HomeMy WebLinkAbout1999-09-13 City Council (11)TO:
FROM:
of Palo Alto
HONORABLE CITY COUNCIL
CITY MANAGER DEPARTMENT: POLICE
8
DATE:SEPTEMBER 13, 1999 CMR: 346:99
SUBJECT:APPROVAL OF CONSULTANT CONTRACT WITH FRANK
THATCHER ASSOCIATES,INC.FOR CONSULTING
SERVICES TO STUDY THECITY’S COMMUNICATIONS
INFRASTRUCTURE
RECOMMENDATION
Staff recommends that Council approve and authorize the Mayor to execute the attached
contract with Frank Thatcher Associates, Inc. in the amount of $48,600 to study the City’s
communications infrastructure and to provide recommendations that will meet the City’s
needs for the next 10-15 years.
DISCUSSION
Project Description
In its current configuration, Police, Fire/Emergency Medical Services (EMS), Utilities, and
several City departments (Public Works, Planning, Facilities, Parks, etc.) utilize the City’s
communications infrastructure. The infrastructure consists of the following radio channels:
1) police main and backup; 2) fire main and tactical; 3) command and control; 4) three local
government channels used by Public Works, Utilities, Planning, Parks, etc.; 5) data channel;
6) microwave (used to transmit control and data signals for city communications systems
between City Hall and the Municipal Service Center, and City Hall and Park Boulevard
Reservoir); 7) all Communications Center equipment; and 8) numerous pieces of ancillary
equipment for support and control of these channels.
The communications infrastructure backbone was implemented approximately 20 years ago,
and since that time additions, replacements, and enhancements have been completed as part
of a routine maintenance program to keep the system operating at optimal levels.
In late 1997, as a result of improvements in technology, the FCC changed its rules relating
to the frequency spectrum on which the City’s police channels operate. The FCC chose to
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open up this frequency spectrum for commercial applications such as tow truck fleet
operations or wide area coverage for trucking firms. For many years, this spectrum had
originally been reserved for public safety applications. The action, which became known as
"re-farming", allowed a doubling of frequencies in this spectrum by narrowing the separation
between channels. Public safety agencies operating in this band are now faced with potential
interference from the commercial sources unless they make dramatic changes in their current
infrastructure.
Commercial applications are often operated under a completely different philosophy than that
of the public safety community. High power output and frequency saturation used by
commercial applications creates a potential for damage to public safety agencies operating
in this band caused from the interference created by the overlapping channel separation.
Serious consequences to the public safety arena such as interference to police channels from
unknown sources or interruption of communications on City channels during major incidents
could result.
Staff began to study methods of dealing with this issue. It soon became apparent that the
City was faced with two primary issues: 1) how to deal with the immediate threat to the
police and fire radio channels and 2) what preparations need to be made to meet the City’s
communications needs for the next 10 to 15 years.
The work to be performed under the contract is for the consultant to study and assess the
City’s current communications infrastructure and to develop recommendations on how best
to meet the City’s future needs.
Selection Process
Staff sent a request for proposals to 14 consulting firms on April 30, 1999. Firms were given
24 days to respond to the request. A total of three firms submitted proposals. Proposals
ranged from $32,680 to $123,000. Those firms not responding indicated that they did not
submit a proposal because many were on the East Coast. Their proposals would need to
include travel expenses, thereby excluding them from local competitive responses.
A selection advisory committee consisting of staff from the Police Department and
Administrative Services Information Technology reviewed the proposals, and two firms were
invited to participate in oral interviews on July 12, 1999. The committee carefully reviewed
each firm’s qualifications and submittal in response to the RFP relative to the following
CMR:346:99 Page 2 of 3
criteria: the responses for completeness, experience of the firm, experience of the firm’s
staff, the firm’s restatement of the objectives of the project, references, and cost. Frank
Thatcher Associates, Inc. was selected as the vendor because of its comprehensive approach
to the project, its proximity to the City, and experience in dealing with issues involving other
agencies in the Bay Area.
RESOURCE IMPACT
Funds in the amount of $48,600 are available for this purpose in the Police Department’s FY
1999-2000 operating budget.
POLICY IMPLICATIONS
This report does not represent any change to existing City policies.
ENVIRONMENTAL REVIEW
This is not a project under the California Environmental Quality Act.
ATTACHMENTS
Aueement with Frank Thatcher & Associates.
PREPARED BY:John Bush, Coordinator - Communications ServicesLynne Johnson, ass~~hief
DEPARTMENT HEAD:
P~ h.~ Dw~er,-(~hie~e
CITY MANAGERAPPROVAL:
EMIL~ HARRISON
Assistant City Manager
CMR:346:99 Page 3 of 3
CONTRACT NO.
BETWEEN THE CITY OF PALO ALTO AND
FRANK THATCHER ASSOCIATES, INC.
FOR CONSULTING SERVICES
RELATING TO RADIO COMMUNICATIONS EVALUATION
This Contract is entered into on , 1999,
by and between the CITY OF PALO ALTO, a chartered city and a
municipal corporation of the State of California ("CITY"), and
FRANK THATCHER ASSOCIATES, INC., a California Corporation, located
at 564 Market Street,Suite 612, San Francisco,California
("CONSULTANT").
RECITALS:
WHEREAS, CITY desires certain professional consulting
services ("Services") and the preparation and delivery of, without
limitation, one or more sets of documents, drawings, maps, plans,
designs, data, calculations, surveys, specifications, schedules or
other writings ("Deliverables") (Services and Deliverables are,
collectively, the "Project"), as more fully described in Exhibit
"A"; and
WHEREAS, CITY desires to engage CONSULTANT, including its
employees, if any, in providing the Services by reason of its
qualifications and experience in performing the Services, and
CONSULTANT has offered to complete the Project on the terms and in
the manner set forth herein;
NOW, THEREFORE, in consideration of the covenants, terms,
conditions, and provisions of this Contract, the parties agree:
SECTION i. TERM
i.i This Contract will commence on the date of its
execution by CITY, and will terminate upon completion of the
Project, unless this Contract is earlier terminated by CITY. Upon
the receipt of CITY’s notice to proceed, CONSULTANT will commence
work on the initial and subsequent Project tasks in accordance with
the time schedule set forth in Exhibit "A". Time is of the essence
of this Contract. In the event that the Project is not completed
within the time required through any fault of CONSULTANT, CITY’s
city manager will have the option of extending the time schedule
for any period of time. This provision wil! not preclude the
recovery of damages for delay caused by CONSULTANT.
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SECTION 2.SCOPE OF PROJECT; CHANGES & CORRECTIONS
2.1 The scope of Services and Deliverables constituting
the Project will be performed, delivered or executed by CONSULTANT
under the phases of the Basic Services as described be!ow.
2.2 CITY may order substantial changes in the scope or
character of the Basic Services, the Deliverables, or the Project,
either decreasing or increasing the amount of work required of
CONSULTANT. In the event that such changes are ordered, subject to
the approval of CITY’s City Council, as may be required, CONSULTANT
will be entitled to full compensation for al! work performed prior
to CONSULTANT’s receipt of the notice of change and further will be
entitled to an extension of the time schedule. Any increase in
compensation for substantial changes wil! be determined in
accordance with the provisions of this Contract. CITY will not be
liable for the cost or payment of any change in work, unless the
amount of additional compensation attributable to the change in
work is agreed to, in writing, .by CITY before CONSULTANT commences
the performance of any such change in work.
2.3 Where the Project entails the drafting and
submission of Deliverables, for example, construction plans,
drawings, and specifications, any and al! errors, omissions, or
ambiguities in the Deliverables, which are discovered by CITY
before invitations to bid on a construction project (for which the
Deliverables are required) are distributed by CITY, will be
corrected by CONSULTANT at no cost to CITY, provided CITY gives
notice to CONSULTANT.
DUTIES
SECTION 3 CONSULTANT’S 0UALIFICATIONS, STATUS, AND
3.1 CONSULTANT represents and warrants that it has the
expertise and professiona! qualifications to furnish or cause to be
furnished the Services and Deliverables. CONSULTANT further
represents and warrants that the project director and every
individua!, including any consultant (or contractors), charged with
the performance of the Services are duly licensed or certified by
the State of California, to the extent such licensing or
certification is required by law to perform the Services, and that
the Project wil! be executed by them or under their supervision.
CONSULTANT will furnish to CITY for approva!, prior to execution of
this Contract, a list of al! individuals and the names of their
employers or principals to be emp!oyed as consultants.
3.2 In reliance on the representations and warranties
set forth in this Contract, CITY hires CONSULTANT to execute, and
CONSULTANT covenants and agrees that it will execute or cause to be
executed, the Project.
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3.3 CONSULTANT will assign Greg Forrest as the project
director to have supervisory responsibility for the performance,
progress, and execution of the Project. Charles Ostrofe wil! be
assigned as the project coordinator who will represent CONSULTANT
during the day-to-day work on the Project. If circumstances or
conditions subsequent to the execution of this Contract cause the
substitution of the project director or project coordinator for any
reason, the appointment of a substitute project director or
substitute project coordinator will be subject to the prior written
approval of the project manager.
3.4 CONSULTANT represents and warrants that it will:
3.4.1 Procure all permits and licenses, pay all
charges and fees, and give al! notices which may be necessary and
incident to the due and lawfu! prosecution of the Project;
3.4.2 Keep itself fully informed of all existing and
future Federal, State of California, and !ocal laws, ordinances,
regulations, orders, and decrees which may affect those engaged or
employed under this Contract and any materials used in CONSULTANT’s
performance of the Services;
3.4.3 At all times observe and comply with, and cause
its employees and consultants, if any, who are assigned to the
performance of this Contract to observe and comply with, the laws,
ordinances, regulations, orders and decrees mentioned above; and
3.4.4 Will report immediately to the project manager,
in writing, any discrepancy or inconsistency it discovers in the
laws, ordinances, regulations, orders, and decrees mentioned above
in relation to the Deliverables.
3.5 Any Deliverables given to, or prepared or assembled
by, CONSULTANT or its consultants, if any, under this Contract wil!
become the property of CITY and wil! not be made available to any
individua! or organization by CONSULTANT or its consultants, if
any, without the prior written approva! of the city manager.
3.6 CONSULTANT will provide CITY with three (3) copies
of any documents which are a part of the Deliverables upon their
completion and acceptance by CITY, two of which shal! be bound and
one of which shall be non-bound for purposes of copying.
3.7 If CITY requests additional copies of any documents
which are a part of the Deliverables, CONSULTANT will provide such
additional copies and CITY will compensate CONSULTANT for its
duplicating costs.
3.8 CONSULTANT will be responsible for employing or
engaging all persons necessary to execute the Project. All
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consultants of CONSULTANT will be deemed to be directly controlled
and supervised by CONSULTANT, which will be responsible for their
performance. If any emp!oyee or consultant of CONSULTANT fails or
refuses to carry out the provisions of this Contract or appears to
be incompetent or to act in a disorderly or improper manner, the
employee or consultant will be discharged immediately from further
performance under this Contract on demand of the project manager.
3.9 In the execution of the Project, CONSULTANT and its
consultants, if any, will at all times be considered independent
contractors and not agents or employees of CITY.
3.10 CONSULTANT will perform or obtain or cause to be
performed or obtained any and al! of the fol!owing Additional
Services, not included under the Basic Services, if so authorized,
in writing, by CITY:
3.10.1 Providing services as an expert witness in
connection with any public hearing or meeting, arbitration
proceeding,or proceeding of a court of record;
3.10.2 Incurring travel and subsistence expenses for
CONSULTANT and its staff beyond those normally required under the
Basic Services;
3.10.3 Performing any other Additional Services that
may be agreed upon by the parties subsequent to the execution of
this Contract; and
3.10.4 Other Additional Services now or hereafter
described in Exhibit "A" to this Contract.
3.11 CONSULTANT will be responsible for employing
all consultants deemed necessary to assist CONSULTANT in the
performance of the Services. The appointment of consultants must
be approved, in advance, by CITY, in writing, and must remain
acceptable to CITY during the term of this Contract.
SECTION 4. DUTIES OF CITY
4.1 CITY will furnish or cause to be furnished the
services listed in Exhibit "A" and such information regarding its
requirements applicable to the Project as may be reasonably
requested by CONSULTANT.
4.2 CITY will review and approve, as necessary, in a
timely manner the Deliverables and each phase of work performed by
CONSULTANT. CITY’s estimated time of review and approva! will be
furnished to CONSULTANT at the time of submission of each phase of
work. CONSULTANT acknowledges and understands that the
interrelated exchange of information among CITY’s various
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departments makes it extremely difficult for CITY to firmly
establish the time of each review and approval task. CITY’s
failure to review and approve within the estimated time schedule
wil! not constitute a default under this Contract°
4.3 The city manager will represent CITY for all
purposes under this Contract. John Bush is designated as the
project manager for the city manager. The project manager will
supervise the performance, progress, and execution of the Project,
and will be assisted by Thomas Laye, the chief communications
technician and technical representative for the department.
4.4 If CITY observes or otherwise becomes aware of any
default in the performance of CONSULTANT, CITY will use reasonable
efforts to give written notice thereof to CONSULTANT in a timely
manner.
SECTION 5. COMPENSATION
5.1 CITY will compensate CONSULTANT for the following
services and work:
5.1.1 In consideration of the full performance of the
Basic Services, including any authorized reimbursable expenses,
CITY wil! pay CONSULTANT a fee not to exceed FORTY EIGHT THOUSAND
dollars ($48,000.00). The amount of compensation will be
calculated in accordance with the hourly rate schedule set forth in
Exhibit "B", on a time and materials basis, up to the maximum
amount set forth in this Section. the fees of the consultants, who
have direct contractua! relationships with CONSULTANT, wil! be
approved, in advance, by CITY. CITY reserves the right to refuse
payment of such fees, if such prior approval is not obtained by
CONSULTANT.
5.1.2 The full payment of charges for extra work or
changes, or both, in the execution of the Project will be made,
provided such request for payment is initiated by CONSULTANT and
authorized, in writing, by the project manager. Payment will be
made within thirty (30) days of submission by CONSULTANT of a
statement, in triplicate, of itemized costs covering such work or
changes, or both. Prior to commencing such extra work or changes,
or both, the parties wil! agree upon an estimated maximum cost for
such extra work or changes. CONSULTANT will not be paid for extra
work or changes, including, without limitation, any design work or
change order preparation, which is made necessary on account of
CONSULTANT’s errors, omissions, or oversights.
5.1.3 Direct personnel expense of employees assigned
to the execution of the Project by CONSULTANT will include only the
work of architects, engineers, designers, job captains, surveyors,
draftspersons, specification writers and typists, in consultation,
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research and design, work in producing drawings, specifications and
other documents pertaining to the Project, and in services rendered
during construction at the site, to the extent such services are
expressly contemplated under this Contract. Included in the cost
of direct personne! expense of these emp!oyees are salaries and
mandatory and customary benefits such as statutory emp!oyee
benefits, insurance, sick leave, holidays and vacations, pensions
and similar benefits.
5.2 The schedule of payments will be made as follows:
5.2.1 Payment of the Basic Services will be made in
monthly progress payments in proportion to the quantum of services
performed, or in accordance with any other schedule of payment
mutually agreed upon by the parties, as set forth in Exhibit "B",
or within thirty (30) days of submission, in triplicate, of such
requests if a schedule of payment is not specified. Fina! payment
will be made by CITY after CONSULTANT has submitted all
Deliverables, including, without limitation, " reports which have
been approved by the project manager.
5.2.2 Payment of the Additional Services will be
made in monthly progress payments for services rendered, within
thirty (30) days of submission, in triplicate, of such requests.
5.2.3 No deductions will be made from CONSULTANT’s
compensation on account of penalties, liquidated damages, or other
sums withheld by CITY from payments to general contractors.
SECTION 6. ACCOUNTING, AUDITS, OWNERSHIP OF RECORDS
6.1 Records of the direct personnel expenses and
expenses incurred in connection with the performance of Basic
Services and Additiona! Services pertaining to the Project wil! be
prepared, maintained,.and retained by CONSULTANT in accordance with
generally accepted accounting principles and will be made available
to CITY for auditing purposes at mutually convenient times during
the term of this Contract and ~for three (3) years following the
expiration or earlier termination of this Contract.
6.2 The originals of the Deliverables prepared by or
under the direction of CONSULTANT in the performance of this
Contract wil! become the property of CITY irrespective of whether
the Project is completed upon CITY’s payment of the amounts
required to be paid to CONSULTANT. These originals wil! be
delivered to CITY without additional compensation. CITY will have
the right to utilize any final and incomplete drawings, estimates,
specifications, and any other documents prepared hereunder by
CONSULTANT, but CONSULTANT disclaims any responsibility or
liability for any alterations or modifications of such documents.
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6
SECTION 7.INDEMNITY
7.1 CONSULTANT agrees to protect, indemnify, defend and
hold harmless CITY, its Council members, officers, employees and
agents, from any and al! demands, claims, or liability of any
nature, including death or injury to any person, property damage or
any other !oss, caused by or arising out of CONSULTANT’s, its
officers’, agents’, consultants’ or emp!oyees’ negligent acts,
errors, or omissions, or willful misconduct, or conduct for which
applicable law may impose strict liability on CONSULTANT in the
performance of or failure to perform its obligations under this
Contract.
SECTION 8.WAIVERS
8.1 The waiver by either party of any breach or
violation of any covenant, term, condition or provision of this
Contract or of the provisions of any ordinance or law wil! not be
deemed to be a waiver of any such covenant, term, condition,
provision, ordinance, or law or of any subsequent breach or
violation of the same or of any other covenant, term, condition,
provision, ordinance or law. The subsequent acceptance by either
party of any fee or other money which may become due hereunder wil!
not be deemed to be a waiver of any preceding breach or violation
by the other party of any covenant, term, condition or.provision of
this Contract or of any applicable law or ordinance.
8.2 No payment, partial payment, acceptance, or partial
acceptance by CITY will operate as a waiver on the part of CITY of
any of its rights under this Contract.
SECTION 9. INSURANCE
9.1 CONSULTANT, at its sole cost and expense, will
obtain and maintain, in full force and effect during the term of
this Contract, the insurance coverage described in Exhibit "C",
insuring not only CONSULTANT and its consultants, if any, but also,
with the exception of workers’ compensation, employer’s liability
and professiona! liability insurance, naming CITY as an additional
insured concerning CONSULTANT’s performance under this Contract.
9.2 All insurance coverage required hereunder will be
provided through carriers with Best’s Key Rating Guide ratings of
A:VII or higher which are admitted to transact insurance business
in the State of California. Any and al! consultants of CONSULTANT
retained to perform Services under this Contract will obtain and
maintain, in ful! force and effect during the term of this
Contract, identical insurance coverage, naming CITYas an
additional insured under such policies as required above.
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9.3 Certificates of such insurance, preferably on the
forms provided by CITY, will be filed with CITY concurrently with
the execution of this Contract. The certificates will be subject
to the approva! of CITY’s risk manager and will contain an
endorsement stating that the insurance is primary coverage and wil!
not be canceled or altered by the insurer except after filing with
the CITY’s city clerk thirty (30) days’ prior written notice of
such cancellation or alteration, and that the City of Palo Alto is
named as an additional insured except in policies of workers’
compensation, emp!oyer’s liability, and professional liability
insurance. Current certificates of such insurance will be kepton
file at al! times during the term of this Contract with the city
clerk.
9.4 The procuring of such required policy or policies
of insurance will not be construed to limitCONSULTANT’s liability
hereunder nor to fulfill the indemnification provisions of this
Contract. Notwithstanding the policy or policies of insurance,
CONSULTANT will be obligated for the ful! and total amount of any
damage, injury, or loss caused by or directly arising as a result
of the Services performed under this Contract, including such
damage, injury, or !oss arising after the Contract is terminated or
the term has expired.
SECTION I0. WORKERS’ COMPENSATION
i0.i CONSULTANT, by executing this Contract, certifies
that it is aware of the provisions of the Labor Code of the State
of California which require every employer to be insured against
liability for workers’ compensation or to undertake self-insurance
in accordance with the provisions of that Code, and certifies that
it will comply with such provisions, as applicable, before
commencing the performance of the Project.
PROJECT
SECTION ii TERMINATION OR SUSPENSION OF CONTRACT OR
Ii.i The city manager may suspend the execution of the
Project, in whole or in part, or terminate this Contract, with or
without cause, by giving thirty (30) days’ prior written notice
thereof to CONSULTANT, or immediately after submission to CITY by
CONSULTANT of any completed item of Basic Services. Upon receipt
of such notice, CONSULTANT will immediately discontinue its
performance under this Contract.
11.2 CONSULTANT may terminate this Contract or suspend
its execution of the Project by giving thirty (30) days’ prior
written notice thereof to CITY, but only in the event of a
substantia! failure of performance by CITY or in. the event CITY
indefinitely withholds or withdraws its request for the initiation
or continuation of Basic Services or the execution of the Project.
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11.3 Upon such suspension or termination by CITY,
CONSULTANT wil! be compensated for the Basic Services and
Additional Services performed and Deliverables received and
approved prior to receipt of written notice from CITY of such
suspension or abandonment, together with authorized additional and
reimbursable expenses then due. If the Project is resumed after it
has been suspended for more than 180 days, any change in
CONSULTANT’s compensation will be subject to renegotiation and, if
necessary, approva! of CITY’s City Council. If this Contract is
suspended or terminated on account of a default by CONSULTANT, CITY
will be obligated to compensate CONSULTANT only for that portion of
CONSULTANT’s services which are of direct and immediate benefit to
CITY, as such determination may be made by the city manager in the
reasonable exercise of her discretion.
11.4 In the event of termination of this Contract or
suspension of work on the Project by CITY where CONSULTANT is not
in default, CONSULTANT will receive compensation as follows:
11.4.1 For approved items of services, CONSULTANT will
be compensated for each item of service fully performed in the
amounts authorized under this Contract.
11.4.2 For approved items of services on which a
notice to proceed is issued by CITY, but which are not fully
performed, CONSULTANT will be compensated for each item of service
in an amount which bears the same ratio to the total fee otherwise
payable for the performance of the service as the quantum of
service actually rendered bears to the services necessary for the
full performance of that item of service.
11.4.3 The total compensation payable under the
preceding paragraphs of this Section wil! not exceed the payment
specified under Section 5 for the respective items of service to be
furnished by CONSULTANT.
11.5 Upon such suspension or termination, CONSULTANT
will deliver to the city manager immediately any and all copies of
the Deliverables, whether or not completed, prepared by CONSULTANT
or its consultants, if any, or given to CONSULTANT or its
consultants, if any, in connection with this Contract. Such
materials will become the property of CITY.
11.6 The failure of CITY to agree with CONSULTANT’s
independent findings, conclusions, or recommendations, if the same
are called for under this Contract, on the basis of differences in
matters of judgment, will not be construed as a failure on the part
of CONSULTANT to fulfill its obligations under this Contract.
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9
SECTION 12 ASSIGNMENT
12.1 This Contract is for the personal services of
CONSULTANT, therefore, CONSULTANT will not assign, transfer,
convey, or otherwise dispose of this Contract or any right, title
or interest in or to the same or any part thereof without the prior
written consent of CITY. A consent to one assignment will not be
deemed to be a consent to any subsequent assignment. Any
assignment made without the approval of CITY will be void and, at
the option of the city manager, this Contract may be terminated.
This Contract will not be assignable by operation of law.
SECTION 13. NOTICES
13.1 All notices hereunder will be given, in writing,
and mailed, postage prepaid, by certified mail, addressed as
follows:
To CITY:Office of the City Clerk
City of Palo Alto
Post Office Box 10250
Palo Alto, CA 94303
To CONSULTANT: Attention of the project director
at the address of CONSULTANT recited above
SECTION 14. CONFLICT OF INTEREST
14.1 In accepting this Contract, CONSULTANT covenants
that it presently has no interest, and will not acquire any
interest, direct or indirect, financia! or otherwise, which would
conflict in any manner or degree with the performance of the
Services.
14.2 CONSULTANT further covenants that, in the
performance of this Contract, it will not employ contractors or
persons having such an interest mentioned above. CONSULTANT
certifies that no one who has or wil! have any financial interest
under this Contract is an officer or employee of CITY; this
provision will be interpreted in accordance with the applicable
provisions of the Palo Alto Municipal Code and the Government Code
of the State of California.
SECTION 15.NONDISCRIMINATION
15.1 As set forth in the Palo Alto Municipal Code, no
discrimination will be made in the employment of persons under this
Contract because of the age, race, co!or, national origin,
ancestry, religion, disability, sexua! preference or gender of such
person. If the value of this Contract is, or may be, five thousand
dollars ($5,000) or more, CONSULTANT agrees to meet all
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10
requirements of the Palo Alto Municipal Code pertaining to
nondiscrimination in employment, including completing the requisite
form furnished by CITY and set forth in Exhibit "D".
15.2 CONSULTANT agrees that each contract for services
from independent providers will contain a provision substantially
as follows:
"[Name of Provider] will provide CONSULTANT with a
certificate stating that [Name of Provider] is
currently in compliance with all Federal and State
of California laws covering nondiscrimination in
emp!oyment; and that [Name of Provider] wil! not
discriminate in the employment of any person under
this contract because of the age, race, color,
nationa! origin, ancestry, religion, disability,
sexual preference or gender of such person."
15.3 If CONSULTANT is found in violation of the
nondiscrimination provisions of the State of California Fair
Employment Practices Act or similar provisions of Federa! law or
executive order in the performance of this Contract, it will be in
default of this Contract. Thereupon, CITY will have the power to
cancel or suspend this Contract, in whole or in part, or to deduct
the sum of twenty-five dollars ($25) for each person for each
calendar day during which such person was subjected to
discrimination, as damages for breach of contract, or both. Only
a finding of the State of California Fair Emp!oyment Practices
Commission or the equivalent federal agency or officer will
constitute evidence of a breach of this Contract.
15.4 If CONSULTANT is found in default of the
nondiscrimination provisions of this Contract, CONSULTANT will be
found in materia! breach of this Contract. Thereupon, CITY wil!
have the power to cancel or suspend this Contract, in whole or in
part, or to deduct from the amount payable to CONSULTANT the sum of
two hundred fifty dollars ($250) for each calendar day during which
CONSULTANT is not in compliance with this provision as damages for
breach of contract, or both.
SECTION 16.MISCELLANEOUS PROVISIONS
16.1 CONSULTANT represents and warrants that it has
knowledge of the requirements of the federa! Americans with
Disabilities Act of 1990, and the Government Code and the Health
and Safety Code of the State of California, relating to access to
public buildings and accommodations for disabled persons, and
relating to facilities for disabled persons. CONSULTANT wil!
comply with or ensure by its advice that compliance with such
provisions wil! be effected pursuant to the terms of this Contract.
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16.2 Upon the agreement of the parties, any controversy
or claim arising out of or relating to this Contract may be settled
by arbitration in accordance with the Rules of the American
Arbitration Association, and judgment upon the award rendered by
the Arbitrators may be entered in any court having jurisdiction
thereof.
16.3 This Contract will be governed by the laws of the
State of California, excluding its conflicts of law.
16.4 In the event that an action is brought, the parties
agree that trial of such action will be vested exclusively in the
state courts of California or in the United States District Court
for the Northern District of California in the County of Santa
Clara, State of California.
16.5 The prevailing party in any action brought to
enforce the terms of this Contract or arising out of this Contract
may recover its reasonable costs and attorneys’ fees expended in
connection with that action.
16.6 This document represents the entire and integrated
Contract between the parties and supersedes al! prior negotiations,
representations, and contracts, either written or ora!. This
document may be amended only by a written instrument, which is
signed by the parties.
16.7 All provisions of this Contract, whether covenants
or conditions, will be deemed to be both covenants and conditions.
16.8 The covenants, terms, conditions and provisions of
this Contract will apply to, and wil! bind, the heirs, successors,
executors, administrators, assignees, and consultants, as the case
may be, of the parties.
1.6.9 If a court of competent jurisdiction finds or rules
that any provision of this Contract or any amendment thereto is
void or unenforceable, the unaffected provisions of this Contract
and any amendments thereto wil! remain in full force and effect.
16.10 All exhibits referred to in this Contract and any
addenda, appendices, attachments, and schedules which, from time
to time, may be referred to in any duly executed amendment hereto
are by such reference incorporated in this Contract and will be
deemed to be a part of this Contract.
16.11 This Contract may be executed in any number of
counterparts, each of which wil! be an original, but al! of which
together wil! constitute one and the same instrument.
990809 syn 0043806
12
16.12 This Contract is subject to the fiscal provisions
of the Charter of the City of Palo Alto and the Palo Alto Municipal
Code. This Contract will terminate without any penalty (a) at the
end of any fiscal year in the event that funds are not appropriated
for the following fisca! year, or (b) at any time within a fisca!
year in the event that funds are only appropriated for a portion of
the fiscal year and funds for this Contract are no longer
available. This Section 16.12 will take precedence in the event of
a conflict with any other covenant, term, condition, or provision
of this Contract.
IN WITNESS WHEREOF, the parties hereto have by their duly
authorized representatives executed this Contract on the date first
above written.
APPROVED AS TO FORM:CITY OF PALO ALTO
Senior Asst. City Attorney Assistant City Manager
APPROVED:
Fire Chief
Director of Administrative
Services
Risk Manager
FRANK THATCHER ASSOCIATES,
INC.
Name :
Title:
Name : W//~,
/
Title:
Taxpayer dentification No.
94-2771774
Attachments :
EXHIBIT "A" :
EXHIBIT "B" :
EXHIBIT "C" :
EXHIBIT "D" :
(Compliance with Corp. Code § 313 is
required if the entity on whose behalf
this contract is signed is a corporation.
in the al<ernative, a certified corpora<e
resolution attesting to the signatory
authority of the individuals signing in
their respective capacities is acceptable)
SCOPE OF PROJECT &TIME SCHEDULE
RATE SCHEDULE
INSURANCE
NONDISCRIMINATION COMPLIANCE FORM
990809 syn 0043806
13
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
STATE OF ~)
) SS.
COUNTY OF )
On ~r~ 5O , 1999, before me, the undersigned, a
Notary Public i~ and for said County and State, personally appeared
me or p on the basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument
and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and officia! seal.
Signature of Notary Public
990809 syn 0043806
14
CERTIFICATE OF ACKNOWLEDGMENT
(Civil Code § 1189)
STATE OF
COUNTY OF
~ )
On~ ~o , 1999, before me, the undersigned, a
Notary Public iM and for said County and State, personally appeared
personally known to
me or proved t~ me on th~basis of satisfactory evidence to be the
person(s) whose name(s) is/are subscribed to the within instrument
and acknowledged to me that he/she/they executed the same in
his/her/their authorized capacity(ies), and that by his/her/their
signature(s) on the instrument the person(s), or the entity upon
behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal.
S gnature of Notary Public
990809 syn 0043806
15
EXHIBIT A
RADIO COMMUNICA~ONS EVALUATION
CONSULTANT SERVICES
SCOPE OF WORK
Phase I - Review of Current Systems and Needs Assessment
Task 1 - Survey of Existing Systems and Procedures
As the first step in this task, Frank Thatcher Associates (FTA) will prepare for a Project
kickoff meeting by developing a meeting agenda. The kickoff meeting will be designed for
both the City and FTA personnel to establish mutual acquaintance, to clarify roles, and to
plan the remaining steps of Task 1. An important function of this meeting w~ be to
establish a mutual understanding of the future vision and plans of the City.
In this task, FTA will first request any pertinent documentation on the existing systern,
including equipment inventories. FTA will identify the primary equipment and system
sites, and visit those as necessary. FTA will spend sufficient time in the dispatch center to
observe and understand typical operational procedures, and to identify the strengths,
deficiencies, and areas for improvement for the radio system.
The following are categories of information that FTA will explore in depth in subsequent
steps of this task:
Operational requirements of the various City departmental radio communications
system,, and the degree to which the existing systems satisfy or fail to satisfy those
requirements, including:
System transmission capacity
System reliability
Coverage effectiveness
Operational features
Technical features
Special requirements
Existing radio sites and equipment. In this investigation, FTA will give special
consideration to the need for immediate and long-term improvements, or complete
replacement with other sites.
Radio propagation coverage: transmission, reception, interference, and problem
areas
Voice and data radio traffic characteristics - volume, type, timeflow, channel
usage, quality of radio discipline. See Note 1 below.
Existing interconnection arrangements between the dispatch center and the radio
sites, including performance, capacity, and licensing status. These will include the
existing two 2.3 GHz microwave links, as well as leased and owned wireline links.
Existing dispatching center operations, equipment and systems, including the
Police CAD/RMS system now under implementation by PSI, as these affect radio
usage
Routing and capacity of existing TV cable in City Hall, for possible future
application
Operating and maintenance costs of existing system
Condition and service history of existing equipment, for potential reuse
Potential sites for any new radio equipment
Operational and other deficiencies in the present system
Use of cellular, CDPD, PCS, and paging commercial services
Other relevant factors as identified by the City
Work on this task is very likely to surface specific deficiencies, limitations, or
oppommities for improvement that can and should be addressed in the near term. FTA
will identify those cases, with a recommendation for immediate action.
Task 2 - Needs Assessment
The goal of this task is to clearly define the operational needs for the City’s radio systems.
FTA will request and review all relevant background information, data, and other previous
research, studies, and plans that may relate to the Project.
FTA will conduct interviews with key management personnel, communications
supervisors, and radio users, to establish functional requirements for the communications
systems. If appropriate, FTA will employ questionnaires to sample the use of radio by
numbers of field personnel. FTA has developed several types of questionnaires, to cover
planners, system managers, radio users, dispatchers, and maintenance personnel.
In the interviews and questionnaires, FTA will specifically pursue the foUowing issues, and
other relevant issues that emerge during the work:
Basic statistics such as census datm population trends, crime statistics, etc. that
may relate to radio system usage
Interoperability requirements, i.e., interdepartmental communications, and
communications with units of other nearby cities, and agencies of the Counties of
Santa Clara and San Mateo.
Dispatching and CAD/RMS operations,-and the need for dispatch console
upgrades, as they relate to radio system usage and arrangements
Organizational and funding realities that are likely to influence plans
Potential sites for any new radio equipment or systems required
Site interconnection requirements for existing and potential new sites
Existing communications center arrangements
CAD and other computer systems and data bases that will require integration
As part of the information collection effort, FTA will investigate and determine those
operating requirements of the City agencies that are currently not satisfied, and that are
likely to be required in the future, paying particular attention to the following features,
equipment, and arrangements:
Desired radio propagation reliability (example: 95% overall portable coverage),
described and measured in signal strength or quality of voice signal, or both, as
appropriate
Required radio propagation coverage area, including in-building or underground
requirements, such as the parking levels of City Hall
Desired system traffic performance, in terms of busy-hour blockage and delay
Requirements for interoperability between City departments and other agencies
Radio channel and talkgroup (if applicable) traffic capacity required
Requirements for system redundancy and backup, including emergency power
requirements
Requirements for additional capacity on the two 2.3 GHz microwave links.
Because these links are vulnerable to eventual loss of the licenses as the result of
future FCC actions to grant this frequency band to new telecommunications
services, FTA will also consider possible replacement with higher-frequency
equipment
Application and usage of mobile data transmission:
~ Type and volume ofdataJgraphics to be transmitted
Integration of data system with dispatch and other computer/data base
systems
Throughput capacity of radio system
Expected impact of NCIC 2000
Requirements for encryption
Requirements for automatic vehicle location
Requirements for other operating features: paging, wide-area calling, tone alert,
scanning, priorities, talkaround, telephone interconnect, private conversation,
emergency call, dynamic regrouping, etc.
Possible application of low-power AM Public Information broadcast radio
Other desired operational features that would improve efficiency and enhance
public safety and public service
Deliverable:
FTA will prepare and submit a draft and a fial issue of a Phase I Report - Review of
Current Systems and Needs Assessment that w~ cover the results of our work in Tasks 1
and 2.
The Task 1 - Survey of Existing Systems and Procedures section of the Phase I Report
will cover:
A description of the existing radio equipment and facilities, including sites,
electronics, dispatch consoles and related equipment, and mobile and handheld
radios. The description will cover the age, condition, technical deficiencies, and
capacity of the equipment and facilities
A description of the operational use of the existing radio communications system
System operational deficiencies
The Task 2 - Needs Assessment section will cover:
Overall operational requirements
~Coverage
~,"Traffic capacity
~,Interoperability
Operational requirements specific to individual agencies
RF channel requirements and availability
Site interconnection requirements
Overview of applicable technology
o Future applications and needs
FTA will expect the City to review and comment on the draft report. FTA will modify it as
necessary to achieve complete accuracy in the final report.
If requested, FTA will make a presentation of this report to City management or other
representatives as appropriate.
Phase II - Recommended Solutions and Cost Analysis
Task 3 - Development of Options, Recommendations and Cost Estimates
In this Task, FTA will develop options for the City’s future radio system expansion and
improvement. FTA will present the advantages and disadvantages of each option, and
make recommendations, with our rationale. FTA will develop broad-based cost estimates
as a part of the option development.
The mobile radio options will include consideration of various radio system
configurations, including:
Continued use of conventional channels
A hybrid system of conventional and tnmked channels
A fully-trunked system
Analog versus digital transmission (i.e., Project 25)
Narrowband versus wideband channels
Multisite and simulcast transmission; satellite receivers
FTA will also consider:
Migration of 2.3 GHz microwave to another band, as provided under FCC rules
and regulations
Use of additional or alternative radio sites operated by private-sector vendors
Based on our considerable experience in similar projects, FTA expects that there may be
one or more other options, or hybrid designs, that could meet the City’s requirements, as
developed in the Needs Assessment task.
It is also possible that short-term solutions may be possible, that will mitigate immediate
problems, such as coverage in a specific area, without compromising long-term plans.
FTA will search for such opportunities, and include them in our recommendations.
To meet short- and long-term future needs, the options will be designed to:
Accommodate operating needs that are not currently being satisfied
Anticipate and plan for furore capacity and operating needs
Employ new and emerging technology as appropriate
Maximize the use of common system infi’astructure
Provide for interoperability between other local, state, or Federal agencies for
mutual aid and disaster response
FTA will develop computer-generated maps for the prediction of radio coverage t}om
actual or potential transmit/receive sites, as necessary to verify propagation coverage, and
to plan improved coverage.
Our development of options will include estimates of the costs, benefits, and risks of each
solution.
FCC issues will be important to this Project. In this task, FTA will address the following:
The possible requirement for additional radio channels to satisfy the City’s radio
traffic demands.
The likely availability of licensable channels in the area in the UHF-T band,
considering the effect of the FCC’s narrowbanding of channels, and the
vulnerability to adjacent-channel interference.
The likely availability of licensable channels in other bands. (FTA notes that the
FCC has made a new allocation of channels in the 746 - 806 MHz band to public-
safety agencies, and details of the fi:equency coordination process are now being
developed. It will be similar to the regional planning process used in recent years
for 800 MHz public-safety channels, under the National Public Safety Planning
Advisory Committee {NPSPAC} procedures.)
The options developed in this Task will satisfy the following minimum requirements:
Propagatio.n coverage reliability, for mobile and portable radios, over the target
area as determined by the City
Wireless communications for all departments, and between departments and other
agencies as necessary for interoperability in normal and emergency conditions
Interconnection of radio sites to the dispatch center and remote locations of
departments
¯Mobile data communications capability
High standard of reliability, through:
Equipment and facilities redundancy
Independence fi’om other communications systems
Repairability and maintainability
Emergency power arrangements
Interoperability with non-City jurisdictions to the degree practicable and necessary
Capable of phased implementation, and orderly expansion
Maximum reuse of existing infrastructure
The options w~ also address the following operating features:
Applicability of digital transmission
Conformance with APCO Project 16A (analog thinking) or APCO Project 25
(digital trunking or conventional) standards
¯Encryption
Our developmem of options will include an analysis of the advantages and disadvantages
of each option,, and broad-based cost estimates.
Deliverable:
FTA will deliver a draft and final issue of the Phase II - Recommended Solutions and Cost
Analysis Report, that will provide details of the findings of this task. The report will
describe in detail the system design options available to the City, with estimated costs, and
present our recommended solution, or set of solutions.
If requested, FTA will make a presentation of this report to City managemem or other
representatives as appropriate.
FTA expects that the City will consider the options and recommendations presemed in the
Report, and make a selection of an optimum design option, which wfill become the
foundation for future implementation.
Schedule
FTA believes the scope of services can be completed within a three-month period.
project will not exceed 6 months.
However, the
END