Resolution No. 2012-075RESOLUTION NO. 2012-75
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, 2010 and 2011 the City Council of
the City of Vernon adopted Resolutions No. 9665, No. 9983, 2,010-69 and
2011-88 renewing the maintenance and repair services agreement with
CNS through May 31, 2012; 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, 2012, 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, 2012 through
May 31, 2013 (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 in order 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 Crosspoint Network Solutions, Inc., 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
instructs 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 15 th day of May, 2012.
Name: William J. Davis
Title-.-:z� / mayor Pro -Tern
I
- 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. 2012-75, 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, may 15, 2012, and thereafter was duly signed by the
Mayor or Mayor Pro-Tem of the City of Vernon.
Executed this day of may, 2012, at Vernon, California.
(SEAL)
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, 2012
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 perfonned 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 pro), 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 I
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 identilying 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 tranks 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 CUSTO]�ER 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.
�-R 1= 19 0 0 0 B) all) WW" 010414
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.
�41 �AA 13 0 0 un I W ZI
Any dispute, claim or controversy arising out of or relating to this agreement or the breach,
termination, enforement, interpretation or validity thereof, including the determination of the
scope or applicability of this Agreement to arbitrate, shall be determined by arbritration in Los
Angeles, California. The arbitration shall be administered by JAMS pusuant to its streamlined
Arbitration Rules and Procedures. He arbitrator shall be a retired judge. All decisions or the
arbitrator shall be in writing, and the abritrator shall provice written reason 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 the Agreement. Notwithstanding the
foregoing, the parties shall be permitted to access the court system to enforce any arbitration
award. 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 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 canceled 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
CNS Confidential — Do Not Disclose
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
Exhibit "A"
CURRENT HOURLY LABOR RATES, 10% DISCOUNT
8:00am - 5:00pm Monday - Friday
$135.00
5:00pm - 8:00arn Monday - Friday
$202.50
12:00arn -1 1:59prn Saturday
$202.50
Sundays and Mqjor Holidays
$270.00
Travel/Trip Charge
$ 0.0(
I -YEAR MAINTENANCE AGREEMENT PAYMENT SCHEDULE
ANNUAL COST $21,058.95
INITIAL PAYMENT $ 1,754.91
Annual Cost Includes Software Assurance for 33001CP at $ 1,291.95
PAYMENT DUE ON IIT 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:
CITY OF VERNON
4305 SANTA FE AVE.
VERNON, CA 90058
By: Signature and Title Date
ATTEST: William Davis, Mayor Pro—Tem
ACCEPTED BY:
CNS, INC
28355 Industry Drive Unit 422
Valencia, CA 91355
Date
g4 (:��14 cl-lr(,-j j "�- / ( �5- 0
By: Signature and Title Date Print and Titl�
Willard G. Yamaguchi, City Cler ""
APPROVED AS TO FORM:
By: Signature and Title Date By: Signature Date
Willard G. Yamaguchi,
Chief Deputy City Attorney
Print and Title
CNS Confidential — Do Not Disclose
Exhibit "B"
Mite] System Configuration
No. Of
Cards Type of Card
I Attendant Console (Superconsole)
7 *ONS Analog Line Card*
I LS/GS Digital Trunk Card
16 Digital (DNIC) Line Card
2 Dual Link PRI
74 IP Licenses
*Two (2) New Cards Added In 2005*
Total System Ports & Monthly Total
Annual Maintenance For Mitel
Peripheral Equipment Inventory
Type Of System Equipment
Equipment List
Contract 1109
Page 1
SX-2000 L, SX-2000ML, Mitel 3300
Ports Per Total
Card Ports
4
4
16
112
8
8
16
256
48
96
0
123
599
Ports/ Monthly
Quantity $/Port
Paging System (City Hall, Fire Station, #1, 43, and #4)
Critical (1) Management
OPS Manager
Alpha CFR2000 Battery Back Up (City Hall — Batteries Excluded)
ALPHA CFR600 Battery Back Up (Fire Station I — Batteries Excluded)
Teleworker Solution Support
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
EXHIBIT "C"
Hours: Service will be provided 24 hours per day, 7 days per week including holidays.
Your Maintenance Agreement includes:
0 Assigned Account Manager
0 Priority service over non-mainteriance agreement accounts
0 Material and labor coverage
0 Four (4) hour response time on major system failure
0 Adds, Moves, and Changes billed * from thereafter
U Remote Maintenance/ Technical Telephone Support is covered
0 Remote Maintenance Adds, Moves, and Changes are billed at $45.00 per half hour
0 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.
0 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
.& Mh-"
OFFICE OF THE CITY CLERK
4305 Santa Fe Avenue, Vernon, California 90058
Telephone (323) 583-8811
May 29, 2012
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 May 15, 2012, through Resolution
No. 2012-75.
If you have any questions regarding this matter, please call Andrei Yermakov at 323/583-8811
ext. 248.
QVer ly yours,
WI LARD . YA A CH
4t I
City Clerk
WGY:dj
Enclosure
c: Carlos Fandino
Andrei Yermakov
Purchasing Department
Resolution No. 2012-75
Agreement No. 12-042
E.xcfusivefy Indust?iaf
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, 2012
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
"X' 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 I
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 famished 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.
on �41 S .3 11 RN I 18W I
Any dispute, claim or controversy arising out of or relating to this agreement or the breach,
termination, enforement, interpretation or validity thereof, including the determination of the
scope or applicability of this Agreement to arbitrate, shall be determined by arbritration in Los
Angeles, California. The arbitration shall be administered by JAMS pusuant to its streamlined
Arbitration Rules and Procedures. He arbitrator shall be a retired judge. All decisions or the
arbitrator shall be in writing, and the abritrator shall provice written reason 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 the Agreement. Notwithstanding the
foregoing, the parties shall be permitted to access the court system to enforce any arbitration
award. 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 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 canceled 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
CNS Confidential — Do Not Disclose
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
EXHIBIT A
ATTEST:
APPROVED
Exhibit "All
CURRENT HOURLY LABOR RATES, 10% DISCOUNT
8:00arn - 5:00prn Monday - Friday
$135.00
5:00prn - 8:00arn Monday - Friday
$202.50
12:00am - 1 1:59pm 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 33001CP at $ 1,291.95
PAYMENT DUE ON IST 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
PS7:- 17 e� 0,-/ - z
1\ . /W"
By: aignature and Title' Date 9-y:-Signat-ure Date
/,William Davis, Mayor Pro-Tein
/I
>-, / ok 6 ��
291 nat-&r '&"le
J Date
'2�#
Print and Title
.1lard G Y
uco
i, ity L.PrK
FORM:
1"ty
tignafu-rka< e
Dad
ry. 6 �nat
Date
Willard G. Ya
ag hi
Chief Deputy
�v
y Attorney
Print and Title
CNS Confidential - Do Not Disclose 5
EXHIBIT B
Exhibit "B"
Mitel System Configuration
No. Of
Cards Type of Card
1 Attendant Console (Superconsole)
7 *ONS Analog Line Card*
1 LS/GS Digital Trunk Card
16 Digital (DNIC) Line Card
2 Dual Link PRI
74 IP Licenses
*Two (2) New Cards Added In 2005*
Total System Ports & Monthly Total
Annual Maintenance For Mitel
Peripheral Equipment Inventory
Equipment List
Contract 1109
Page 1
SX-2000 L, SX-2000ML, Mitel 3300
Ports Per Total
Card Ports
4 4
16 112
16 256
48 96
0 123
599
Ports/ Monthly
Type Of System Equipment Quantity Wort
4 Paging System (City Hall, Fire Station, #1, #3, and #4)
1 Critical (1) Management
I OPS Manager
I Alpha CFR2000 Battery Back Up (City Hall — Batteries Excluded)
I ALPHA CFR600 Battery Back Up (Fire Station I — Batteries Excluded)
I Teleworker Solution Support
I Teleworker Platform
I 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
EXHIBIT C
EXHIBIT "C"
Hours: Service will be provided 24 hours per day, 7 days per week including holidays.
Your Maintenance Agreement includes:
0 Assigned Account Manager
0 Priority service over non -maintenance agreement accounts
0 Material and labor coverage
0 Four (4) hour response time on major system failure
0 Adds, Moves, and Changes billed * from thereafter
N Remote Maintenance/ Technical Telephone Support is covered
0 Remote Maintenance Adds, Moves, and Changes are billed at $45.00 per half hour
0 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.
0 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
Juarez, Debbie
From:
Arriola, Justin
Sent:
Thursday, May 24, 2012 1:18 PM
To:
Juarez, Debbie
Subject:
Crosspoint Network Solution
Hi Debbie,
Please be advised that the above reference.has provided acceptable insurance coverage.
Thank you,
Justin Arriola
Risk Management Dpt.
iarriola@ci.vernon.ca.us
(323) 583-8811 ext: 315
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.
RECEIVED
MAY 0,-7 2012
CITY CLERWS OFFICE
STAFF REPORT
INFORMATION TECHNOLOGY DEPARTMENT
DATE: April 25, 2012
TO: Honorable Mayor and City Council
FROM: Carlos Fandino, Director of Light & Powerc'tof&�—
CITY ADMINISTRATION
RE: PHONE SYSTEM MAINTENANCE AGREEMENT BETWEEN THE CITY OF
VERNON AND CROSSPOINT NETWORKING SOLUTIONS, INC.
Purpose:
The Information Technology Departmen
for repair and maintenance of the City'i
Crosspoint Network Solutions, Inc. for
agreement describes the terms of the
performed by the vendor at an extra cost.
recommends entering into a support agreement
phone system between the City of Vernon and
i period of one year. The attached maintenance
contract and the additional repairs that may be
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 2012/2013 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 15, 2012 to ensure the uninterrupted support of the
phone equipment used by the City.
DO:ay
Attachment
CITY ATTORNEY'S OFFICE
INTER -DEPARTMENT MEMORANDUM
DATE: April 30, 2012
TO: Carlos Fandino, Director of Light & Power
FROM: Willard G. Yamaguchi, Chief Deputy City Attorne
RE: Crosspoint Networking Solutions
I have received and reviewed the memorandum dated April 25, 2012,
and the attachments thereto.
I have the following suggested changes:
Page 3, Section 2.1 - Arbitration 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 arbitration shall be administered by JAMS pursuant to its
Streamlined Arbitration Rules and Procedures. The arbitrator
shall be a retired judge. 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. Notwithstanding the foregoing, the parties shall be
permitted to access the court system to enforce any arbitration
award. The exclusive jurisdiction and venue under this
Agreement shall be the Superior Court of California, Los
Angeles County.
Otherwise the Telephone Service / maintenance Agreement is approved
as to form.
WY: em