Resolution No. 96831
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RESOLUTION NO. 9683
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A
-LETTER AGREEMENT BY AND BETWEEN THE CITY OF VERNON
AND KAMSOL, INC., DBA EDGE SOLUTIONS GROUP FOR
INFORMATION TECHNOLOGIES CONSULTATION SERVICES
WHEREAS, Edge Solutions Group is a dba of Kamsol, Inc., a
California Corporation ("ESG"); and
WHEREAS, ESG has provided technology consulting and project
management services to the IT division of the City's Light'& Power
Department in the past on a month -to -month basis at a not to exceed
amount of $5,500.00 per month; and
WHEREAS, the Director of Light & Power has recommended that
ESG provide ongoing support and technology consulting services
including, but not limited to, network implementation, custom database
and/or software development, general support and maintenance of
information technology system, remote helpdesk, IT security support
and other related services; and
WHEREAS, because of ESG's knowledge of the City's computer
network, the Director of Light & Power has determined that ESG is able
to provide the information technology services now required by the
City in a more efficient and effective manner; and
WHEREAS, the Director of Light & Power is requesting the
services of ESG for an expected term of one (1) year for the sum of
$5,000.00 per month; and
WHEREAS, the City Council of the City of Vernon has
determined that, pursuant to the provisions of subsection (a) of
1 Section 2.27 of the Vernon City Code, it is in the public interest and
2 necessity to enter into a Letter Agreement with ESG, to enhance
3 services provided to the Vernon community.
4 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
5 CITY OF VERNON AS FOLLOWS:
6 SECTION 1: The City Council of the City of Vernon hereby
7 finds and determines that the recitals contained hereinabove are,true
8 and correct.
9 SECTION 2: The City Council of the City of Vernon hereby
10 approves the Letter Agreement with ESG, a copy of which in
11 substantially the same form as the copy which is attached hereto as
12 Exhibit A and incorporated by reference.
13 SECTION 3: The City Council of the City of Vernon hereby
14 authorizes the Mayor or Mayor Pro-Tem to execute said Agreement for,
15 and on behalf of, the City of Vernon and the City Clerk is hereby
16 authorized to attest thereto.
17 SECTION 4: The City Council of the City of Vernon hereby
18 authorizes the City Administrator, or his designee, to make whatever
19 nonsubstantive, administrative and/or text changes, upon advice of
20 counsel, to the Agreement.
21 SECTION 5: The City Council of the City of Vernon hereby
22 directs the City Clerk, or her designee, to transmit one fully executed
23 Agreement to:
24 Edge Solutions Group
Attn: Michael Kamen
25 11500 Olympic Blvd.
26 Los Angeles, CA 90064
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SECTION 6: The City Clerk of the City of Vernon shall
certify to the passage of this resolution, and thereupon and
thereafter the same shall be in full force and effect.
APPROVED AND ADOPTED this 4th day of August, 2008.
AT EST:
IL
MA&ALA GIRON, Ci y Clerk
Name: Leonis C. Malburg
Title: Mayor / -Ma
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STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, MANUELA GIRON, City Clerk of the City of Vernon, do hereby
certify that the foregoing Resolution, being Resolution No. 9683, was
duly adopted by the City Council of the City of Vernon at a regular
meeting of the City Council duly held on Monday, August 4, 2008, and
thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of
Vernon.
(SEAL)
MANUELA GI ON, City Clerk
- 4
EXHIBIT A
EDGE
solutions group ➢ turning IT challenges into business advantage
June 9, 2005
Carlos Fandino
City of Vernon
4305 Santa Fe Avenue -
Vernon, CA 90058
Re: City of Vernon
Technology Consultation Services Engagement Agreement
Dear Carlos:
This will serve to confirm our understanding and agreement whereby you have retained
Edge Solutions Group (ESG) to perform information technologies consultation services.
Edge Solutions Group is a DBA of Kamsol, Inc., a California Corporation.
Our scope of work will consist of on -going support for your payroll and/or IT staff in matters
related to processing and data integration related to your payroll systems. Additionally, at
your request, we may provide ongoing support and technology consultation for your existing
network, server and computer systems, helpdesk and consultation services related to
acquisition and implementation of new technology.
In addition to the above we will provide the additional ongoing services in accordance with
the billing guidelines outlined in this agreement:
1. Network implementation.
2. Custom database and/or software development services.
S. General support and maintenance of your information technology (IT) system.
4. Remote helpdesk and support.
5. IT security consulting and support.
6. Other services as agreed upon.
Client Scheduling
Clients.are scheduled for service and support calls based upon the following classifications:
115.00 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 - Fax 310-499-9510
hitp://www.EdgeSG.com
To: Carlos Fandino
Re: Technology Consultation Services Engagement Agreement
June 9, 2008
Page 2
1. Multi-user systems down with all or most users unable to work.
2. Multi-user systems down with an important task or terminal not functioning.
3. Single user systems not operating.
4. New committed installations.
5. System upgrades or enhancements.
6. Client Meetings re: system upgrades or enhancements.
Clients will be provided with an estimated time to expect the service call. It is necessary to
limit our time predictions to AM or PM due to the nature of on -site service calls. We will
attempt to contact you if we will be later than the expected time. We will reschedule you for
the next available appointment time.
On -Site Support and Travel Time
On -site support is available when we are unable to rectify a problem via phone, or remote
connection. Travel time will be billed at standard billing rate, round trip from our Los -
Angeles office to your office.
Remote Connection - Web/Modem or Phone Support
We will also be available by remote connection and for phone support. All time to research,
duplicate, test or respond to the question is chargeable. Multiple_ calls regarding a similar
topic may be combined into one charge. Minimum charge for Web, modem and phone
support is 0.25 hours.
Billing olicies
Our services will be furnished and billed on an hourly basis. Hourly rates vary depending
on the individual billing rates of the firm members and are subject to possible increases
during -the course of this engagement. Our billing rates do not include any out-of-pocket
expenses, which are additional. charges. Please see the attached billing rates sheet for
listing of our current rates.
Payment is due upon presentation. We reserve the right to withdraw from this engagement
if your account balance is not paid in full when due.
A late charge of IY2 %, or the maximum allowed by law, whichever is less;• will be assessed
on any unpaid balance over 30 days. All orders and larLe systems require a deposit with the
balance due COD or Pre -Approved Lease Agreement with deposit.
Statements will be rendered to you as follows:
1. Invoices for Equipment, Software and Supplies. Invoiced at purchase
2. Invoices fox Labor Services (Time and Billing). Invoiced semi-monthly
11500 Olympic Boulevard, Los Angeles, CA 90064 - Phone 310-499-4929 - Fax 310-919-3189
htip://www.EdgeSG.com
To: Carlos Fandino
Re: Technology Consultation Services Engagement Agreement
June 9, 2008
Page 3
3. Statement with summaries of invoices' and payments. Monthly Statement
Equipment, Software and Supplies invoices are generated at time of purchase and delivery
and are due and payable in full at that time. They include a product description, quantity,
amount, extension and serial numbers if applicable. Amounts listed on product and system
invoices are for merchandise invoiced only. Delivery, installation, set-up, training and
support will be invoiced separately via time and billing.
Time and billing invoices represent services performed by ESG employees through the
billing period. A separate invoice is generated 'for each specific project or client matter.
Each invoice will include the date of service, individual performing the work, service
description and comments, number of hours, hourly rate, and total amount billed for all
work performed. These invoices will include billings for travel time,. on -site support and
training, phone support, remote support, pickup and delivery, installation, set-up,
consultation, research, duplication of problems, custom programming, system design and
system testing. These charges are invoiced on a semi-monthly basis. Please refer to the
ESG Billing Rates schedule for the current staff billing rates. These rates are
subject to changes. Any work done before or after normal business hours or on
weekends for client convenience is subject to 1 % times our normal hourly rate.
Any work done on a holiday is subject to 2 times our normal hourly rate.
Employee Billing Rates are assigned based upon the employee experience and
product knowledge.
Monthly statements are generated for accounts with a non -zero balance. The statement
provides a list of all invoices open during the month. The bottom section of the statement
provides an account aging. In addition, late charges for invoices beyond their terms will be
assessed on the statement.
The obligation for payment of our fees is your direct responsibility. Our fee is not
contingent on the results obtained, as we do not warrant or predict results or final
developments in this matter due to the unknown condition of your existing systems.
Additional time may be required to finalize and correctly configure systems and/or software
purchased through ESG or pursuant to recommendations by ESG to ensure full
compatibility or interoperability with your existing systems.
Billing Rates
Our billing rates are based -upon the employee providing the service. These rates will vary
to the skills of the employee. We attempt to provide you with an employee trained to correct
the problems as described by.you. Due to unforeseen problems, our employees may need to
contact the office or manufacturer support staff for additional assistance. On such occasions
you may be billed for both employees. Please refer to the ESG Billing Rates schedule for the
current staff billing rates. These rates are subject to changes. Billing. rates set forth in sales
11500 Olympic Boulevard, Los Angeles, CA 90064 - Phone 310-499-4929 • Fox 310-919-3189
http://www.EdgeSG.com
To: Cados Fandinm-a
Hv: Technology t'•nnsulttrtiOn Sorvices PngtagemmA Agmemant
<June J, 2008
1.'rage q.
orders or wwk order m ill not cIralgwe for Chat project.. Any work dono before or aaftt-tr norrrmal
businesb hours or on weekends for client; convenience is subject to I % times our normal
hourly- rate, Any work done on a holiday is wubject to 2 tinius our norrnkal hourly rate.
Employee Rilli.ng R rtes are nsAgne.d basmi upon Ile emphyet, experience and project
knowledge,
Product �i'; y ants SmggTMTlc.tTt
Each mzanufacturor warrunp its product agwinst UK& in materials and workroansh_ap for
:a specific period of time. If you have a question regarding I:he warranty twins or t)eeiod con a
Prmrf UCt, ple.)se r'eviow mhe product warranty -matenwnt or conl_acrf, our sale,-) 41:saff for
additionA wo.rranty inNrmat.ion, In the event, it W.-comes nm c c s5ary to obtain warranl.y
service, products must he retornad to a tic,ility designated by the mnnuf„utu.rei%
I SG does not extent( at prodwA warranty, but nm. vt. ;ts all Agent fijr tale m anul'aacturer.
Any defecmive part supplied by ESO mny be returned to ESG with an RAIA number. The
authoriMd IVUJrn Should he insured, freight prop aid, and securely paclaged for shipn mit
to ESC. RSG will r4place or repair the part under the terna of the m anufrra;tumPs
watrrirrty ESG will i.nvoic;e for our services, including travel, dirrgnosis ,and replacement
Inbor related Ware dAguosis, terpaix or rep lsrrement of a deAuk ive part. Doting the frto : 90
days of n fuH ray atom hard -ware installation Ant the client: +,u•as invoiced for sy aeni setup.
tcsHnt and inst,rUnhon, I&M, aatay extend t,lae ntanuf.icture ': warranty trl include un- ite
,service,
)��_Ytlaa57C5ntt
`I'ho above warranty shall o0l: al)ply to dcfc:cas resulting Intro) irnpl-OpUr ur inArlUctuate
maintenance or backup by the Customer. customer supplied goftwure, lia:rdw+ jru or
1_nterforin;;, an.authorized modifications or nairmaase. operation outside of the environmental
spec=ifica►tions firr the prcrmhwtor All.woper site proparation and maintenanc_o.
IN NO l+lt'EN-T WILf_, ESCI BE IJABLE FOR I1111t'LkGV'8, LOST la,WENUL:, 1,081'
WA.UES, LOST SAVINc;S OR ANY OTHER la mar, INDMECT, S1'iX:LAL.
1NC.'TT EN'.VA.L OR CONS I±iZUJ NTIAL DA-N,-TAGES A13.I`ING PROM, TILL PU;HCF-1A8E,
USE, OR INABILITY TO USE A SOLD PRODUCT, lOa, EN IV LSCI ITAS BEEN ADVISED
OF TITE POSS[BILi'1Y OF SUCH I)ANIAGES. IN NO EVENT WII,1, Lei(, TIP, T.Lt'1B.LK
FOR I)N,1AGl)S lZKSI.,JMNG FROTV1 C'ORIT. PTTON OR JOSS OF C101vli?UTIOR
To: Carlos Fandino
Re: Technology Consultation Services Engagement Agreement
June.9, 2008
Page 5
Warranty work does not include a change to the original work specifications of
requirements or additional work not.originally charged to the client. There will be a
charge for all new work or work related to recovering lost or corrupted data.
Products that worked together in the past may now be incompatible, due to added features
or upgrades. When adding a feature or upgrading a product, we will attempt to determine
that the system is operating correctly. However, prior to signing the work order
completion, please test normal work functions. There will be a charge if
additional service calls are required.
ESG MAKES NO OTHER WARRANTY, EITHER EXPRESSED OR IMPLIED, WITH
RESPECT;TO ANY PRODUCT SOLD, OTHER THAN THE WARRANTY GIVEN BY THE
MANUFACTURER. ESG SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES,
EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE AS TO ANY PRODUCTS OR SERVICES PROVIDED TO CLIENT.
Any controversy, claim, or dispute relating to our unpaid fees for professional services and
costs rendered under this Agreement shall be submitted for binding arbitration to the
American Arbitration Association, or like organization in accordance with the prevailing
dispute resolution rules of the organization, with the place of hearing being the City of Los
Angeles, County of Los Angeles, State of California, unless we elect to pursue collection in
Small Claims Court, City of Los Angeles, County of Los Angeles. The prevailing party may
be entitled to reimbursement for all arbitration costs. Should you contend that any services
were performed improperly or below the standard of care you must raise that defense in the
arbitration proceeding as an offset to, or reduction, discharge or complete elimination of the,
fees we contend you owe.w In the event the arbitrator eliminates all of our fees and you still
believe you have a cause of action not yet satisfied you may bring such action in a Court of
Law for affirmative relief. However, if the arbitrator determines that your claim does not
exceed our contended fees you then will be prevented from bringing the same contention in
any separate civil action.
"No -Hire" Clause
Client also agrees that in order to prevent, disruptive practices, which may harm the
business of ESG during the course of our services under this agreement, and for a period of
one year thereafter, neither party will solicit or attempt to hire any employee or consultant
working for the other party. Client and ESG agree that if a party solicits or attempts to hire
any employee or consultant working for the other party, because the damages would be
difficult and impracticable to ascertain, the equivalent of the employee's last annual
compensation shall constitute a fair and reasonable estimate of those damages. The parties
waive any right to claim that such amount is not _fair and reasonable. The parties agree
that the recovery of such amount shall constitute its sole right, remedy and recourse for the
violation of the prohibitions contained in this paragraph.
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 • Fax 310-919-3189
hftp://www.EdgeSG.com
To: Carlos Fandino
He: Technology Consultation Services Engagement Agreement
June 9, 2008
Page 6
In Summary
In the event of a question or concern regarding a product, invoice or statement, please
contact us immediately. If you wait 30 days before contacting us, the exact nature and
purpose of services or equipment rendered may be more difficult to determine.
ESG is dedicated to serving the needs of every client, by providing systems and consulting
services and support. We shall try very hard to keep you a satisfied customer. We look
forward to serving you in every way possible. We would like to take this opportunity to
express our sincere appreciation for choosing ESG for your technology consultation and
implementation needs.
Please do not hesitate to contact us if we may be of assistance with our invoicing and billing
procedures, or if we can clarify any issues or concerns regarding the services we provide.
I£ the above accurately sets forth the terms of our engagement, please so indicate by signing
below and returning this agreement to ESG.
Sincerely,
Michael Kamen
Edge Solutions Group
AGREED TO AND ACCEPTED BY:
Attest:
Manuela Giron, City Clerk
Date:
Approved as to Form
Jeff A. Harrison, City Attorney
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 • fox 310-919-3189
htip://www,EdgeSG.com
EDGE
solutions group
➢ turning IT challenges into business advantage
Edge Solutions Group
Billing Rates
Effective July 1, 2008
Michael Kamen $275
Senior Staff $170 - 225
Junior Staff $125 - 150
Admin Support Staff $80 - 120
For the purposes of this engagement, Michael Kamen's rate
is reduced to $150 per hour
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 • Fax 310-499-9510
http://www.EdgeSG.com
�i
ry y
{ � tHbe
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
Excfusive(y Industriaf
EDGE
solutions group ➢ turning IT challenges into business advantage
June 9, 2008
Carlos Fandino
City of Vernon
4305 Santa Fe Avenue
Vernon, CA 90058
Re: City of Vernon
Technology Consultation Services Engagement Agreement
Dear Carlos:
This will serve to confirm our understanding and agreement whereby you have retained
Edge Solutions Group (ESG) to perform information technologies consultation services.
Edge Solutions Group is a DBA of Kamsol, Inc., a California Corporation.
Our scope of work will consist of on -going support for your payroll and/or IT staff in matters
related to processing and data integration related to your payroll systems. Additionally, at
your request, we may provide ongoing support and technology consultation for your existing
network, server and computer systems, helpdesk and consultation services related to
acquisition and implementation of new technology.
In addition to the above we will provide the additional ongoing services in accordance with
the billing guidelines outlined in this agreement:
1. Network implementation.
2. Custom database and/or software development services.
3. General support and maintenance of your information technology (IT) system.
4. Remote helpdesk and support.
5. IT security consulting and support.
6. Other services as agreed upon.
Client Scheduling
Clients are scheduled for service and support calls based upon the following classifications:
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 • Fax 310-499-9510
http://www.EdgeSG.com
To: Carlos Fandino
Re: Technology Consultation Services Engagement Agreement
June 9, 2008
Page 2
1. Multi-user systems down with all or most users unable to work.
2. Multi-user systems down with an important task or terminal not functioning.
3. Single user systems not operating.
4. New committed installations.
5. System upgrades or enhancements.
6. Client Meetings re: system upgrades or enhancements.
Clients will be provided with an estimated time to expect the service call. It is necessary to
limit our time predictions to AM or PM due to the nature of on -site service calls. We will
attempt to contact you if we will be later than the expected time. We will reschedule you for
the next available appointment time.
On -Site Support and Travel Time
On -site support is available when we are unable to rectify a problem via phone, or remote
connection. Travel time will be billed at standard billing rate, round trip from our Los
Angeles office to your office.
Remote Connection - Web/Modem or Phone Support
We will also be available by remote connection and for phone support. All time to research,
duplicate, test or respond to the question is chargeable. Multiple calls regarding a similar
topic may be combined into one charge. Minimum charge for Web, modem and phone
support is 0.25 hours.
Billing Policies
Our services will be furnished and billed on an hourly basis. Hourly rates vary depending
on the individual billing rates of the firm members and are subject to possible increases
during the course of this engagement. Our billing rates do not include any out-of-pocket
expenses, which are additional charges. Please see the attached billing rates sheet for
listing of our current rates.
Payment is due upon presentation. We reserve the right to withdraw from this engagement
if your account balance is not paid in full when due.
A late charge of 1Y2 %, or the maximum allowed by law, whichever is less, will be assessed
on any unpaid balance over 30 days. All orders and large systems require a deposit with the
balance due COD or Pre -Approved Lease Agreement with deposit
Statements will be rendered to you as follows:
1. Invoices for Equipment, Software and Supplies. Invoiced at purchase
2. Invoices for Labor Services (Time and Billing). Invoiced semi-monthly
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 • Fax 310-919-3189
http://www.EdgeSG.com
To: Carlos Fandino
Re: Technology Consultation Services Engagement Agreement
June 9, 2008
Page 3
3. Statement with summaries of invoices and payments. Monthly Statement
Equipment, Software and Supplies invoices are generated at time of purchase and delivery
and are due and payable in full at that time. They include a product description, quantity,
amount, extension and serial numbers if applicable. Amounts listed on product and system
invoices are for merchandise invoiced only. Delivery, installation, set-up, training and
support will be invoiced separately via time and billing.
Time and billing invoices represent services performed by ESG employees through the
billing period. A separate invoice is generated -for each specific project or client matter.
Each invoice will include the date of service, individual performing the work, service
description and comments, number of hours, hourly rate, and total amount billed for all
work performed. These invoices will include billings for travel time, on -site support and
training, phone support, remote support, pickup and delivery, installation, set-up,
consultation, research, duplication of problems, custom programming, system design and
system testing. These charges are invoiced on a semi-monthly basis. Please refer to the
ESG Billing Rates schedule for the current staff billing rates. These rates are
subject to changes. Any work done before or after normal business hours or on
weekends for client convenience is subject to 1 1/2 times our normal hourly rate.
Any work done on a holiday is subject to 2 times our normal hourly rate.
Employee Billing Rates are assigned based upon the employee experience and
product knowledge.
Monthly statements are generated for accounts with a non -zero balance. The statement
provides a list of all invoices open during the month. The bottom section of the statement
provides an account aging. In addition, late charges for invoices beyond their terms will be
assessed on the statement.
The obligation for payment of our fees is your direct responsibility. Our fee is not
contingent on the results obtained, as we do not warrant or predict results or final
developments in this matter due to the unknown condition of your existing systems.
Additional time may be required to finalize and correctly configure systems and/or software
purchased through ESG or pursuant to recommendations by ESG to ensure full
compatibility or interoperability with your existing systems.
Billing Rates
Our billing rates are based upon the employee providing the service. These rates will vary
to the skills of the employee. We attempt to provide you with an employee trained to correct
the problems as described by you. Due to unforeseen problems, our employees may need to
contact the office or manufacturer support staff for additional assistance. On such occasions
you may be billed for both employees. Please refer to the ESG Billing Rates schedule for the
current staff billing rates. These rates are subject to changes. Billing rates set forth in sales
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 - Fax 310-919-3189
http://www.EdgeSG.com
To: C ados Faracliajcr
Re: Tec:hnoloky Cloiv�vdtaatiou Services ErigillgC'.men t Agrej( `tncrnt
June J, 2008
Page 4,
clyderg or work ordevtr will not Change for that project. Any work dovo before or: =rf`wt, nortmal
bugines,fs hours or can weekends fOr elit.nt conveani[lr1co i:s's subject to I 'A, times our uorrn.:i1
1100 Iy rate, Any work done on a holidayy i:; o-rlabjee.t to `? times cur' aacarn1.1,1 11 UVJY T� t�,
Employee Bitting Rates are ba.90d upon thva eniplottoc_, oxperierxee and Project
knowledge,
r'voduct 1V;Tsn ntv St att$ Yiunt
Each anaanuf'aacturor warrxrrts its producst against de4c.t4 in rrrrrtek`kdJ tmd workmanship for
ar specific. period of t.im . If you have a question regarding tho, warri`trrtwtc.anis or period on a
peodMA, lalenNrt reViaW tlae product waavrrality st.aternc:.art, arr colaiarct our s alo's Mtarff -for
additional warranty infiwmaation. In the event, it. becomes rarc,c.,gsa1ry to obtain warranty
seavico-. producti must be rot•urned to a facility designated by the rar rrau6ACt fifer•.
F], ter does .not oxtend is product 4'4'.4avr atltybut may act, eta3 an agent .f6r the mantr%rt:tttrc.;:r.
Nny defEcefve part supplied by fll;ly o returned to ESG with an MIA number, 'I'bo
mitLlorizod return shoald ho insured, f'reiglat prepaid, and ;recuroly j)-ackap4d for -sllitrntont.
to k ,GFSG will replace or raprair the part under the te1-1118 Of the an.anrrfatctarr°er'
warrant,-"', MCI[ %wilt i._rivoice for our .services, including t.r avol, diagnosis and voplaaconient
Irrbabr, related to tho diaagtaomi, vopair or repl,amment of a do['ec:t•ivo part. Doring the first 90
days caf o fide. Hyst m hardware installliltioll t,}aal• 111c+ cTii.lat tv4ry invoiced Enr 4yatr,11r setup,
toLing and rrm.telllation, ,E4Z,'r{ ra]e`ay ert:efarl the. 111anuroc tur'ea t3 warranty to rnetude on-. 1te
sorvide.
i?tE;ltatilf9 REr
The above warvanty shall strut apply- to dvl ctsr resultirig f-oata itripr per or inaduquato
nlaaintensaom or l.ackup by 010 MIStorrle---r, CU,4 nier Supplied strttwovo, hars w"ire or
itaterfraving, unauthorized modiflcmtions or misuse, operation outsider Ofthe euvirorrrliental
,-,. (xif'icatior]:r For the prcacluct or improper site proparation and maaintenanco-
I% NO 11VI!litiT WILL SCI BE 1,JALtLE :FOR DAMr GINl : , LOST Rl1',VP,NU.E, t,OS '
LOST SAVINGS OR ANY OTHER CIIiR[I,CT, INT)TTI•EC'T, SPECIAL,
INCIDENTAL OTI C'.OMSC:tl`[ T.ra'NTI ll DA-N'Ta'ICrES r'1RTSINCs E"}I,OM THE T'L tl.[ryHAS ,
USE, OR LNAINI';L7Y TO USE A SOLD PRODUCT, 1,Vl.rN IF TIAS BEEN ADVISED
OF THE POSSIBILITY OF WCH IaANITAt ES, IN NO ENTYr WILL ESCI 13K I LkBLK
l't)lI DAi1r ACIES l .ES(ILTI G FROM CORI, .UPTTON Oil I,OSS Ol-'f;Olti•IT'U'I [NI
To: Carlos Fandino
Re: Technology Consultation Services Engagement Agreement
June.9, 2008
Page 5
Warranty work does not include a change to the original work specifications of
requirements or additional work not originally charged to the client. There will be a
charge for all new work or work related to recovering lost or corrupted data.
Products that worked together in the past may now be incompatible, due to added features
or upgrades. When adding a feature or upgrading a product, we will attempt to determine
that the system is operating correctly. However, prior to signing the work order
completion, please test normal work functions. There will be a charge if
additional service calls are required.
ESG MAKES NO OTHER WARRANTY, EITHER EXPRESSED OR IMPLIED, WITH
RESPECT TO ANY PRODUCT SOLD, OTHER THAN THE WARRANTY GIVEN BY THE
MANUFACTURER. ESG SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES,
EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO, IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR
PURPOSE AS TO ANY PRODUCTS OR SERVICES PROVIDED TO CLIENT.
Any controversy, claim, or dispute relating to our unpaid fees for professional services and
costs rendered under this Agreement shall be submitted for binding arbitration to the
American Arbitration Association, or like organization in accordance with the prevailing
dispute resolution rules of the organization, with the place of hearing being the City of Los
Angeles, County of Los Angeles, State of California, unless we elect to pursue collection in
Small Claims Court, City of Los Angeles, County of Los Angeles. The prevailing party may
be entitled to reimbursement for all arbitration costs. Should you contend that any services
were performed improperly or below the standard of care you must raise that defense in the
arbitration proceeding as an offset to, or reduction, discharge or complete elimination of the
fees we contend you owe. In the event the arbitrator eliminates all of our fees and you still
believe you have a cause of action not yet satisfied you may bring such action in a Court of
Law for affirmative relief. However, if the arbitrator determines that your claim does not
exceed our contended fees you then will be prevented from bringing the same contention in
any separate civil action.
"No -Hire" Clause
Client also agrees that in order to prevent disruptive practices, which may harm the
business of ESG during the course of our services under this agreement, and for a period of
one year thereafter, neither party will solicit or attempt to hire any employee or consultant
working for the other party. Client and ESG agree that if a party solicits or attempts to hire
any employee or consultant working for the other party, because the damages would be
difficult and impracticable to ascertain, the equivalent of the employee's last annual
compensation shall constitute a fair and reasonable estimate of those damages. The parties
waive any right to claim that such amount is not fair and reasonable. The parties agree
that the recovery of such amount shall constitute its sole right, remedy and recourse for the
violation of the prohibitions contained in this paragraph.
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 • Fax 310-919-3189
http://www.EdgeSG.com
To: Carlos Fandino
Re: Technology Consultation Services Engagement Agreement
June 9, 2008
Page 6
In Summary
In the event of a question or concern regarding a product, invoice or statement, please
contact us immediately. If you wait 30 days before contacting us, the exact nature and
purpose of services or equipment rendered may be more difficult to determine.
ESG is dedicated to serving the needs of every client, by providing systems and consulting
services and support. We shall try very hard to keep you a satisfied customer. We look
forward to serving you in every way possible. We would like to take this opportunity to
express our sincere appreciation for choosing ESG for your technology consultation and
implementation needs.
Please do not hesitate to contact us if we may be of assistance with our invoicing and billing
procedures, or if we can clarify any issues or concerns regarding the services we provide.
If the above accurately sets forth the terms of our engagement, please so indicate by signing
below and returning this agreement to ESG.
Sincerely,
A-AIAII�-
Michael Kamen
Edge Solutions Group
AGREED TO AND ACCEPTED BY:
2an
st•
uela Giron, City Clerk
p ro ed as Form
lu
Hal
n, City Attorney
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 • Fax 310-919-3189
http://www,PdgeSG.com
EDGE
solutions group
turning IT challenges into business advantage
Edge Solutions Group
Billing Rates
Effective July 1, 2008
Michael Kamen $275
Senior Staff $170 - 225
Junior Staff $125 - 150
Admin Support Staff $80 - 120
For the purposes of this engagement, Michael Kamen's rate
is reduced to $150 per hour
11500 Olympic Boulevard, Los Angeles, CA 90064 • Phone 310-499-4929 - Fax 310-499-9510
http://www.EdgeSG.com