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HomeMy WebLinkAboutAgenda Report - December 7, 2022 C-14_r CITY OF 1 i� +ice r a � CALIFORNIA AGENDA ITEM C - COUNCIL COMMUNICATION AGENDA TITLE: Adopt Resolution Authorizing City Manager to Execute Amendment No.1 to Professional Service Agreement with Quest Media and Supplies, Inc., for the Transit Division Video Surveillance System Licensing and Equipment Replacement ($55,000) MEETING DATE: December 7, 2022 PREPARED BY: Information Technology Manager RECOMMENDED ACTION. Adopt resolution authorizing City Manager to execute Amendment No.1 to Professional Service Agreement with Quest Media and Supplies, Inc., for the Transit Division video surveillance system licensing and equipment replacement in the amount of $55,000. BACKGROUND INFORMATION: The Transit Division currently relies on a video surveillance system that has reached end of life and is out of warranty. There are 45 cameras between the transit building and parking garage. Nine of those cameras have either failed or have been damaged by vandalism. The video recording server is unable to be supported by the vendor and staff are unable to view or pull recordings from the server. The amendment will allow Quest to license the existing cameras onto the City's centralized surveillance program and includes ongoing maintenance and support for the health of the system. Quest will also replace the failed units with newer cameras. Maintaining a modern video surveillance system improves protection of City assets, which includes equipment, infrastructure, and staff. The enhanced video resolution and coverage angles improves identification of faces and vehicles. The digital video surveillance system stores all the footage from the cameras on a digital video recorder, giving a centralized management point for Transit Division and Police. The Division plans on keeping the current location of cameras that monitor parts of the parking garage, transit station and bus parking lot. On August 17, 2022 the Council adopted a resolution authorizing City Manager to execute Professional Service Agreement with Quest Media and Supply Inc., of Roseville for the continued support and maintenance of the Avigilon video surveillance system and cameras. Quest offered real-time network monitoring of the health of the video system. This was a unique option not offered by other vendors. This service would help detect errors and failures of equipment and initiate a repair technician immediately. Quest will replace / repair / maintain all endpoint devices during the life of the contract as needed, barring intentional physical damage or misuse of the hardware. Quest's real-time network monitoring helps ease the pressure of City staff from conducting regular testing and maintenance of the video surveillance system. Staff recommends approving Amendment 1 for purchase of licensing for 45 surveillance cameras at the parking garage, transit station and bus parking lot, incorporating those units as part of the City-wide APPROVED: az,., ":.�', zoz� Stephen Schwabauer, City Manager surveillance program at a cost of $55,000. This will also include: the replacement of nine cameras that have failed or have been vandalized; replace 10 cameras that are end of life and are no longer supported by the manufacture; and add three new cameras to the Transit station to improve surveillance of the bus islands. Whereas, Lodi Municipal Code §3.20.070 authorizes dispensing with bids for purchase of supplies, services or equipment when it is in the best interest of the City to do so, staff recommends that Council authorize the City Manager to execute Amendment No.1 to Professional Service Agreement with Quest Media. FISCAL IMPACTS Funding for this project was approved as a Transit Capital Improvement Project in the FY 22/23 Budget FUNDING AVAILABLE: Purchase and Installation ($55,000) PWTR-22002. ox�-J� xv�gbj Andrew Keys Deputy City Manager/Internal Services Director Benjamin Buecher I.T. Manager AMENDMENT NO. 1 QUEST MEDIA AND SUPPLIES, INC. VIDEO SERVEILLANCE SYSTEM INSTALLATION AND MAINTENANCE THIS AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT, made and entered this day of October, 2022, by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and Quest Media and Supplies, Inc. (hereinafter "CONTRACTOR"). WITNESSETH: 1. WHEREAS, CONTRACTOR and CITY entered into a Professional Services Agreement on August 25th, 2022 in the amount of $95,000, a true and correct copy of which is attached as Exhibit 1; and 2. WHEREAS, CITY requested to perform additional work as set forth in the Scope of service attached hereto as Exhibit 2, and increase the total cost by $55,000; and 3. WHEREAS, CONTRACTOR agrees to said amendments; and 4. WHEREAS, all other terms and conditions remain unchanged. NOW, THEREFORE, the parties agree to amend the Scope of Services and increase the fees by $55,000 as set forth in Exhibit 2, for a total cost of services of $150,000. IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Amendment No. 1 on , 2022. CITY OF LODI, a municipal corporation hereinabove called "CITY" STEPHEN SCHWABAUER City Manager Attest: OLIVIA NASHED City Clerk Approved as to Form: JANICE D. MAGDICH City Attorney Quest Media and Supplies, Inc. hereinabove called "CONTRACTOR" VLADIMIR PIVTORAK Operations Manager, Infrastructure EXHIBIT 1 AGREEMENT FOR PROFESSIONAL SERVICES ARTICLE 1 PARTIES AND PURPOSE Section 1.1 Parties THIS AGREEMENT is entered into on tAS+ by and between the CITY OF LODI, a municipal corporation (hereinafter "CITY"), and Quest Media and Supply Inc., a California Corporation (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 maintenance and support of video surveillance system, camera hardware, server and database including technical support as needed. The contract includes the addition of new cameras to the system as the City expands the surveillance program. (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 1 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 Staffin 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 September 1, 2422 and terminates upon the completion of the Scope of Services or on August 31, 2027, whichever occurs first. E 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 ail 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 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. Cl 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 bylaw. 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. 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. 4 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: Benjamin Buecher To CONTRACTOR: QUEST MEDIA & SUPPLY 9000 FOOTHILL BLVD ROSEVILLE, CA 95747 ATTN: VLADIMIR PIVTORAK 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. 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 5 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 fees from the party who does not prevail as determined by the San Joaquin County Superior Court. M 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 All 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 partes to execute this Agreement. Section 4.21 Federal Transit Funding Conditions R 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. Section 4.22 Counterparts and Electronic Signatures This Agreement and other documents to be delivered pursuant to this Agreement may be executed in one or more counterparts, each of which will be deemed to be an original copy and all of which, when taken together, will be deemed to constitute one and the same agreement or document, and will be effective when counterparts have been signed by each of the parties and delivered to the other parties. Each party agrees that the electronic signatures, whether digital or encrypted, of the parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Delivery of a copy of this Agreement or any other document contemplated hereby, bearing an original manual or electronic signature by facsimile transmission (including a facsimile delivered via the Internet), by electronic mail in "portable document format' (°.pdF) or similar format intended to preserve the original graphic and pictorial appearance of a document, or through the use of electronic signature software will have the same effect as physical delivery of the paper document bearing an original signature. Il F1 /1 lI JI R1 IN WITNESS WHEREOF, CITY and CONTRACTOR have executed this Agreement as of the date first above written. ATTEST: CITY OF LODI, a municipal corporation OLIVIA NASHED S R City Clerk City Manager APPROVED AS TO FORM: QUEST MEDIA AND SUPPLY, INC. JANICE D. MAGDICH, City Attorney h By: i3y: / 22. erne: VLADIMIR PIVTORAK Title: Operations Manager, Infrastructure Attachments: Exhibit A - Scope of Services Exhibit B - Fee Proposal Exhibit C - Insurance Requirements Exhibit G - Federal Transit Funding Conditions (if applicable) Funding Source: (Business Unit & Account No.) M'Rev.0tZ0Z7.LT EXHIBIT A TECHNOLOGY MANAGEMENT City Of Lodi Managed Services Renewal 160 Mo -nth Quote# 016389 Version 1 City of Lodi BRI Dickens QIM?St - TECHNOLOGY MANAGEMENT Managed Services Summary Managed Services Summary • Monitor the up / down status of all endpoint devices included in the system. • Monitor the health of all servers, networked -video -recorders, and their components included in the system. • Upon detection of any irregularities, Quest's Network Operation Center (NOC) will open a ticket and assign to a Quest engineer for troubleshooting and / or evaluation. • Quest will also alert the customer (City of Lodi) in the event of any irregularities and provide the ticket number and status. • Quest will autonomously schedule and / or dispatch any onsite technicians or engineers on an as -needed basis. • Quest will replace I repair / maintain all endpoint devices during the life of the contract as needed, barring intentional physical damage or misuse of the hardware. • Quest will provide, install, and configure a DGE Extension to allow remote access to servers and cameras through its secure Traverse Datacenter for maintenance, troubleshooting, and monitoring. • Quest will provide 24 / 7 access to its Network Operation Center (NOC) for ticketing and service -related requests. Cost of Services - $18 per Device, per Month Managed Service Managed Service Details 60 Month Service Contract Sales Tax Payments Interval Amount 60 Monthly $1,494.00 Sales tax to be added and calculated per current state and local municipalities rates at time of invoice. Shipping Product Details Freight Charges Shipping will be added at the time of the bill. Quest Technology 9000 Foothills Blvd Suite 100 Roseville, CA 95747 Page: 2 of 4 Management \'\ \�101e* TENNOLOGY MANAGEMENT City Of Lodi Managed Services Renewal 160 Month Quest Technology Management City of Lodi Bill Dickens 215 W Elm St. (916) 338-7070 Lodi, CA 95240 Bill_Dickens@questsys.com Benjamin Buecher (209) 333-5548 bbuecher@iodi.gov Monthly Expenses Summary Description Managed Service Warranty / Standard of Installation Quote #: 016389 Version: 1 Delivery Date: 07/11/2022 Expiration Date: 08/25/2022 Amount $1,494.00 Monthly Total: $1,494,00 Upon acceptance of this proposal, Quest will require a minimum of 7 business days to assemble materials before beginning any work, Quest will perform labor and installation of materials as per Quest's "Data Communications Standards". As per the guidelines set forth by the State Contractors Association, Quest will provide a one-year warranty covering workmanship and compliance with applicable industry standards. Network cabling, servers, system software installation, network cards, network electronics, configuration of hubs and routers, an internet provider, and any other materials not specifically listed will not be provided. Quest would be privileged to provide you with additional pricing and consulting information upon request. If you have any further questions regarding these services please contact our offices at (916) 338-7070. It is assumed by Quest or Quests' agents, that the above project is clear of any asbestos or any other chemical / biological hazard. Payment terms are NET 30 days from date of invoice. Terms and Conditions Quest is hereby authorized to furnish all materials and labor to complete the work specified in this proposal, for which I/we agree to pay the contract price mentioned in this proposal, and according to the terms thereof. In the event that an action at law or in equity is brought in any public court or private dispute resolution forum to enforce or interpret the terms of this agreement, the prevailing party shall be awarded reasonable attorneys' fees, photocopying expenses, etc. I/we have read and agree to the provisions contained herein, and in any attachments that are made a part hereof and are described in the proposal. Quest Technology 9000 Foothills Blvd Suite 100 Roseville, CA 95747 Page: 3 of 4 Management Quest e TECHNOLOGY MANAGEMENT Quest Technology Management Signature: Name: Bill Dickens Title: Physical Security Engineer Date: 4711112022 City of Lodi Signature: Name: Benjamin Buecher Date: Quest Technology 9000 Foothills Blvd Suite 100 Roseville, CA 95747 Page: 4 of 4 Management EXHIBIT C NOTE: The City of Lodi is now using the online insurance program PINS Advantage. Once you have been awarded a contract you will receive an email from the City's online insurance program requesting you to forward the email to your insurance provider(s) to submit the required insurance documentation electronically Insurance Requirements for Most Contracts (Not construction or requiring professional liability) Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors. MINIMUM SCOPE AND LIMIT OF INSURANCE Coverage shall be at least as broad as: 1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an "occurrence" basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: ISO Form Number CA 00 01 covering any auto or if Contractor has no owned autos, then hired, and non - owned autos with limit no less than $1,000,000 per accident for bodily injury and property damage. 3. Workers' Compensation: as required by the State of California, with Statutory Limits, and Employer's Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. Other Insurance Provisions: (a) Additional Named Insured Status The City of Lodi, its elected and appointed boards, commissions, officers, agents, employees, and volunteers are to be covered as additional insureds on the CGL and auto policy with respect to liability arising out of work or operations performed by or on behalf of the Contractor including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Contractor's insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 if a later edition is used (b) Primary and Non -Contributory Insurance Endorsement The limits of insurance coverage required may be satisfied by a combination of primary and umbrella or excess insurance. For any claims related to this contract, the Contractor's insurance coverage shall be primary coverage at least as broad as ISO CG 20 01 04 13 as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. (c) Waiver of Subrogation Contractor hereby grants to City of Lodi a waiver of any right to subrogation which any insurer of said Contractor may acquire against the City of Lodi by virtue of the payment of any loss under such insurance. Contractor agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Lodi has received a waiver of subrogation endorsement from the insurer NOTE: (1) The street address of the CITY OF LODI must be shown along with (a) and (b) and (c) above: 221 West Pine Street, Lodi, California, 95240, (2) The insurance certificate must state, on its face or as an endorsement, a description of therp oiect that it is insuring. (d) 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 under the Contractors commercial general liability and automobile liability policies. (e) 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. Page 1 I of 2 pages I Risk: rev. 3/1/2018 (f) Continuity of Coverage 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. 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.). (g) 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 name(s) of the insurer(s), and rate of interest. Contractor shall pay such reimbursement and interest on the first (1 st) day of the month following the City's notice. Notwithstanding any 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. (h) Verification of Coverage Consultant shall furnish the City with a copy of the policy declaration and endorsement page(s), original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at anytime. Failure to exercise this right shall not constitute a waiver of the City's right to exercise after the effective date. (i) Self -Insured Retentions Self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City. Q) Insurance Limits The limits of insurance described herein shall not limit the liability of the Contractor and Contractor's officers, employees, agents, representatives or subcontractors. Contractor's obligation to defend, indemnify and hold the City and its officers, officials, employees, agents and volunteers harmless under the provisions of this paragraph is not limited to or restricted by any requirement in the Agreement for Contractor to procure and maintain a policy of insurance. (k) Subcontractors Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors (1) 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 California eligible surplus lines insurers (LESLI list) and otherwise meet City requirements. Page 2 1 of 2 pages I Risk: rev. 3/1/2018 O%aMAPV&&W&O* uIbLe "441mpqw TECHNOLOGY MANAGEMENT EXHIBIT 2 Transit Station Camera Takeover + Migration Quote# 016732 Version 3 MUNIM, Bill Dickens Products Product Details QtY 2.0 MP (1080p) WDR, LightCatcher, Day/Night, Outdoor Dome, 3.3-9mm f/1.3 P4ris 2 lens, Integrated IR, Next -Generation Analytics 2.0 MP (1080p) WDR, LightCatcher, Day/Night, Indoor Dome, 3.3-9mm f/1.3 P -iris 11 lens, Integrated IR, Next -Generation Analytics 6.0 MP WDR, LightCatcher, 4.9 -8mm f/1.8 P -iris lens, Integrated IR, Next -Generation 4 Analytics 6.0 MP WDR, LightCatcher, 4.9 -8mm f11.8 Paris lens, Integrated IR, Next -Generation 4 Analytics WALL ARM FOR H4 IRPTZ OR H4 MULTISENSOR 1 3x 5 MP, WDR, LightCatcher, 2.8mm, Camera Only 1 AVIGILON CORNER MOUNT ADAPTER 1 PENDANT MOUNT ADAPTER FOR H4 MULTISENSOR 1 OUTDOOR DOME COVER FOR H4 MULTISENSOR 1 POE++ INJECTOR, 60W, NA 1 Junction box for the H5A Bullet 8 Avigilon ACCT Enterprise Camera License 47 CAT6 ISP/OSP, Reel, 1000' 1 1U 24 Port Modular Patch Panel 1 GigaSPEED XL GS8E Stranded Cordage Modular Patch Cord 4 Cat 6 Data Jack -Black 4 VELCRO® Brand One Wrap Tie Bulk Roll 1 Velcro Misc, Consumables 1 Lift Rental, 1 Month 2 Subtotal: $42,161.37 Quest Technology 9000 Foothills Blvd Suite 100 Roseville, GA 95747 Page: 2 of 5 Management Project Scope of Work Price Installation Provide, install and configure the following cameras to replace aging or defective cameras at the Transit Station: • (2) 2MP Outdoor Dome with IR to replace Parking Lot Elevator Cameras. . (1) 270 Degree Multisensor Camera to replace Cam 20 Surface Lot (fr/NW) . (1) 2MP Indoor Dome with IR to replace Cam 32 N Annex Interior 2 • (1) 2MP indoor Dome with IR to replace Cam 33 N Annex Interior 3 . (1) 2MP Indoor Dome with IR to replace Cam 38 Lobby Seating . (1) 2MP Indoor Dome with IR to replace Cam 39 Lobby S Door / Hallway (fr/S view) . (1) 2MP Indoor Dome with IR to replace Cam 40 Lobby S Bathroom / Hallway (fr/S view) . (1) 2MP Indoor Dome with IR to replace Cam 02 PS Lvl 1 S Entrance / Elevator . (1) 2MP Indoor Dome with IR to replace Cam 08 Parking Structure Lvl 2 S Elevator / Entrance • (1) 6MP Outdoor Bullet with IR to replace Cam 15 PS Lvl 3 S Wall • (1) 6MP Outdoor Bullet with IR to replace Cam 19 PS Lvl 3 NW Wall • (1) 6MP Outdoor Bullet with IR to replace Cam 22 Probing Area (fr/ Bus Island) • (1) 6MP Outdoor Bullet with IR to replace Cam 29 Bus Parking Mid • (1) 2MP Indoor Dome with IR to replace Cam 31 N Annex Interior 1 • (1) 2MP Indoor Dome with IR to replace Cam 34 N Annex Interior / Counting Room • (1) 2MP Indoor Dome with IR to replace Cam 35 Lobby Counter / Interior 1 • (1) 2MP Indoor Dome with IR to replace Cam 36 Lobby SW Door / Interior 2 Provide, install, terminate, test and label (1) CAT6 data cable to (4) new camera locations on transit station island in front of station. Provide, install and configure (4) 4MP Outdoor Bullet cameras to cover island in front of station. Migrate remaining cameras over to ACC system. Assumptions: Work will be completed during normal business hours. There is available power to charge lift onsite. Cameras will stream back to server over fiber. Exclusions: High Voltage Electrical Permitting Subtotal: $11,130.00 Quest Technology 9000 Foothills Blvd Suite 100 Roseville, CA 95747 Page: 3 of 5 Management R J TECHNOLOGY MANAGEMENT Shipping Description Freight Charges Shipping will be added at the time of the bill. Sales Tax Price Qty Ext. Price $0.00 1 $0.00 Subtotal: $0.00 Sales tax to be added and calculated per current state and local municipalities rates at time of invoice. Quest Technology 9000 Foothills Blvd Suite 100 Roseville, CA 95747 Page: 4 of 5 Management TECHNOLOGY MANAGEMENT Transit Station Camera Takeover + Migration .= Quest Technology Management Bill Dickens (916) 338-7070 ' Bill_Dickens@questsys.com Quote Summary Description Products Project City of Lodi 24 S. Sacramento Street Lodi, CA 95240 Benjamin Buecher (209) 333-5548 bbuecher@iodi.gov Quote #: 016732 Version: 3 Delivery Date: 10/31/2022 Expiration Date: 12/08/2022 Amount $42,161.37 $11,130.00 Total $53,291.37 Quest is hereby authorized to furnish all materials and labor to complete the work specified in this proposal, for which 1/we agree to pay the contract price mentioned in this proposal, and according to the terms thereof. In the event that an action at law or in equity is brought in any public court or private dispute resolution forum to enforce or interpret the terms of this agreement, the prevailing party shall be awarded reasonable attorneys' fees, photocopying expenses, etc. I/we have read and agree to the provisions contained herein, and in any attachments that are made a part hereof and are described in the proposal. Quest Technology Management Signature: Name: Bili Dickens Title: Physical Security Engineer Date: 10/31/2022 City of Lodi Signature: Name: Benjamin Buecher Date: Shipping and Sales tax to be added and calculated per current state and local municipalities rates at time of invoice. Signature: Name: Benjamin Buecher Date: Guest Technology 9000 Foothills Blvd Suite 100 Roseville, GA 95747 Page: 5 of 5 Management RESOLUTION NO. 2022-295 A RESOLUTION OF THE LODI CITY COUNCIL AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO.1 TO THE PROFESSIONAL SERVICES AGREEMENT WITH QUEST MEDIA AND SUPPLIES, INC., OF ROSEVILLE, FOR TRANSIT DIVISION VIDEO SURVEILLANCE SYSTEM LICENSING AND EQUIPMENT REPLACEMENT WHEREAS, the Transit division currently relies on an outdated video surveillance system that was purchased in 2017; and WHEREAS, the current system has inadequate retention capability for storing video and offers poor video quality, rendering many captured images useless. The cameras and the back- end hardware are beginning to fail; and WHEREAS, on August 17, 2022 the Council adopted a resolution authorizing the City Manager to execute a Professional Services Agreement with Quest Media and Supply, Inc., of Roseville for the purchase and installation of video surveillance system and maintenance plan; and WHEREAS, this project was included as a capital improvement project in fiscal year 2022/23 and will be funded with Transportation Development Act funds. 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 Quest Media and Supplies, Inc., of Roseville, California, for the Transit Division's video surveillance system licensing, installation, and equipment replacement, in the amount of $55,000; and BE IT FURTHER RESOLVED, pursuant to Section 6.3q of the City Council Protocol Manual (Res. No. 2019-223), the City Attorney is hereby authorized to make minor revisions to the above -referenced document(s) that do not alter the compensation or term, and to make clerical corrections as necessary. Date: December 7, 2022 I hereby certify that Resolution No. 2022-295 was passed and adopted by the Lodi City Council in a regular meeting held December 7, 2022, by the following vote: AYES: COUNCIL MEMBERS — Hothi, Khan, Kuehne, Nakanishi, and Mayor Chandler NOES: COUNCIL MEMBERS — None ABSENT: COUNCIL MEMBERS — None ABSTAIN: COUNCIL MEMBERS — None OLIVIA NASHED City Clerk 2022-295