement. Section 4.12 Confidentiality CONTRACTOR agrees to maintain confidentiality of all work and work products produced under this Agreement, except to the extent otherwise required by law or permitted in writing by CITY. CITY agrees to maintain confidentiality of any documents owned by CONTRACTOR and clearly marked by CONTRACTOR as "Confidential" or "Proprietary", except to the extent otherwise required by law or permitted in writing by CONTRACTOR. CONTRACTOR acknowledges that CITY is subject to the California Public Records Act. Section 4.13 Applicable Law, Jurisdiction, Severability, and Attorney's Fees This Agreement shall be governed by the laws of the State of California. Jurisdiction of litigation arising from this Agreement shall be venued with the San Joaquin County Superior Court. If any part of this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and void insofar as it is in conflict with said laws, but the remainder of this Agreement shall be in force and effect. In the event any dispute between the parties arises under or regarding this Agreement, the prevailing party in any litigation of the dispute shall be entitled to reasonable attorney's 6 fees from the party who does not prevail as determined by the San Joaquin County Superior Court. Section 4.14 City Business License Requirement CONTRACTOR acknowledges that Lodi Municipal Code Section 3.01.020 requires CONTRACTOR to have a city business license and CONTRACTOR agrees to secure such license and pay the appropriate fees prior to performing any work hereunder. Section 4.15 Captions The captions of the sections and subsections of this Agreement are for convenience only and shall not be deemed to be relevant in resolving any question or interpretation or intent hereunder. Section 4.16 Integration and Modification This Agreement represents the entire understanding of CITY and CONTRACTOR as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may not be modified or altered except in writing, signed by both parties. Section 4.17 Contract Terms Prevail All exhibits and this Agreement are intended to be construed as a single document. Should any inconsistency occur between the specific terms of this Agreement and the attached exhibits, the terms of this Agreement shall prevail. Section 4.18 Severability The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. Section 4.19 Ownership of Documents Ail documents, photographs, reports, analyses, audits, computer media, or other material documents or data, and working papers, whether or not in final form, which have been obtained or prepared under this Agreement, shall be deemed the property of CITY. Upon CITY's request, CONTRACTOR shall allow CITY to inspect all such documents during CONTRACTOR's regular business hours. Upon termination or completion of services under this Agreement, all information collected, work product and documents shall be delivered by CONTRACTOR to CITY within ten (10) calendar days. CITY agrees to indemnify, defend and hold CONTRACTOR harmless from any liability resulting from CITY's use of such documents for any purpose other than the purpose for which they were intended. 7 Section 4.20 Authority The undersigned hereby represent and warrant that they are authorized by the parties to execute this Agreement. Section 4.21 Federal Transit Funding Conditions 0 If the box at left is checked, the Federal Transit Funding conditions attached as Exhibit D apply to this Agreement. In the event of a conflict between the terms of this Agreement or any of its other exhibits, and the Federal Transit Funding Conditions, the Federal Transit Funding Conditions will control. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. ATTEST: APPROVED AS TO FORM: da.,- JANICE D. MAGOI H, City Attorney Bv• CITY OF LODI, a municipal corporation STE I -- CHVVA;rAUER City Manager INTERWEST CONSULTING GROUP, INC. By:rcki/ Name: MiCYu.el 7,* Title: I✓hle.c o va Attachments: Exhibit A — Scope of Services Exhibit B — Fee Proposal Exhibit C — Insurance Requirements Exhibit D — Federal Transit Funding Conditions (if applicable) Funding Source: Various Dperatinq Funds (Business Unit & Account No.) Doc ID:K:\WP\PROJECTS\PSA's\2017\interwest PSA.doc CA:Rev.01.2015 8 n i > rt ens tOre INTERWEST CONSULTING GROUP GIS SOLUTIONS TEAM Exhibit A/B INTURWZATCONSULTING GROUP CITY OF LODI, CA February 23, 2017 SCOPE AND QUOTATION FOR : ON CALL GIS TECHNOLOGY SERVICES Introduction Thank you for the opportunity to provide this proposal for On Call GIS Technology Services provided to the City of Lodi. The City has significantly expanded its use of GIS Technology over the last 5 years and Interwest looks forward to being a continued partner it the advancement of GIS tools and resources. Scope of Services On call Services- - Interwest will provide ongoing GIS Technology support to the city as needed to further the growth of the city's GIS program. At the request of the City, Interwest will provide strategic support and technical implementation in support of the City's GIS. The tasks to be included in these on call services shall relate to the following areas of service: • Strategic Support and Planning • Infrastructure and System administration • Data maintenance and development • Project Management of GIS projects and GIS integration. • GIS Viewer expansion and modifications • Geocortex software Administration • Database, Server and Network Consultation • GIS Training 1 Cost Title Hourly Rate GIS Project Manager $125 Sr. GIS Analyst $110 GIS Analyst $85 I GIS Technician $60 Database/Network Engineer $110 NOT TO EXCEED $150,000 FOR THE INITIAL 3 -YEAR TERM AND ANY EXTENSIONS Invoicing Interwest will complete the request for services and submit a monthly invoice. This will be tracked against the not to exceed amount. When the remaining balance is below $5,000 Interwest Accounting will provide an alert regarding the remaining balance. ()ngoing Snt,port If custom applications or processes are created during the on-call service period, Interwest will provide an additional 30 day warranty after the on-call service agreement ends. As such our staff will provide remote support (phone and/or remote login) to repair the application or process as needed to ensure its stability. After the 30 day warranty period, support of custom applications and processes will be billed hourly. 2 Exhibit C Insurance Requirements for Contractor The Contractor shall take out and maintain during the life of this Agreement, insurance coverage as listed below. These insurance policies shall protect Contractor and any subcontractor performing work covered by this Agreement from claims for damages for personal injury, including accidental death, as well as from claims for property damages, which may arise from Contractor's operations under this Agreement, whether such operations be by Contractor, or by any subcontractor, or by anyone directly or indirectly employed by either of them, and the amount of such insurance shall be as follows: 1. COMPREHENSIVE GENERAL LIABILITY $1,000,000 Each Occurrence $2,000,000 General Aggregate 2. COMPREHENSIVE AUTOMOBILE LIABILITY $1,000,000 Combined Single Limit Such insurance shall cover liability arising out of any vehicle (including, owned, hired and non -hired vehicles) operated in performing any and all services pursuant to this Agreement. Coverage shall be written on ISO form CA 00 01 12 90, or a later version, that provides liability coverage at least as broad as this form. All limits are to be designated strictly for the City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers. All deductibles or self-insured retentions (SIR) must be disclosed to City's Risk Manager for approval and shall not reduce the limits of liability set forth hereinabove. Insurance policies containing any deductible or SIR provision shall provide, or be endorsed to provide, that the deductible or SIR may be satisfied by either the Named Insured(s) or the City of Lodi. It is required that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits set forth above, shall be available to City as an additional insured. Furthermore, the requirements for coverage and limits shall be (i) the minimum coverage and limits specified in these insurance requirements; or (ii) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the Contractor, whichever is greater. Contractor agrees and stipulates that any insurance coverage provided to the City of Lodi shall provide for a claims period following termination of coverage which is at least consistent with the claims period or statutes of limitations found in the California Tort Claims Act (California Government Code Section 810 et seq.). A copy of the certificate(s) of insurance with the following endorsements shall be furnished to the City: (a) Additional Named Insured Endorsement Pursuant to a separate endorsement (ISO form CG 2010 (11/85) or a later version, that provides liability coverage at least as broad as this form) such insurance as is afforded by this policy shall also apply to the City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers as additional named insureds. An additional named insured endorsement is also required for Auto Liability. (b) Primary and Non -Contributory Insurance Endorsement Additional insurance coverage under the Contractor's policy shall be "primary and non-contributory" and will not seek contribution from City's insurance or self-insurance and shall be at least as broad as ISO form CG 20 01 04 13. NOTE: (1) The street address of the CITY OF LORI must be shown along with (a) and (b) above: 221 West Pine Street, Lodi, California, 95240; (2) The insurance certificate must state, on its face or as an endorsement, a description of the project that it is insuring. (c) Waiver of Subrogation Include a waiver of subrogation against the City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers. A waiver is required for General Liability and Auto Liability. (d) Limits of Coverage The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance of Contractor shall contain, or be endorsed to contain, a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City before the City's own insurance or self-insurance shall be called upon to protect the City as a named insured. Page 1 I of 2 pages Risk: rev.08.2015 (e) Severability of Interest Clause The term "insured" is used severally and not collectively, but the inclusion herein of more than one insured shall not operate to increase the limit of the company's liability. (f) Notice of Cancellation or Change in Coverage Endorsement This policy may not be canceled nor the coverage reduced by the company without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St., Lodi, CA 95240. (9) Continuity of CoveraIe All policies shall be in effect on or before the first day of the Term of this Agreement. At least thirty (30) days prior to the expiration of each insurance policy, Contractor shall furnish a certificate(s) showing that a new or extended policy has been obtained which meets the minimum requirements of this Agreement. Contractor shall provide proof of continuing insurance on at least an annual basis during the Term. If Contractor's insurance lapses or is discontinued for any reason, Contractor shall immediately notify the City and immediately obtain replacement insurance. (h) Failure to Comply If Contractor fails or refuses to obtain and maintain the required insurance, or fails to provide proof of coverage, the City may obtain the insurance. Contractor shall reimburse the City for premiums paid, with interest on the premium paid by the City at the maximum allowable legal rate then in effect in California. The City shall notify Contractor of such payment of premiums within thirty (30) days of payment stating the amount paid, the names) of the insurer(s), and rate of interest. Contractor shall pay such reimbursement and interest on the first (19) day of the month following the City's notice. Notwithstanding and other provision of this Agreement, if Contractor fails or refuses to obtain or maintain insurance as required by this agreement, or fails to provide proof of insurance, the City may terminate this Agreement upon such breach. Upon such termination, Contractor shall immediately cease use of the Site or facilities and commence and diligently pursue the removal of any and all of its personal property from the site or facilities. Qualified Insurer(s) All insurance required by the terms of this Agreement must be provided by insurers licensed to do business in the State of California which are rated at least "A-, VI" by the AM Best Ratings Guide, and which are acceptable to the City. Non -admitted surplus lines carriers may be accepted provided they are included on the most recent list of Califomia eligible surplus lines insurers (LESLI list) and otherwise meet City requirements. Workers Compensation Insurance The Contractor shall take out and maintain during the life of this Agreement, Worker's Compensation Insurance for all of Contractor's employees employed at the site of the project and, if any work is sublet, Contractor shall require the subcontractor similarly to provide Worker's Compensation Insurance for all of the tatter's employees unless such employees are covered by the protection afforded by the Contractor. In case any class of employees engaged in hazardous work under this Agreement at the site of the project is not protected under the Worker's Compensation Statute, the Contractor shall provide and shall cause each subcontractor to provide insurance for the protection of said employees. A waiver of subrogation is required for workers compensation insurance. This policy may not be canceled nor the coverage reduced without 30 days' prior written notice of such cancellation or reduction in coverage to the Risk Manager, City of Lodi, 221 West Pine St, Lodi, CA 95240. (i) NOTE: The City reserves the right to obtain a full certified copy of any Insurance policy or endorsements required. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. Page 2 1 of 2 pages 1 Risk: rev.08.2015 RESOLUTION NO. 2017-203 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES AGREEMENT WITH INTERWESTCONSULTING GROUP, INC., OF ELK GROVE, FOR SOFTWARE UPGRADE OF GEOGRAPHICAL INFORMATION SYSTEM WHEREAS, on April 5, 2017, the City Council authorized a Professional Services Agreement with Interwest Consulting Group, Inc., of Elk Grove, in the amount of $150,000, to provide oversight and support services for the various geographical information system (GIS) projects in order to assure consistency in database design and department -wide access to non -sensitive GIS data; and WHEREAS, staff recommends authorizing the City Manager to execute Amendment No. 1 to the Professional Services Agreement with Interwest Consulting Group, Inc., for software upgrade of the geographical information system, in an amount not to exceed $13,500, for a combined total contract amount not to exceed $163,500. NOW, THEREFORE, BE IT RESOLVED that the Lodi City Council does hereby authorize the City Manager to execute Amendment No. 1 to the Professional Services Agreement with Interwest Consulting Group, Inc., of Elk Grove, California, for the software upgrade of the geographical information system, in an amount not to exceed $13,500, for a combined total contract amount not to exceed $163,500. Dated: November 1, 2017 I hereby certify that Resolution No. 2017-203 was passed and adopted by the City Council of the City of Lodi in a regular meeting held November 1, 2017 by the following vote: AYES: COUNCIL MEMBERS — Chandler, Nakanishi, and Mayor Kuehne NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — Johnson and Mounce ABSTAIN: COUNCIL MEMBERS — None 2017-203 --riy'reuot,04 NIFER r. FERRAIOLO ity Clerk