Resolution No. 09983 _ _
1 RESOLUTION NO. 9983
2
3 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A
4 TELEPHONE SERVICE/MAINTENANCE AGREEMENT BY AND
5 BETWEEN THE CITY OF VERNON AND CROSSPOINT NETWORK
SOLUTIONS,-INC.
6
7 WHEREAS, on August 27, 2007, the City Council of the City of
g Vernon adopted Resolution No. 9392 approving a .Telephone
9 Service/Maintenance Agreement with Crosspoint Network Solutions, INC..
10 (~~CNS") ; and
11 WHEREAS, on July 7, 2008, the City Council of the City of
12 Vernon adopted Resolution No. 96.65 renewing the maintenance and repair
13 services for the telephone systems and equipment for City Hall and
14 -other City facilities for. an additional year, June 1, 2.008 through
15 May 31, 2009, at the same annual cost of $20,127.60; and
16 WHEREAS, the City and CNS desire to renew the maintenance
17 and repair services for the telephone systems and equipment for City.
18 Hall and other City facilities. for an additional year, June 1, 2009-
_ 19 through May 31, 2010, at the same annual cost of $20,127.60; and
20 WHEREAS, the City Council of the City has determined, that,
21 pursuant. to the provisions.of subsection (a) of Section 2.27 of the
22 Vernon City Code, it is in the public interest and necessity to enter.
23 into the Telephone Service/Maintenance Agreement with CNS, to enhance
24 services provided to the Vernon community.
25 NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
26 CITY OF VERNON AS FOLLOWS:
27 SECTION 1: The City Council. of the City of Vernon hereby
2g finds and determines that the recitals contained hereinabove are true
_ - -
1 and correct.
2 SECTION 2: The City Council of the City of Vernon .hereby
3 approves the Telephone Service/Maintenance Agreement with CNS, a copy
4 of which is attached hereto as Exhibit A and incorporated by
5 reference.
6 SECTION 3: The City Council of the City of Vernon hereby
7 authorizes the Mayor or Mayor Pro-Tem to execute said Agreement for,
8 and on behalf of, the City of Vernon and the City Clerk or Deputy City
9 Clerk is hereby authorized to attest thereto.
10 SECTION 4: The City Council of the City of Vernon hereby
11 authorizes the City Administrator, or-his designee, to make whatever
12 non substantive, administrative and/or text changes, upon advice of
13 counsel, to the.Agreement. '
14 SECTION 5: The City Council of the City of Vernon hereby
15 authorizes and empowers .the City Administrator, or his designee, to
16 execute such other agreements and documents and to take such actions
17 as may be necessary or convenient to carry out the City's obligations
18 hereunder and. to effect the purposes of the Agreement and the
19 transactions therein authorized.
20 SECTION 6: The City Council of the City of Vernon hereby
21 directs the City Clerk, or her. designee, to send a fully executed
22 Agreementto:
23 Crosspoint.Network Solutions INC.
Attn.: Dana Richardson, CFO
24 283.55 Industry Drive Unit 422
25 Valencia, CA 91355
26 / / / .
27 / / /
28 / / /
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1 SECTION 7: The City Clerk of the City of Vernon shall
2 certify to .the passage. of this resolution, and thereupon and
3 thereafter-the same shall be iri full force and effect.
4 APPROVED AND ADOPTED this 29th day of June, 2009.
5
7 Name: Hilario Gonzales
8 Title: Mayor /
g ATTEST:
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MA UELA GIRON, it Clerk -
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1 STATE OF CALIFORNIA )
2 ) ss
COUNTY OF LOS ANGELES )
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4 I, MANUELA GIRON, City Clerk of the-City of Vernon, do hereby
5 certify that the foregoing Resolution, being Resolution No. 9983, was
6 duly adopted by the City Council of the City of Vernon at a regular
7 meeting of-the City Council duly held on Monday, June 29, 2009, and
8 thereafter was duly signed by the Mayor- or Mayor Pro-Tem of the City of
9 Vernon.
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MANUELA GIRON, ity Clerk
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13 (SEAL)
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28355 Industry Drive Unit 422 Business Telephone Systems Phone # (661} 294-9170
Valencia, CA 91355 Fax # (661) 294.5246
Date: July L 2009
Contract # 1.109110
TELEPHONE SERVICE /MAINTENANCE AGREEMENT
This Telephone Service /Maintenance Agreement ("Service Agreement") is entered into by and between
City Of Vernon at 4305 Santa Fe Ave. Vernon, CA 90058 hereinafter referred to as Customer and
Crosspoint Network Solutions; INC. hereinafter referred to as CNS.
1. A GENERAL SCOPE
Pursuant to the terms of this Service Agreement, CNS agrees to perform all necessary maintenance and repair
services for the telephone systems and, equipment more particularly described on Schedule A attached hereto. The
period covered for the maintenance obligations of this Agreement will commence on the date set forth above as
evidenced by this Agreement being signed and returned to CNS along with the initial payment as covered in Section
4.A and will continue for one (1) year following that date. Services provided by CNS are listed by schedule "B"
- 1. B NONPERFORMANCE
The Customer shall have the right to terminate this Service Agreement ifCNS fails to perform any provisions of
the Agreement. Written notice thirty days in advance is required. .
1. C NONPAYMENT
Nonpayment of Service Agreement as itemized in Section 4.A. below will suspend this Agreement at CNS
option until such periodic payment is received in full. Past Due invoices of more than forty five days for additional
services not covered by this Service Agreement (e.g. adds, moves, or changes) or other telephone related billings
will suspend this Agreement until payment in full is received. Any service for adds, moves, or changes, or other
telephone related billings performed during this (suspended) time will be billed on a C.O.D. basis, at CNS regular
hourly rate at the time of service, at CNS option.
2. A ADMINISTRATION
.The Customer will provide one person. of their choosing to administer all telephone service requests for adds,
moves, or change orders and the day-to-day communications with CNS.
2. B MAINTENANCE% REPAIR
Regular maintenance service (non-emergency) during the term of this Agreement will be provided without
CNS Confidential - Do Not Disclose 2
charge to Customer during normal business hours (8:00 am to 5:00 pm), Monday through Friday, except holidays).
Emergency service during the term of this Agreement (defined as: service required due to failure or failure(s) of the
equipment, that negatesthe ability to process either incoming or outgoing calls), will be provided without charge to the
Customer. CNS will make its best effort to respond to an emergency service request within. four (4) hours after '
being notified of such a failure. Non-emergency service provided after normal working hours (5 pm) at Customer's
request will be billed at time and one-half of CNS current hourly labor rates in Section 3.E below. Non-emergency
service on holidays will be billed at two times such current hourly labor rates. HOWEVER TAE CUSTOMER
AGREES THAT CNS SHALL NOT BE LIABLE TO-THE CUSTOMER FOR ANY DAMAGES, INJURIES,
OR LOSS, INCLUDING LOST PROFTT$, INCOME, OR SAVINGS, BUSINESS INTERRUPTION OR
ANY OTHER SPECIAL, GENERAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT
OF IT$INABILITI' TO RESPOND OR PROVIDE EMERGENCY SERVICE REPAIR SO LONG AS
SUCH SERVICES ARE UNDERTAKEN WITHIN TWENTY FOUR (24) HOURS OF ANY SUCH
REQUEST. CNS will provide all necessary labor and material to maintain all equipment and telephone systems
(listed in Schedule A). CNS will provide loaner equipment as required for any covered equipment that fails or replace
such equipment, at CNS option. CNS will provide all needed labor for non-covered additional services (e.g, user
adds, moves, and changes, connects and disconnects) at charges and amounts equal to current material rates and
labor rates set forth in Section 3.E. below. CNS may incur additional costs which will be charged to Customer if
any other person materially alters the system or customer databases in any way without CNS approval.
2. C LIMIT ON RESPONSIBILITY
Expressly excluded here from are damages to or failure of the equipment caused by other than normal use,
including but not limited to misuse, negligence, accident, theft, abuse, connection to electrical current, improper
wiring, Acts of God, Acts of Government, acts or omissions of third parties, floods, storm or any other force of
nature, riot, vandalism, fire, lighting, explosion, terrorism, war, civil. strife, labor lockout, non-availability of parts,
or any other cause beyond the reasonable control of CNS, material or customer database a{teration by anyone other
than GNS. This Agreement also does not include labor material costs of additions, rearrangements or relocations. If
Customer requests service outside the scope of this agreement, such repair or service will be furnished at CNS
applicable rates for time set forth below and material then in effect. CNS responsibility for repair shall be limited ~to
the Customer's side of interconnection devices connecting the equipment to the Customer's side of connection
between Customer's equipment and the utility. Labor required identifying 3rd party failures is excluded. If persons
other then CNS representatives perform maintenance, repairs or alteration (addition or deletions) to the equipment
v~ithout CNS permission, this Service Agreement, by said acts, shall not cover any additional repair or maintenance
costs incurred by CNS as a result of such other persons' actions.
2. D RESPONSE TIME
CNS will respond to trouble reports of emergency status within four (4) hours from the time the trouble has
been reported, or the next working day for non-emergency system affecting status trouble reports. Emergency status
is defined as being greater than 20% of the telephone station out of service or greater than 20% of the trunks are out of
service.
2. E DATA BASE AND FLOOR PLAN
Customer shall assist in the preparation of Customer DataBase for the System. Customer shall provide one copy
of a detailed floor plan showing locations of each instrument, type of instrument and the telephone equipment and
associated units, both in plain view and wall drawings. Additional charges may be made for adds, moves,
relocations, or feature changes requested after installation.
2. F CUSTOMER PREMISE AVAILABILITY /ACCESS
Customer shall make premise available for installation and service during all business hours. Failure ofthe
Customer to have the premises available for complete installation or servicing, or to prepare the premises, which
results in additional trips and/or laborto complete the installation or servicing may result in such travel and/or labor
additional charges at the G'NS labor rate set forth below. The CUSTOMER shall pay for parking costs, if any.
CNS Confidential - Do Riot Bisclose 3
_
2. G LINIITS ON LIABILITY
CNS liability shall be limited to providing reliable workman-like service for the telephone equipment as
described herein. CNS makes no warranties with respect to this Agreement for any incidental or consequential
damages or losses of any kind so long as CNS responds to and provides any necessary. emergency services within 24
hours of such request by Customer.
2. ~I LETTER OF AGENCI'
Customer shall provide to CNS a letter of agency, at Customer's option. On Customer. letterhead to telephone
Operation Company, designating CNS as agent for Customer with respect to designated matters pertaining to
Customer services. Customer shall provide records (e.g., copies of monthly telephone bills) to CN$, which
identifies all Customer service.
2.I ARBITRATION
.The parties agree that any and all disputes arising out of or in relations to this Contract, including without
limitation any action in forth, shall be resolved exclusively, finally and conclusively by arbitration in Los Angels
County, California under auspices of pursuant to the rules of the Judicial Arbitration and Mediation Service Inc.
(JAMS) :Each Party will select an arbitrator. Those two arbitrators will then select a third. The three-member panel
will make the final decision. All decisions of the arbitrators shall be in writing, and the arbitrators shall provide
written reason for their decision. The arbitration decision will be final and binding on the parties. Not withstanding
the foregoing, the parties shall be permitted to access the court system to enforce any arbitration award or to obtain
injunctive relief. The exclusive- jurisdiction and venue for any such action shall be the superior court of California,
Los Angeles County. Any and all contracts between consultant and any subcontractor relating to this agreement
shall include the same arbitration clause.
Z. J ATTORNEY FEES
If any legal action; arbitration or other proceedings is brought forth for the enforcement of this Agreement, or on
account of an alleged breach, dispute, default or misrepresentation in connection with any of the provisions of this
Agreement, or any schedule or exhibit attached to or incorporated into- this Agreement; the successful or prevailing
party in such action shall be entitled to recover from the other party actual attorney's fees and costs incurred in any
such action or proceeding.
2. K INSURANCE
Prior to commencing work hereunder, CNS shall provide the city with proof of insurance providing and
maintaining the coverages and endorsements required by the City's Acting Risk Manager. Said proof of insurance
shalt also provide that said policy or policies shall not be cancelled or materiallyreduced in coverage without giving
at least 30 days prior written notice to the city.
3. A SPACE REQUIREMENTS
Customer shall provide sufficient floor and wall space to accommodate telephone equipment and its associated
units. The Customer is responsible to determine the code requirements for air plenum; ceiling and any wiring that is
required or is already installed.
3. B CODE REQUIREMENTS
Customer shall provide ail conduit, cable trays, wire raceways, and power poles as required by state and local
electrical and fire codes.
3. C CONDITION OF TIDE TELEPHONE EQUIPMENT LOCATION
CNS Confidential - Do Not Disclose 4
The Customer shall be responsible to maintain the area in which the telephone equipment is located. This area shall
not be used for storage of material, which interfere with access to the telephone equipment. This area shall also be
free of any agents of chemicals, which are corrosive in nature, flammable, or.otherwise harmful in any way. This area
shall be maintained in clean, dust free and a dry environment. Customer shall provide a separately connected
20-amp source. ofsingle-phase 115 volts ac power on a dedicated circuit terminating on a (2-duplex) outlet.
3. I3 EllVIRUNMEl°~Tf~I., SPECIFICATIQliT~
-The equipment room location shall be maintained to equivalent conditions of the occupied space. Customer is
responsible to provide air-cooling equipment, if required. Should Customer request operation of the system in an
environment, which does not comply with these conditions, or if Customer shall fail to provide an environment as
specified, CNS may at its discretion, void the warranty provisions of this Agreement.
CNS Confidential - Do Not Disclose 5
.3.E CURRENT HOURLY LABOR RATES ,10% DISCOUNT
8:OOam - S:OOpm Monday -Friday $11.5.00
S:OOpm - 8:OOam Monday -Friday $172.50
12:OOam -11:59pm Saturday $172.50
Sundays and Major Holidays $230.00
Travel/Trip Charge $ 35.00
,4. A 1-YEAR MAINTENAl~tCE AGREEMENT PAYMENT SCHEDULE
ANUAL COST $ 20,127.60
INITIAL PAYMENT $ 1,677.30
PAYMENT DUE ON 1sT OF EACH MONTH
ANNUAL COST IS BASED ON $2.70 PER PORT AT 599 PORTS ALL HARDWARE INCLUDED
AS LISTED IN SCHEDULE "A"
EFFECTIVE DATES - JUNE 1, 2009 -MAY 31, 2010
CUSTOMER HAS READ THIS AGREEMENT, UNDERSTANDS THAT THE TERMS AND
CONDITIONS CONTAINED ON THE PROCEEDING PAGES OF THIS AGREEMENT APPLY
FULLY TO THIS AGREEMENT,1iND ACKNOWLEDGES THAT IT UNDERSTANDS THIS
AGREEMENT AND IS BOUND HEREIN.
AGREED TO BY: ACCEPTED BY:
" CITY OF VERNON CNS, INC
4305 SANTA FE AVE. 28355 Industry Drive Unit 422
VERNON, CA 90058 Valencia, CA 91355 .
Signature: Date: Signature; Date:
Dana Richardson./CFO
Print Name and Title Print Name and Title
APPROVED AS TO FORM: ATTEST:
Jeff A. Harrison, 'City Attorney Manuela Giron, City Clerk
CNS Confidential - Do Not IIisclose 6
5. SCHEDULE A
Equipment List
Contract 1109/10
Page 1
itel System Configuratio SX-2000 L, SX-2000ML, Mitel 3300
No. Of Ports -Per .Total -
Cards Type of Card Card Ports
1 Attendant Console (Superconsole) 4 4
7 *ONS Analog Line Card* 16 112
1 LS/GS Digital Trunk Card g g
16 Digital (DNIC) Line Card 16 256
2 Dual Link PRI 48 96
74 IP Licenses 0 123
Total System Ports & Monthly Total 599
Annual Maintenance For Mitel
Peripheral Equipment Inventory
Ports/ ~ 1Vlonthly
Type Of System Equipment Quantity $/Port
1 Active Voice Repartee VP Voice mail 12
4 Paging System (City Hall, Fire Station, #1, #3, and #4)
1 Tapit
Net Call Accounting
L Critical (1) Management.-
1 OPS Manager
1 Alpha CFR2000 Battery Back Up,(City Hall -Batteries-Excluded)
1 ALPHA CFR600 Battery Back Up .(Fire Station 1-Batteries Excluded)
1 Teleworker Solution Support
1 Teleworker Platform
l Teleworker License (4 Licenses)
Annual Cost for Peripheral Equipment $ 720.00
Mitel Annual Maintenance
Peripheral Equipment Maintenance
Quarterly Payment-Plan
Annual Total
Excluded:
Remote programming changes billed at current rates.
CNS Confidential - Do Not Disclose 7
• Page 2
On-site moves, add, and changes are billable at current rates.
Damaged or service necessitated by customer's neglect
Service by personal other than CNS -
Misuse, fire, and acts of God
Software Backups, Headsets, and Batteries
6. Schedule "J3"
Hours: Service will be provided 24 hours per day, 7 days per week including holidays.
Your 1Vfaintenance Agreement includes:
Assigned Account Manager
Priority service over non-maintenance agreement accounts
Material and labor coverage
c Four (4) hour response time on major system failure
® Adds, Moves, and Changes billed * from thereafter
¦ Remote Maintenance/ Technical Telephone Support is covered
® Remote Maintenance Adds, Moves,. and Changes are billed at $65.00 per half hour
® All contact with the telephone company, including ordering services, placing trouble
reports, and follow-up will be done by Crosspoint Network Solutions, Inc. All Telco
related service issues are covered under Maintenance Agreement.
Four hours of training per year
CNS Confidential - Do Not Disclose. 8
Client References.:
Bureau of Land Management
2800 Cottage Way W-1834
Sacramento, CA 95825-18$6
Diane Dirneberg
916-978-4545
Diane_Dimberg@ca.blm.gov
17 Sites- Mitel
5 Fire Stations
2 Heliports
Best Best & Krieger LLP
3750 University Avenue
Riverside, CA 92501
Tim Haynes
951-347-0361
tim.ha, nes(a~bbklaw.corri
8 Sites-Mite] 3300
500 users.
D/R Added Value
7474 N. Figueroa St
Los Angeles, Ca 90041
Attn: Dina Trafton
323-254-3416 ext 244
2 Sites LA, NY
250 Users
Additional references are available upon request.
CNS Confidential = Do Not Disclose 9
.CITY CLERK'S OFFICE
INTEROFFICE MEMORANDUM.
DATE: July 13, 2009
TO: Donal O'Callaghan, Director of Light & Power
FROM;: Nelly Giron, City Clerk
RE: Resolution No. 9983 = A Resolution of the City Council
of the City of Vernon Approving and Authorizing the.
' Execution of a Telephone Service/Maintenance Agreement
By and Between the City of Vernon and Crosspoint
Network Solutions, .Inc.
Transmitted herewith is a copy of the fully executed agreement
'and Resolution No. 9983, referenced above, which. was approved by
City .Council on June 29, 2009.'
NG:dj
c: Purchasing Dept. '
' Resolution No. 9983-
.Agreement No. 09-089
~ o~,~, .e
t ( ~~~~:41,n ~ ~
1 E
C aii~
~rs'~ci~xn~"
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
June 29, 2009
Crosspoint Network Solutions, Ina
Attn: Ms. Dana Richardson, CFO
28355 Industry Drive, Unit 422
Valencia, CA 91355
Re: Telephone Service/Maintenance Agreement
Dear Ms. Richardson:
The insurance requirements have been met. Transmitted herewith are two partially executed
original agreements as referenced above, approved by City Council on June 29, 2009, through
Resolution No. 9983.
Please return one fully executed original agreement to the undersigned.
If you have any questions regarding this matter, please call Mr. Donal O'Callaghan at 323/583-
8811 ext. 834.
Very truly yours, '
~
Nelly Giron v
City Clerk
Enclosures
NG:dj
c: Donal O'Callaghan
Purchasing Department
Resolution No. 9983
Agreement No: 09-089
E.~cCusiveCy IndustriaC
Crosspont Network Solutions INC.
28355 Industry Drive Unit 422 Business Telephone Systems Photie # (661) 294-9170
Valencia, CA 91355 Fax.#-(661) 294-5246
Date:. Julv 1. 2009
'Contract #1109/10
TELEPHONE SERVICE /MAINTENANCE AGREEMENT
This Telephone Service /Maintenance Agreement ("Service Agreement") is entered into by and between
City Of Vernon at 4305 Santa Fe Ave. Vernon, CA 90058 hereinafter referred to as Customer and
Crosspoint Network Solutions, INC. hereinafter referred to as CNS.
1. A ..GENERAL SCOPE
Pursuant to the terms of this Service Agreement, CNS agrees to perform all necessary maintenance and repair
services for the telephone systems- and equipment more particularly described on Schedule A attached hereto. The
period. covered for the maintenance obligations of this Agreement will commence on the date set forth above as
evidenced by this Agreement being signed and returned to CNS along with the initial payment as covered in Section
4.A and will continue for one (1) year following that date. Services provided by CNS are listed by schedule "B"
1. B NONPERFORMANCE
The Customer shall have the right to terminate this Service Agreement if CNS fails to perform any provisions of
the Agreement. Written notice thirty days in advance is required. .
1. C NONPAYMENT
Nonpayment of Service Agreement as itemized in Section 4.A. below will suspend this Agreement at CNS
option until such periodic payment is received in full. Past Due invoices of more than forty five days for additional
services not covered by this Service Agreement (e.g. adds, moves, or changes) or other telephone related billings
will suspend this Agreement until payment in full is received. Any service for adds, moves, or changes, or other
telephone related billings performed during this (suspended) time will be billed on a C.O.D. basis, at CNS regular
hourly rate at the time of service, at CNS option.
2. A ADMINISTRATION
The Customer will provide one person of their choosing to administer all telephone service requests for adds,
moves, or change orders and the. day-to-day communications with CNS.
2. B MAINTENANCE/ REPAIR
Regular maintenance service (non-emergency) during the term of this Agreement will be provided without ~
i
CNS Confidential - Do Not Disclose. 2
charge to Customer during normal business hours (8:00 am to 5:00 pm), Monday through Friday, except holidays).
Emergency service during the term of this Agreement (defined as: service required due to failure or failure(s) of the
equipment, that negates the ability to process either incoming or outgoing calls), will be provided without charge to the
Customer. CNS will make its best effort to respond to an emergency service request within four (4) hours after
being notified of such a failure. Non-emergency service provided after normal working hours (5 pm) at Customer's
request will be billed at time and one-half of CNS current hourly labor rates in Section 3.E below. Non-emergency
service on holidays will be billed at two times such current hourly labor rates. HOWEVER THE CUSTOMER
AGREES THAT CNS SHALL NOT BE LIABLE TO THE CUSTOMER FOR ANY DAMAGES, INJURIES,
OR LOSS, INCLUDING LOST PROFITS, INCOME, OR SAVINGS, BUSINESS INTERRUPTION OR
ANY OTHER SPECIAL, GENERAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT
OF ITS INABILITY TO RESPOND OR PROVIDE EMERGENCY SERVICE REPAIR SO LONG AS
SUCH S)~RVICES ARE UNDERTAKEN WITHIN TWENTY FOUR (24) HOURS OF ANY SUCH
REQUEST. CNS will provide all necessary labor and material to maintain all equipment and telephone systems
(listed in Schedule A). CNS will provide loaner equipmentas required for any covered equipment that fails or replace
such equipment, at CNS option. CNS will provide all needed labor for non-covered additional services (e.g. user
adds, moves, and changes, connects and disconnects) at charges and amounts equal to current material rates and
.labor rates set forth in Section 3.E. below. CNS may incur additional costs which will be charged to Customer if
any other person materially alters the system or customer databases in any way without CNS approval.
2. C LIMIT ON RESPONSIBILITY
Expressly excluded here from are damages to or failure of the equipment caused by other than normal use,
including but not limited to misuse, negligence, accident, theft, abuse,. connection to electrical current, improper
wiring, Acts of God, Acts of Government, acts or omissions of third parties, floods, storm or any other force of
nature, riot, vandalism, fire, lighting, explosion, terrorism, war, civil strife, labor lockout, non-availability of parts,
or any other cause beyond the reasonable control of CNS, material or customer database alteration by anyone other
than CNS. This Agreement also does not include labor material costs of additions, rearrangements or relocations. If
Customer requests service outside the scope of this agreement, such repair or service will be furnished at CNS
applicable rates for time set forth below and material then in effect. CNS responsibility for repair shall be limited to
the Customer's side of interconnection devices connecting the equipment to the Customer's side of connection
between Customer's equipment and the utility. Labor required identifying 3rd party failures is excluded. If persons
other then CNS representatives perform maintenance, repairs or alteration (addition or deletions) to the equipment
without CNS permission, this Service Agreement, by said acts, shall not cover any additional repair or maintenance
costs incurred by CNS as a result of such other persons' actions.
2. D RESPONSE TIME
CNS will respond to trouble reports of emergency status within four (4) hours from the time the trouble has
been reported, or the next working day for non-emergency system affecting status trouble reports. Emergency status
is defined as being greater than 20% of the telephone station out of service or greater than 20% of the trunks are out of
service.
2. E DATA BASE AND FLOOR PLAN
Customer shall assist in the preparation of Customer DataBase for the System. Customer shall provide one copy
of a detailed floor plan showing locations of each instrument, type of instrument and the telephone equipment and
associated units, both in plain view and wall drawings. Additional charges may be made for adds, moves,
relocations, or feature changes requested after installation.
2. F CUSTOMER PREMISE AVAILABILITY /ACCESS
Customer shall make premise available for installation and service during all business hours. Failure of the.
Customer to have the premises available for complete installation or servicing, or to prepare the premises, which
results in additional trips and/or labor to complete the installation or servicing may result in such travel and/or labor
additional charges at the CNS labor rate set forth below. The CUSTOMER shall pay for parking costs, if any.
CNS Confidential - Do Not Disclose 3
2. G LIMITS ON LIABILITY
CNS liability shall be limited to providing reliable workman-like service for the telephone equipment as .
described herein. CNS makes no warranties with respect to this Agreement for any incidental or consequential
damages or losses of any kind so long as CNS responds to and provides any necessary emergency services within 24
hours of such request by Customer.
2. H LETTER OF AGENCY
Customer shall provide to CNS a letter of agency, at Customer's option. On Customer letterhead to telephone
Operation Company, designating CNS as agent for Customer with respect to designated matters pertaining to
Customer services. Customer shall provide records (e.g., copies of monthly telephone bills) to CNS, which
identifies all Customer service.
2.I ARBITRATION
The parties agree that any and all disputes arising out of or in .relations to this Contract, including without
limitation any action in forth, shall be resolved exclusively, finally and conclusively by arbitration in Los Angels
County, California under auspices of pursuant to the rules of the Judicial Arbitration and Mediation Service Inc. .
(JAMS) .Each Party will select an arbitrator. Those two arbitrators will then select a third. The three-member panel
will make the final decision. All decisions of the arbitrators shall be in writing, and the arbitrators shall provide
written reason for their decision. The arbitration decision will be final and binding on the .parties. Not withstanding
the foregoing, the parties shall be permitted to access the court system to enforce any arbitration award or to obtain
injunctive relief. The exclusive jurisdiction and venue for any such action shall be the superior court of California,
Los Angeles County. Any and all contracts between consultant and any subcontractor relating to this agreement
shall include the same arbitration clause.
2. J ATTORNEY FEES
If any legal action, arbitration or other proceedings is brought forth for the enforcement of this Agreement, or on
account of an alleged breach, dispute, default or misrepresentation in connection with any of the provisions of this
Agreement, or any schedule or exhibit attached to or incorporated into this Agreement, the successful or prevailing
party in such action shall be entitled to recover from the other party actual attorney's fees and costs incurred in any
such action or proceeding.
2. K INSURANCE
Prior to commencing work hereunder, CNS shall provide the city with proof of insurance providing and.
maintaining the coverages and endorsements required by the City's Acting Risk Manager. Said proof of insurance
shall also provide that said policy or policies shall not be cancelled or materially reduced in coverage without giving
at least 30 days prior written notice to the city.
3. A SPACE REQUIREMENTS
Customer shall provide sufficient floor and wall space to accommodate telephone equipment and its associated
units. The Customer is responsible to determine the code requirements for air plenum, ceiling and any wiring that is
required or is already installed.
3. B CODE REQUIREMENTS
Customer shall provide all conduit, cable trays, wire raceways, and power poles as required by state and local
electrical and fire codes.
3. C CONDITION OF THE TELEPHONE EQUIPMENT LOCATION
CNS Confidential - Do Not Disclose 4
The Customer shall be responsible to maintain the area in which the telephone equipment is located. This area shall
not be used for storage of material, which interfere with access to the telephone equipment. This area shall also be
free of any agents of chemicals, which are corrosive in nature, flammable, or otherwise harmful in any way. This area
shall be maintained in clean, dust free and a dry environment. Customer shall provide a separately connected
20-amp source of single-phase 115 volts ac power on a dedicated circuit terminating on a (2-duplex) outlet.
3. D ENVIRONMENTAL SPECIFICATIONS
The equipment room location shall be maintained to equivalent conditions of the occupied space. Customer is
responsible to provide air-cooling equipment, if required. Should Customer request operation of the system in an
environment, which does not comply with these conditions, or if Customer shall fail to provide an environment as
specified, CNS may at its discretion, void the warranty provisions of this Agreement.
CNS Confidential - Do Not Disclose 5
3. E CURRENT HOURLY LABOR RATES ,10% DISCOUNT
8:OOam - S:OOpm Monday -Friday $115.00
S:OOpm - 8:OOam Monday -Friday $172.50
12:OOam -11:59pm Saturday $172.50
Sundays and Major Holidays $230.00
Travel/Trip Charge $ 35.00
4. A 1-YEAR MAINTENANCE AGREEMENT PAYMENT SCHEDULE
ANUAL COST $ 20,127.60
INITIAL PAYMENT $ 1,677.30
PAYMENT DUE ON 1sT OF EACH MONTH
ANNUAL COST IS BASED ON $2.70 PER PORT AT 599 PORTS ALL HARDWARE INCLUDED
AS LISTED IN SCHEDULE "A"
EFFECTIVE DATES - JUNE 1, 2009 -MAY 31, 2010
CUSTOMER HAS READ THIS AGREEMENT, UNDERSTANDS THAT THE TERMS AND
CONDITIONS CONTAINED ON THE PROCEEDING PAGES OF THIS AGREEMENT APPLY
FULLY TO THIS AGREEMENT, AND ACKNOWLEDGES THAT IT UNDERSTANDS THIS
AGREEMENT AND IS BOUND HEREIN.
AGREED TO BY: ACCEPTED BY:
CITY OF VERNON CNS, INC
4305 SANTA FE AVE. 28355 Industry Drive Unit 422
VERNON, CA 90058 Valencia, CA 91355
Signature: Dat . ~ Signature: Da
na Richardson./ O
H~ilario Gonzales, Mayor ~ ~Fp
Print Name and Title Print Name and Title
APPROVED AS TO FORM: ATTEST:
Jeff Har ion, City Attorney Manuela Giron, Ci Clerk
CNS Confidential - Do Not Disclose 6
5. SCHEDULE A
Equipment List
Contract 1109/10
.Page 1
itel S stem Confi uratio SX-2000 L, SX-2000ML; Mitel 3300
No. Of Ports Per Total
Cards Type of Card Card Ports
1 Attendant Console (Superconsole) 4 4
7 *ONS Analog Line Card* 16 112
1 LS/GS Digital Trunk. Card 8 8
16 Digital (DNIC) Line Card 16 256
2 Dual Link PRI 48 96
74 IP Licenses 0 123
Total System Ports & Monthly Total 599
Annual Maintenance For Mitel
Peripheral Equipment Inventory
Ports/ Monthly
Type Of System Equipment Quantity $/Port
1 Active Voice Repartee VP Voice mail 12
4 Paging System (City Hall, Fire Station,.#1, #3, and #4)
1 Tapit-Net Call Accounting
1 Critical (1) Management.
1 OPS Manager
1 Alpha CFR2000 Battery Back Up (City Hall -Batteries Excluded)
1 ALPHA CFR600 Battery Back Up (Fire Station 1 -Batteries Excluded)
1 Teleworker Solution Support
1 Teleworker Platform
1 Teleworker License (4 Licenses)
Annual Cost for Peripheral Equipment $ 720.00
Mitel Annual Maintenance
Peripheral Equipment Maintenance.
Quarterly Payment Plan-
- Annual Total
Excluded:
Remote programming changes billed at current rates.
CNS Confidential -Do Not Disclose 7
Page 2
On-site moves, add, and changes are billable at current rates.
Damaged or service necessitated by customer's neglect
Service by personal other than CNS
Misuse, fire, and acts of God
Software Backups, Headsets, and Batteries
6. Schedule "B"
Hours: Service will be provided 24 hours per day, 7 days per week including holidays..
Your Maintenance Agreement includes:
¦ Assigned Account Manager
¦ Priorityservice over non-maintenance agreement accounts
¦ Material- and labor coverage
¦ Four (4) hour response time on -major system failure
¦ Adds, Moves, and Changes billed * from thereafter
¦ Remote Maintenance/ Technical Telephone Support is covered
¦ Remote Maintenance Adds, Moves, and Changes are billed at $65.00 per half hour
¦ All contact with the telephone company, including ordering services, placing trouble
reports, and follow-up will be done by Crosspoint Network Solutions, Inc. All Telco
related service issues are covered under Maintenance Agreement.
¦ Four hours of training per year
CNS Confidential - Do Not Disclose 8
Client References.:
Bureau of Land Management
2800 Cottage Way W-1834
Sacramento, CA 95825-1.886
Diane Dimeberg
916-978-4545
Diane_Dimberg@ca.blm.gov
17 Sites- Mitel
5 Fire Stations
2 Heliports
Best Best & Krieger LLP
3750 University Avenue
Riverside, CA 92501
Tim Haynes
951-347-0361
tim.ha,~ nes(a~bbklaw.com
8 Sites-Mite1 3300
500 users.
D/R Added Value
7474 N. Figueroa St
Los Angeles, Ca 90041
Attn: Dina. Trafton
323-254-3416 ext 244
2 Sites LA, NY
250 Users
Additional references are available upon request.
CNS Confidential - Do Not Disclose 9
Page 1 of 1
Juarez, Debbie
From: .Barcia, Ana
Sent: Monday, June 29; 2009 10:46 AM
To: Juarez, Debbie
Subject: RE: Crosspoint Network Solutions, Inc. "CNS" -Insurance Inquiry -Res. No. 9983 Approved 06-29-
- 09
Hi Debbie,
Yes, CNS has current insurance on file.
Have a good day.
Ana Barcia
City of Vernon
Risk :Management .Department
T: 323) 583-8811 ex 286
F: 323) 826-1439
abarcia c~ci.vernon.ca.us
From: Juarez, Debbie
Sent: Monday, June 29, 2009 10:43 AM
To: Barcia, Ana
Subject: Crosspoint Network Solutions, Inc. "CNS" -Insurance Inquiry -Res. No. 9983 Approved 06-29-09
Hi Ana. Please let me know if you have insurance on file for the above-referenced. Thanks.
~Ue6oraFi Suarez
1~,ecords Management Assistant
City of Vernon -City ~'Cerk's Office
430SSanta rF'eAvenue
Vernon, ~CA 90058
(323 583-8811
6/29/2009
lea -
APPRQVEp Jl1N 2 4 '09 CITY CgUNC1L
REPORT
STAFF ~
INFORMATION TECHNOLOGY DEPARTMENT
CI'P'Y GLRRK DIS7RIBLITI®N~;
G
DATE: June 3, 2009
TO: Mayor and City Council ; _ - -
FROM: Donal O'Callaghan, Director of Light & Power
RE: PHONE SYSTEM MAINTENANCE AGREEMENT BETWEEN THE CITY OF
VERNON AND CROSSPOINT NETWORKING SOLUTIONS, INC.
Purpose:
The Information Technology recommends renewing the support agreement between the
City of Vernon and Crosspoint Network Solutions, Inc. for a period of one year. The
attached maintenance agreement describes the terms of the contract and the additional
repairs that may be performed by the vendor. The total annual cost of the agreement is
$20,127.60
The agreement covers the standard support provided during the regular business hours
(8:00 a.m. to 5:00 p.m.), Monday through Friday, as well as any emergency services
caused by inability of making .incoming or outgoing calls without charge to the City:
Crosspoint Network Solutions will respond to any emergency, which is defined as being
greater than 20% of the telephone station out of service, within four (4) hours from the time
the problem has been reported.
Recommendation:
It is recommended that the City Council approve the enclosed phone system maintenance
agreement to ensure the uninterrupted support of the phone equipment used by the City.
DO:ay
Attachment
c: Eric Fresch
Nelly Giron, (original)
Judy Lehr
Andrei Yermakov
Project Control
Document Control
V qt'L
''+t~d gX"1~0~~
INTEROFFICE Yn~ =4'~r MEMORANDUM
ti r
E4Y~
CE'~/ED Information Technology Department
JUN 0 4 2009 ~c ~ ~ ~~,,,,,L
CI1Y CLERK'S OFFICE
DATE: June 2, 2009 ~ ~~.~y~-~~~~~
TO: Donal O'Calla han ~ ~ ~ ~ ~
9
Director of tight & Power ~
FROM: Andrei Yermakov ~ ~ ~ ~
Information Technolagy Manager ~ t ~
SUBJECT: Crosspoint Network Solutions Support Contract Renewal
for 06/01 /09 - 05/31 /10
The phone system support agreement has been reviewed and approved as to form by
the City Attorney can June 1, 2009.
Attached are the staff report and the maintenance agreement for the Crosspoint
Network Solutions, Inc. that are ready to be submitted to the City Clerk's Office.
~ ctTJV-
AY/ f
}oro~2g1
~ Q
Attachments: S~a,{~'
CNS Support Agreement -Contract # 1109/10
Prior Year CNS Agreement with Resolution
Staff Report , /D
~o~ p~' ur~fi~
~
c: Document Control
/ ,/e . 4~ .
6/3/
A.Y.
RECEIVED
JUN 0 2 2009
BY; ~
r
O F $
~i i
h~ ~ 1~
INTEROFFICE ~~~~~'~R~~ ~ ~ MEMORANDUM
41"'1?'Frf.'
Utilities & Government Infrastructure-Department
DATE:.- May 12, 2009
TO: Jeff Harrison
City Attorney
FROM: Donal O'Callaghan
Director of Utilities & Government Infrastructure
SUBJECT: CROSSPOINT NETWORK SOLUTIONS., INC, TELEPHONE
SERVICE/MAINTENANCE AGREEMENT WITH THE CITY OF VERNON
FOR THE PERIOD 06/01/2009 - 05/31/2010 -RENEWAL
Attached for your review as to form is the Crosspoint Network Solutions,. Inc. Telephone
Service/Maintenance Agreement with the City of Vernon. This renewal agreement is a
support contract for cone-year period.
If you have any questions, please call me on extension 834.
DOC:rmt
Attachments:
CNS Service/Maintenance Agreement
Resolution No. 9665
c: Andrei Yermakov
Project Control
Document Control
o~'~vE~q*
~a
~ , 4~
dlVI:LY IN~V
CITY ATTORNEY'S OFFICE
INTER-DEPARTMENT MEMORANDUM
DATE; June 1, 2009
T0: Donal O'Callaghan, City Administra/~tor
FROM: Jeff A. Harrison, City Attorne
RE: Crosspoint Network Solutions, Inc. Telephone
Service/Maintenance Agreement
Dear Donal:
I have received and reviewed the Memorandum dated May 12, -2009 and
the attachments thereto.
The Agreement is approved as to form except-the attestation language
needs to be added to the signature block of the Agreement.
JH:jl
Enclosure
JUN. ~ 2 X009'
B'h'y