Resolution No. 6940
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RESOLUTION NO. 6940
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A RESOLUTION OF THE CITY COUNCIL OF THE CITY
OF VERNON APPROVING AND AUTHORIZING THE
EXECUTION OF AN AGREEMENT FOR BUSINESS LICENSE
SERVICES BY AND BETWEEN THE CITY OF VERNON AND
HDL SOFTWARE, LLC PROVIDING FOR A BUSINESS
LICENSE SOFTWARE SYSTEM
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WHEREAS, the City of Vernon issues approximately 1600
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business licenses annually; and
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WHEREAS, HdL Software, LLC ("HdL") has developed a
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software system that processes applications, calculates license
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fees and prints licenses; and
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WHEREAS, HdL has submitted a proposal to the City of
Vernon for a menu driven Business License Software System which
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includes maintenance and processing of business licenses,
conversion and implementation, customized software and maintenance
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thereof, management support, and a license to use such Business
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License Software; and
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WHEREAS, Bruce V. Malkenhorst, Director of Finance, has
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recommended the retention of the firm of HdL Software, LLC to
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implement its Business License Software System in accordance with
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the proposed "Agreement for Business License services"; and
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WHEREAS, the proposed Agreement requires a one-time
software license fee in the amount of $5,000.00 for the first
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operating year and an annual fee of $2,000 thereafter; and
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WHEREAS, HdL's anticipates a period of 120 days for
implementation and conversion of the city's records at the HdL
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laboratories with the first operating year to begin thereafter;
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and
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1 WHEREAS, the City council of the city of Vernon desires
2 to enter into an agreement with HdL Software, LLC for its
3 customized Business License Software System.
4 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF
5 THE CITY OF VERNON AS FOLLOWS:
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SECTION 1: The City Council of the City of Vernon
7 hereby finds and determines that the recitals contained
8 hereinabove are true and correct.
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SECTION 2: The City Council of the city of Vernon
10 hereby approves the Agreement for Business License Services, a
11 copy of which has been presented to the city Council concurrently
12 with this resolution, and the City Council hereby orders said
13 Agreement to be received and filed by the City Clerk.
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SECTION 3: The City council of the city of Vernon
15 hereby authorizes the Mayor and the city Clerk to execute said
16 Agreement for, and on behalf of, the City of Vernon.
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SECTION 4: The City Clerk of the City of Vernon shall
18 certify to the passage of this resolution, and thereupon and
19 thereafter the same shall be in full force and effect.
20 APPROVED AND ADOPTED this 22nd day of April, 1997.
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ATTEST:
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BRUCE V. MALKENHORST, city Clerk
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STATE OF CALIFORNIA )
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COUNTY OF LOS ANGELES )
I, BRUCE V. MALKENHORST, city Clerk of the City of
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Vernon, do hereby certify that the foregoing Resolution, being
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Resolution No. 6940, was duly adopted by the City Council of the
City of Vernon at an adjourned regular meeting of the City Council
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duly held on Tuesday, April 22, 1997, and thereafter was duly
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signed by the Mayor of the City
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BRUCE V. MALKENHORST, City Clerk
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(SEAL)
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AGREEMENT FOR BUSINESS LICENSE SERVICES
This agreement is made and entered into as of the ~ 11- '- day of n7 ~ '
1997, by and between the City of Vernon, a municipal corporation, hereinafter referred to as
City, and HdL Software, LLC, a California corporation, hereinafter referred to as HdL. This
agreement includes the proposal for Business License System, City of Vernon, and the cover
letter dated January 2, 1997 which are incorporated herein by reference.
A. BUSINESS LICENSE SOFfW ARE.
HdL shall provide the City with an easy to operate, menu driven Business License
Software System which includes the following capabilities:
1. Maintenance and processing,
a. The software will store, print and process all business license records, including
annual licenses and those which may be issued on a daily, monthly, quarterly or
semi.annual basis. It will process licenses for businesses based on any number of
City determined factors including, but not limited to, gross receipts, number of
employees, coin-operated devices, and number of vehicles,
b, The software will allow easy data entry of the information contained in business
license applications, Based on business type and rate tables, it will calculate fees
and print licenses, It will track unrenewed licenses and print renewal notices at
the end of the license period, which contain specific calculation instructions based
on business type and rate type, Delinquent notices will be generated, which
include the calculation of late fees ~d penalties, The system will generate a
journal entry for entering business license payments into the accounting records.
c, The software provides a tracking system to insure that businesses have received
the appropriate approvals and permits from various city departments,
d, The software contains data fields for the entry of other business related
information such as emergency contact name and address, alarm company or
patrol company information. SIC codes, and room or building capacity,
e. The system will maintain business license history for active and closed businesses
including prior fees, receipts and business characteristics, The amount of history
to be stored will be determined by the City and is dependent on the available free
space on the City's computer,
f, Users will be able to make inquiry into the data set in a variety of ways, by license
number, business name, owner name, address, telephone number, vehicle license
number and key word,
2. Additional audit features: . HelL intends to enhance the business license software with
the ability to cross check against other data sets available through HelL, such as sales
tax and property tax, telephone directories and membership directories of state
organizations, This will assist the City in detecting unlicensed businesses and/or
incorrectly licensed businesses. These additional features will be added as developed
at no additional cost.
3, Reports, A variety of reports are available, in standard format and on an ad hoc basis,
including, but not limited to, report~ by business name, address, or type, mailing
labels and the mandated reports to the Franchise Tax Board on magnetic media, The
system will also permit the export/import of data for use on laptop computers by field
inspectors, The software will allow the generation of a variety of management
reports, for example by geographic area, SIC code arid/or amount of business license
revenue paid,
Agreement for Business Licenses Services
Page # 2
4. Security. The system allows for user defined levels of security and confidentiality
through the use of passwords.
5, Omzoin2 software up2rades are provided as part of the annual maintenance fee.
B. MANAGEMENT SUPPORT
HdL is available to assist the City in evaluating current policies and procedures to
enhance the audit, collection and enforcement of the City's business license taxes.
Examples may include the redesign of fonns and/or reports, and strategies for improving
communication with the business community as well as other City departments that are
involved in the business license process.
C, CONVERSION AND IMPLEMENT A TION
1. HdL will convert the City's existing business license data to HdL program flIes, using
the computer systems and technology at HdL offices in Diamond Bar. HdL will build
the tables for the City (rate tables, business type tables, SIC code tables, etc.) (If rates
or business types change in the future, or new ones are created, the tables are
maintainable by the City,)
The City agrees to provide current business license data infonnation in machine
readable fonnat. If this is not possible, there may be an additional charge for
manually converting the data. The work will be done on a time and material basis in
consultation with the City.
2. The new data set created during this process will be verified and audited for
inconsistencies between existing data and the rate tables and business type tables
using HdL's computerized systems. Audit exceptions will be provided to the City for
follow up,
Agreement for Business Licenses Services
Page # 3
3. The new data set and software will be installed on the City's designated standalone
computer or computer network, The program will be integrated with the HdL sales
tax program, currently being used by the City, If the City uses the HdL property tax
program, it will also be integrated with the business license system,
4. Training will be provided for the business license staff at the time of installation, A
four hour training session is anticipated. Trained HdL staff will be available for any
follow up needed either by telephone or in person as part of our ongoing maintenance
and support,
5. User manuals will be provided,
D. HARDWARE REQUIREMENTS
The business license software will be installed on hardware supplied by the City, The
HdL business license software is a Windows application requiring Microsoft Windows
3.1 or higher, ,.
1, A PC compatible 486DX2 or Pentium system is required, with 8 MB of memory and
a VGA monitor, The amount of free space'required on the hard drive is dependent on
the number of licenses and the extent of the history maintained, but will range
typically from 35MB to 50MB,
2, In a network environment, the server must be a dedicated server. The software will
operate with all currently existing network software,
3, The software is designed to work with a basic laser printer or higher,
E, ACCEPTANCEOFTHESOFnWARE
The scheduled date of acceptance of the software by the City is the date when all data has
been converted, all tables have been built. and licenses, renewals and reports can be
Agreement for Business Licenses Services
Page #I 4
generated. It is anticipated that this date will be 120 days or less from the date of the
contract execution. The acceptance date will become the anniversary date for software
maintenance and customer support.
F, SOFIW ARE MAINTENANCE AND CUSTOMER SUPPORT
HdL will provide ongoing software upgrades and updated data from HdL's proprietary
data sets and cross-directories to assist the City in its audit work. HdL's standard
maintenance and customer support includes telephone support as needed by the City and
up to twelve hours of onsite support annually.
The first year maintenance and support is provided at no cost. There is an annual
maintenance fee beginning the second year, See Paragraph I "Compensation" for the fee
schedule,
G. CUSTOMIZATION
The business license software is a "table driven" system and has been developed to meet
almost all of the needs of a City with regard to the management, processing and reporting
of business licenses, However, should the need occur, HdL is available to provide
custom enhancements on a time and material basis, No work shall be performed by HdL
without the prior approval of the City, See Paragraph I "Compensation" for the fee
schedule.
H, SOFIW ARE UCENSE
1. License. HdL hereby provides a license to the City to use HdL's Business License
Software, The software shall only be used by the City, The City shall not sublet,
duplicate, or modify said software. The software shall be returned to HdL at the time
the license expires, which is the last day of the last year for which the annual
maintenance fee has been paid by the City to HdL, The license granted hereunder
shall not imply ownership by City of said software, rights of the City to sell said '
Agreement for Business Licenses Services
Page # 5
software, or rights to use said software for the benefits of others. This license is not
transferable.
2, City data, HdL acknowledges that the business license data is the property of the
City. At the termination of this Agreement, the business license data will be available
to the City in machine readable format.
3. Proprietary information. As used herein, the term "proprietary information" means
any information which relates to HdL's computer or data processing programs; data
processing applications, routines, subroutines, techniques or systems, or business
processes, City shall hold in confidence and shall not disclose to any other party any
HdL proprietary information in connection with this Agreement or otherwise learned
or obtained by the City in connection with this Agreement. The obligations imposed
by this Paragraph shall survive any expiration or termination of this Agreement. The
terms of this section shall not apply to any information which is public information,
HdL shall holtl in confidence and shall not disclose to any other party any City
business license data in connection with this Agreement or otherwise learned or
obtained by HdL, The obligations imposed by this Paragraph shall survive any
expiration or termination of this Agreement. The terms of this section shall not apply
to any information which is public information,
1. COMPENSATION
Software license fee, The one time software license fee shall be $5,000 which is
based on 1,600 business licenses issued annually, Our first year fee is based on the
number of licenses due primarily to the amount of conversion work required. 50% of
this amount shall be due and payable within thirty days of the effective date of this
Agreement and the remaining 50% within thirty days of the date of acceptance of the
software by the'City as set forth in Paragraph E.
Agreement for Business Licenses Services
Page # 6
1, Annual maintenance and customer support fee, There is no charge for the first year
maintenance and customer support measured from the anniversary date, The annual
maintenance fee shall begin at the second year (which includes software upgrades and
support to your staff) and shall be as follows:
Standalone: $ 2,000 for 1 user
Plus 800 for each additional user
Network: $ 2,000 for the 1st user
Plus 800 each additional user
Maximum of $ 5,000
The City's maintenance fee will be based on one primary user who will be the City's
contact person for HdL, There will be no charge for the supervisor, a temporary or
seasonal employees, or those who have inquiry rights only.
The fee will be increased each year in an' amount equal to the increase in the most
recently published Consumer Price Index for the surrounding statistical metropolitan
area, all urban consumers. The maintenance fee will be invoiced each year by HdL
and shall be due and payable within thirty days of the date of the invoice.
3, Customizing services. The business license software is a "table driven" system and
has been developed to meet almost all of the needs of a City with regard to the
management, processing and reporting of business licenses, However, should the
need occur, HdL is available to provide custom enhancements to the business license
software on a pre-determined time and materials basis, No work shall be performed
without prior written approval of the City, Fees for these services are as follows:
Principal
Principal programmer
Associate
Associate programmer
Secretarial/Administrative
$ 135 per hour
135 per hour
85 per hour
85 per hour
35 per hour
Agreement for Business Licenses Services
Page # 7
4, SB 90 reimbursement. Certain costs associated with the Business License Software
may be eligible for reimbursement under the provisions of SB 90, HdL will assist the
City and/or its consultant in preparation of the SB 90 claim.
K, TERMINATION
This Agreement may terminate each year upon written notice thirty days (30) days prior
to the anniversary date of the Agreement. Upon termination. the software license shall
expire and the software shall be returned to HdL,
L. INDEPENDENT CONTRACTOR
HdL shall perform the services hereunder as an independent contractor. No agent.
representative or employee of HdL shall be considered as an employee of the City,
M, NON-ASSIGNMENT
This Agreement is not assignable either in whole or in part by HdL or the City without
the written consent ofthe other party.
N, GOVERNING LAW
The laws of the State of California shall govern the rights. obligations. duties and
liabilities of the parties to this Agreement and shall also govern the interpretation of this
Agreement.
0, INDEMNIFICATION
HdL shall indemnify and hold harmless City and its officers. officials and employees
from any liability for damage or claims for personal injury. including death. as well as
from claims for breach of confidentiality or property damage. including attorney fees.
which may arise out of the performance of the work described herein. caused in whole or
in part by any negligent act or omission of HdL. its officers. agents and employees under
this Agreement.
Agreement for Business Licenses Services
Page 4# 8
City shall indemnify and hold harmless HdL, its officers, agents and employees. from any
liability for damage or claims for personal injury. including death. as well as from claims
for breach of confidentiality or property damage which may arise from City's negligent
acts. errors or omissions under this Agreement. City agrees to and shall defend HdL and
its officers. agents and employees from any suits or actions at law or in equity for damage
caused. or alleged to have been caused. by reason of any of the aforesaid negligent acts.
errors or omissions,
Agreement for Business Licenses Services
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P. NOTICE
All notices required by this Agreement shall be given to the City and to HelL in writing,
by personal delivery or first class mail postage prepaid, addressed as follows:
City CITY OF VERNON
4305 Santa Fe Avenue
Vernon, CA 90058
HelL HdL SOFrW ARE, LLC
1340 Valley Vista Drive, Suite 200
Diamond Bar, California 91765
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed on the
date first above written by their respective officers duly authorized in that behalf.
CITY:
CITY OF VERNON
.%~d/~.J.
~ ~~nis C. Malburg, Mayor
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City Clerk Bruce V. Malkenhors t
APPROVED AS TO FORM:
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City Attorney .
HdL:
HdL SOFTWARE, LLC
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Agreement for Business Licenses Services
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CITY COUNCIL DAVID B. BREARLEY
City Attorney
LEONIS C. MALBURG FAX: (818) 330-5818
Mayor
THOMAS A. YBARRA KEVIN WILSON
Mayor Pro-Tem Director of Community Services & Water
FAX: (213) 588-2761
Wm._ "BILL" DAVIS KENNETH J. DeDARIO
Councilman
Director of Light & Power
H. "LARRY" GONZALES FAX: (213) 583-1983
Councilman
DAVE TELFORD
W. MICHAEL McCORMICK Fire Chief
Councilman FAX: (213).581-1385
BRUCE V. MALKENHORST CITY HALL LOUIS ROSENKRANTZ
City Administrator/City Clerk 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058 Police Chief
FAX: (213) 581-7924 TELEPHONE (213) 583-8811 FAX: (213) 581-1178 F
May 20, 1997
Nancy E. Hicks
HdL Software, LLC
1340 Valley Vista Drive, Suite 200
Diamond Bar, .California 91765
Re: Agreement for Business License Services
Dear Ms. Hicks:
Enclosed herewith for your .records is a fully executed duplicate
original of the above-referenced agreement.
If you should have any questions, please. contact Mrs. Martha
Valenzuela.
Very truly yours,
CIT OF VERNON
Chief D ut City Clerk
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Enclosure
cc: Martha Valenzuela (w/enc.)
Finance Office Manager
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CITY COUNCIL DAVID B. BREARLEY
LEONIS C. MALBURG City Attorney
Ma or FAX: (818) 330-5818
Y
THOMAS A. YBARRA W~~N
Mayor Pro-Tem Director of Community Services & Water
FAX: (213) 588-2761
Wm. "BILL" DAMS
Councilman KENNETH J. DeDARIO
Drector of Light & Power
H. "LARRY" GONZALES FAX: (213) 583-1983
Councilman
DAVE TELFORD
W. MICHAEL McCORMICK
Councilman Fire Chief
n FAX: (213) 581-1385
BRUCE V. MALKENHORST CITY HALL LOUIS RosENKRANTZ
City Administrator/City Clerk 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058 Police Chief
FAX: (213) 581-7924 TELEPHONE (213) 583-8811 FAX: (213) 581-1178
April 10, 1997
City Council
City of Vernon
Honorable Members:
At their meeting held March 24,.1997, the Finance Committee approved
entering into an Agreement for Business License Servic
Software, LLC cont"ingent upon t e City At.torney's approval of the
agreement. The agreement has been reviewed by the City Attorney, and
it is hereby recommended that said agreement be approved and executed.
Veri~
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Bruce V: Malkenhorst
City Clerk
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OFFICE 1~E1~OIZAN®uM
FINANCE DEPARTMENT
DATE: April 3, 1997
TO: David Brearley, City Attorney
FROM: Martha Valenzuela, Finance Office Manage '~~'I
SUBJECT: Contract Agreement/Business License System
The Finance committee approved on March 24, 1997 the purchase of a new Business License
software program from Hinderliter de Llamas & Associates (HdL).
Faxed is a copy of the Business License agreement contract between the City of Vernon and HdL
for your review and approval.
Please expedite this review because any further action is contingent upon your approval.
Thank you.
CITY COUNCIL ~ DAVID B. BREARLEY
LEONIS C. MALBURG City Attorney
Mayor FAX: (818) 330-5818
THOMAS A. YBARRA WILSON
Mayor Pro-Tem Director of Community Services & Water
FAX: (213) 588-2761
Wm. "BILL" DAMS
Councilman KENNETH J. DeDARIO
Director of Light & Power
H. "LARRY" GONZALES FAX: (213) 583-1983
Councilman
DAVE TELFORD
W. MICHAEL McCORMICK
Fire Chief
Councilman FAX: (213) 581-1385
BRUCE V. MALKENHORST CITY HALL LOUIS ROSENKRANTZ
City Administrator/City Clerk 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058 Police Chief
FAX: (213) 581-7924 TELEPHONE (213) 583-8811 FAX: (213) 581-1178
April 10, 1997
City Council
City of Vernon
Honorable Members:
At their meeting held March 24, 1997, the Finance Committee approved
entering into an Agreement for Business License Services with HdL
Software, LLC contingent upon the City Attorney's approval of the
agreement. The agreement has been reviewed by the City Attorney, and
it is hereby recommended that said agreement be approved and executed.
Very truly you/rs, G~''_
ii~ l/
Bruce V. Malkenhorst
City Clerk
BVM/hr