Resolution No. 2011-088RESOLUTION NO. 2011-88
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
VERNON APPROVING AND AUTHORIZING THE EXECUTION OF
AN AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND
CROSSPOINT NETWORK SOLUTIONS, INC. FOR TELEPHONE
SYSTEM MAINTENANCE AND REPAIR SERVICES
WHEREAS, on August 27, 2007, the City Council of the City of
Vernon adopted Resolution No. 9392 approving a.Telephone
Service/Maintenance Agreement with Crosspoint Network Solutions, Inc.
("CNS"); and
WHEREAS, in 2008, 2009 and 2010, the City Council of the
City of Vernon adopted Resolutions No. 9665, No. 9983 and 2010-69,
renewing the maintenance and repair services agreement with CNS
through May 31, 2011; and
WHEREAS, the City requires the services of a qualified
contractor to provide maintenance and repair services for the
telephone systems and equipment for City Hall and other City
facilities (the "Services"); and
WHEREAS, by a memorandum dated April 25, 2011, the Director
of Light & Power has recommended that the City enter into a new
agreement with CNS setting forth the terms and condition under which
CNS will perform the Services for the period of June 1, 2011 through
May 31, 2012 (the "Agreement"), at the annual cost of $21,058.95, with
additional work paid on an hourly basis as set forth in the Agreement;
and
WHEREAS, the City Council of the City has determined that,
pursuant to the provisions of subsection (b)(1) of Section 2.27 of the
Vernon City Code, it is in the public interest and necessity to enter
into the Agreement with CNS, to enhance services provided to the Vernon
community.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE
CITY OF VERNON AS FOLLOWS:
SECTION 1: The City Council of the City of Vernon hereby
finds and determines that the recitals contained hereinabove are true
and correct.
SECTION 2: The City Council of the City of Vernon hereby
approves the Agreement with CNS, a copy of which is attached hereto as
Exhibit A.
SECTION 3: The City Council of the City of Vernon hereby
authorizes the Mayor or Mayor Pro-Tem-to execute said Agreement for,
and on behalf of, the City of Vernon and the City Clerk or Deputy City
Clerk is hereby authorized to attest thereto.
SECTION 4: The City Council of -the City of Vernon hereby
authorizes the City Administrator, or his designee, to take whatever
actions are deemed necessary or desirable for the purpose of
implementing and carrying out the purposes of this Resolution and the
transactions herein approved or authorized.
SECTION 5: The City Council of the City of Vernon hereby
directs the City Clerk, or the City Clerk's designee, to send a fully
executed Agreement to:
Crosspoint Network Solutions, Inc.
Attn.: Michael Stachowski, Account Manager
28355 Industry Drive, Unit 422
Valencia, CA 91355
2
SECTION 6: The City Clerk of the City of Vernon shall
certify to the passage, approval and adoption of this resolution, and
the City Clerk of the City of Vernon shall cause this resolution and
the City Clerk's certification to be entered in the File of Resolutions
of the Council of this City.
APPROVED AND ADOPTED this 7th day of June, 2011.
Name: Hilario Gonzales
Title: Mayor
ATTES
11 rd G. Yam hi, ty Clerk
_3_
STATE OF CALIFORNIA )
) ss
COUNTY OF LOS ANGELES )
I, Willard G. Yamaguchi, City Clerk of the City of Vernon, do
hereby certify that the foregoing Resolution, being Resolution
No. 2011-88, was duly passed, approved and adopted by the City Council
of the City of Vernon at a regular meeting of the City Council duly
held on Tuesday, June 7, 2011, and thereafter was duly signed by the
Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this I day of June, 2011, at Vernon, California.
'llard am guc i, City Clerk
(SEAL)
4
EXHIBIT A
Crosspoint Network Solutions INC.
28355 Industry Drive Unit 422 Business Telephone Systems Phone # (661) 294-9170
Valencia, CA 91355 Fax # (661) 294-5246
Date: June 1, 2011
Contract # 1109
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 Exhibit `B" 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 Exhibit
"A" and will continue for one (1) year following that date. Services provided by CNS are listed in Exhibit "C"
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 Exhibit "C" 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
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
CNS Confidential — Do Not Disclose 1
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 Exhibit "A". 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
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 Exhibit
" A `J. 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 Exhibit " A ". 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 relocation 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 Data Base 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,
relocation, 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 2
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. I3 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
Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination,
enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this
Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California. The arbitrator shall be a
retired judge. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and
Procedures. All decisions of the arbitrator shall be in writing, and he arbitrator shall provide written reasons for
their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be
entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from
seeking provisional remedies in aid of arbitration from a court having jurisdiction pursuant to this Agreement. The
exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles
County
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 attorneys 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 canceled or materially reduced in coverage without giving
at least 30 days prior written notice to the city.
3. A SPACE REQUIREMENTS
CNS Confidential - Do Not Disclose 3
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
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 4
Exhibit "A"
CURRENT HOURLY LABOR RATES, 10% DISCOUNT
8:00am - 5:00pm Monday - Friday $135.00
5:00pm - 8:00am Monday - Friday $202.50
12:00am-11:59pm Saturday $202.50
Sundays and Major Holidays $270.00
Travel/Trip Charge $ 0.0(
1-YEAR MAINTENANCE AGREEMENT PAYMENT SCHEDULE
ANNUAL COST $ 21,058.95
INITIAL PAYMENT $ 1,754.91
Annual Cost Includes Software Assurance for 3300ICP at $ 1,291.95
PAYMENT DUE ON 1ST OF EACH MONTH
ANNUAL COST IS BASED ON $2.75 PER PORT AT 599 PORTS ALL HARDWARE INCLUDED
AS LISTED IN EXHIBIT `B"
CUSTOMER HAS READ THIS AGREEMENT, UNDERSTANDS THAT THE TERMS AND
CONDITIONS CONTAINED ON THE PROCEEDING PAGES OF THIS AGREEMENT
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
By: Signature and Title Date By: Signature nature Date /'i 10.1045G
By: Signature and Title Date Print and Title
By: Signature and Title Date By: Signature Date
2z
dnt and Titie
CNS Confidential — Do Not Disclose
Exhibit "B"
Mitel System Configuration
No. Of
Cards Type of Card
Equipment List
Contract 1109
Page 1
SX-2000 L, SX-2000ML, Mitel 3300
Ports Per Total
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
*Two (2) New Cards Added In 2005*
Total System Ports & Monthly Total
Annual Maintenance For Mitel
Peripheral Equipment Inventory
Type Of System Equipment
599
Ports/ Monthly
Quantity $/Port
4 Paging System (City Hall, Fire Station, #1, #3, and #4)
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)
Excluded:
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
CNS Confidential — Do Not Disclose 6
EXHIBIT "C"
Hours: Service will be provided 24 hours per day, 7 days per week including holidays.
Your Maintenance Agreement includes:
■ Assigned Account Manager
■ Priority service 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 $45.00 per half hour
■ 10% discount on parts for Adds, Moves, and Changes
■ 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
■ Perform maintenance on Active Voice Voice -mail System provided that Crosspoint
Network Solutions Inc. does not warrant the system given the outdated nature of the
platform and software.
CNS Confidential — Do Not Disclose 7
.,
a
t NJ
OFFICE OF THE CITY CLERK
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
July 11, 2011
Crosspoint Network Solutions, Inc.
Attn: Michael Stachowski, Account Manager
28355 Industry Drive, Unit 422
Valencia, CA 91355
Re: Telephone System Maintenance and Repair Services
Dear Mr. Stachowski:
The insurance requirements have been met. Transmitted herewith is a fully_ executed original
agreement as referenced above, approved by City Council on June 7, 2011, through Resolution
No. 2011-88.
If you have any questions regarding this matter, please call Andrei Yermakov at 323/583-8811
ext. 248.
Very ly yours,
WILLARD(YY2HI
City Clerk/Interi7
m Cit torney
WGY:dj
Enclosure
c: Carlos Fandino
Andrei Yermakov
Purchasing Department
Resolution No. 2011-88
Agreement No. 11-068
E fusively IndustriaC
Crosspoint Network Solutions INC.
28355 Industry Drive Unit 422 Business Telephone Systems Phone # (661) 294-9170
Valencia, CA 91355 Fax # (661) 294-5246
Date: June 1, 2011
Contract #1109
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 Exhibit `B" 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 Exhibit
"A" and will continue for one (1) year following that date. Services provided by CNS are listed in Exhibit "C"
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 Exhibit "C" 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
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
CNS Confidential — Do Not Disclose
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 Exhibit "A". 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
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 Exhibit
" 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 Exhibit " A ". 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 relocation 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 Data Base 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,
relocation, 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 2
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
Any dispute, claim or controversy arising out of or relating to this Agreement or the breach, termination,
enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this
Agreement to arbitrate, shall be determined by arbitration in Los Angeles, California. The arbitrator shall be a
retired judge. The arbitration shall be administered by JAMS pursuant to its Streamlined Arbitration Rules and
Procedures. All decisions of the arbitrator shall be in writing, and he arbitrator shall provide written reasons for
their decision. The arbitration decision shall be final and binding on the Parties. Judgment on the award may be
entered in any court having jurisdiction pursuant to this Agreement. This clause shall not preclude Parties from
seeking provisional remedies in aid of arbitration from a court having jurisdiction pursuant to this Agreement. The
exclusive jurisdiction and venue under this Agreement shall be the Superior Court of California, Los Angeles
County
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 attorneys 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 canceled or materially reduced in coverage without giving
at least 30 days prior written notice to the city.
3. A SPACE REQUIREMENTS
CNS Confidential — Do Not Disclose 3
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
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 4
I *A,94 Il 1 001 N m
Exhibit "A"
CURRENT HOURLY LABOR RATES, 10% DISCOUNT
8:00am - 5:00pm Monday - Friday $135.00
5:00pm - 8:00am Monday - Friday $202.50
12:00am-11:59pm Saturday $202.50
Sundays and Major Holidays $270.00
Travel/Trip Charge $ 0.0(
1-YEAR MAINTENANCE AGREEMENT PAYMENT SCHEDULE
ANNUAL COST $ 21,058.95
INITIAL PAYMENT $ 1,754.91
Annual Cost Includes Software Assurance for 3300ICP at $ 1,291.95
PAYMENT DUE ON 1 sT OF EACH MONTH
ANNUAL COST IS BASED ON $2.75 PER PORT AT 599 PORTS ALL HARDWARE INCLUDED
AS LISTED IN EXHIBIT `B"
CUSTOMER HAS READ THIS AGREEMENT, UNDERSTANDS THAT THE TERMS AND
CONDITIONS CONTAINED ON THE PROCEEDING PAGES OF THIS AGREEMENT
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
14
By: Signature and F le Date By: Signature Date
Hilario Gonzales, Mayor
By: Signature and Title Date Print and Title
1 CLf -06 t�
By: Si nature and Title Date By: Signature Date
ATT T:
C, RP
Willard G. Yama c i, C t Clerk rint and Title
APPROVED AS TO
Michael B. Montgomery, Spec' Counsel
CNS Confidential — Do Not Disclose
EXHIBIT B
Exhibit "B"
Mitel System Configuration
No. Of
Cards Type of Card
Equipment List
Contract 1109
Page 1
SX-2000 L, SX-2000ML, Mitel 3300
Ports Per Total
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
*Two (2) New Cards Added In 2005*
Total System Ports & Monthly Total
Annual Maintenance For Mitel
Peripheral Equipment Inventory
Type Of System Equipment
599
Ports/ Monthly
Quantity $/Port
4 Paging System (City Hall, Fire Station, #l, #3, and #4)
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)
Excluded:
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
CNS Confidential — Do Not Disclose 6
EXHIBIT C
EXHIBIT "C"
Hours: Service will be provided 24 hours per day, 7 days per week including holidays.
Your Maintenance Agreement includes:
■ Assigned Account Manager
■ Priority service 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 $45.00 per half hour
■ 10% discount on parts for Adds, Moves, and Changes
■ 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
■ Perform maintenance on Active Voice Voice -mail System provided that Crosspoint
Network Solutions Inc. does not warrant the system given the outdated nature of the
platform and software.
CNS Confidential — Do Not Disclose 7
RECEIVED
MAY 1 0 2011
CITY CLERK'S OFFICE
STAFF REPORT CITY ADMINISTRATION
INFORMATION TECHNOLOGY DEPARTMEN
DATE: April 25, 2011
TO, Honorable Mayor and City Council
FROM: Carlos Fandino, Director of Light & Power
RE: PHONE SYSTEM MAINTENANCE AGREEMENT BETWEEN THE CITY OF
VERNON AND CROSSPOINT NETWORKING SOLUTIONS, INC.
Purpose:
The Information Technology Department recommends entering into a support agreement
for repair and maintenance of the City's phone system 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 at an extra cost.
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 within four (4) hours from the
time the problem has been reported.
Fiscal Impact:
The total cost of the annual support is $21,058.95, which was budgeted in the Information
Technology Department in the 2011/2012 fiscal year. Additional services are provided at an
hourly rate.
Recommendation:
It is recommended that the City Council approve the enclosed phone system maintenance
agreement on the meeting of May 17, 2011 to ensure the uninterrupted support of the
phone equipment used by the City.
DO:ay
Attachment
CITY ATTORNEY'S OFFICE
INTER -DEPARTMENT MEMORANDUM
DATE: May 2, 2011
TO: Carlos Fandino, Director of Light & Power
FROM: Michael B. Montgomery, SpecialCounsel
RE: Crosspoint Networking Solutions \
I have received and reviewed your Memorandum dated December 29,
2010, and the attachments thereto.
I have the following suggested changes:
Page 3, Section 2.1 - Arbitration and Venue clause should read:
Any dispute, claim or controversy arising out of or relating to
this Agreement or the breach, termination, enforcement,
interpretation or validity thereof, including the determination of
the scope or applicability of this Agreement to arbitrate, shall
be determined by arbitration in Los Angeles, California. The
arbitrator shall be a retired judge. The arbitration shall be
administered by JAMS pursuant to its Streamlined Arbitration Rules
and Procedures. All decisions of the arbitrator shall be in
writing, and the arbitrator shall provide written reasons for
their. decision. The arbitration decision shall be final and
binding on the Parties. Judgment on the award may be entered in
any court having jurisdiction pursuant to this Agreement. This
clause shall not preclude Parties from seeking provisional
remedies in aid of arbitration from a court having jurisdiction
pursuant to this Agreement. The exclusive jurisdiction and venue
under this Agreement shall be the Superior Court of California,
Los Angeles County.
Otherwise the Phone System Maintenance Agreement is approved as to
form.
WY:em
Page 1 of 1
Juarez, Debbie
From: Mermis, Michelle
Sent: Monday, July 11, 2011 10:22 AM
To: Juarez, Debbie
Subject: crosspoint
Has been approved.
%icheffe 914ermis
City of Vernon
RiskWanagement
323-583-8811 eiCt. 812
CONFIDENTIALITY NOTICE: This e-mail transmission, and any documents, files or previous e-mail messages
attached to it may contain confidential information that is legally privileged. If you are not the intended recipient, or a
person responsible for delivering it to the intended recipient, you are hereby notified that any 'disclosure, copying,
distribution or use of any of the information contained in or attached to this transmission is STRICTLY
PROHIBITED. If you have received this transmission in error, please immediately notify the sender. Please destroy the
original transmission and its attachments without reading or saving in any manner.
7/11/2011