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CC - Item 5B - Professional Services Agreement for Document Scanning Services
ROSEMEAD CITY COUNCIL STAFF REPORT TO: THE HONORABLE MAYOR AND CITY COUNCIL FROM: BEN KIM, CITY MANAGER DATE: MAY 14, 2024 SUBJECT: PROFESSIONAL SERVICES AGREEMENT FOR DOCUMENT SCANNING SERVICES The volume of hard -copy records currently stored at City Hall from the City's Building and Safety Division, Finance Department, and Human Resources Division is reaching maximum capacity. The City does not have the resources, including staffing or necessary equipment to support the time commitment needed to image, index, and quality control the voluminous amount of storage files. As a result, digitizing these records is needed. The scanning of these physical documents into the City's electronic management system will uphold the City's values of transparency and accessibility, all while maintaining the City's archive of records for the future. The City's Building and Safety Division records (permits and plans) dates back to before the City was incorporated. Historically, the City has stored rolls of building plans for commercial and multi -residential projects in the basement of City Hall. Due to their age and exposure to the elements over the years, some of the plans are deteriorating. In addition, the City has maximized the capacity of storage of permit files. Furthermore, the storage of the rolled -up plans are creating a possible fire hazard. Below are a few photos of the storage accumulation at City Hall: AGENDA ITEM 5.11 City Council Meeting May 14, 2024 Page 2 of 5 The City's Finance Department and Human Resources Division records have accumulated for many years. Due to privacy protection, the scanning services for these documents will be conducted onsite within City owned buildings. Below are a few photos of the storage accumulation at City Hall and other locations for Finance and Human Resources: y T , Rosemead Municipal Code Chapter 3.24 sets the purchasing system requirements for non-public works contracts. Section 3.24.090(D) of Chapter 3.24 allows the use of competitive bidding already completed as an alternative purchasing procedure. In this case, if a competitive bid procedure has been conducted by another public agency and the price to the City is equal to or better than the price to that public agency, the City may apply the competitive bid as an alternative purchasing procedure. Since the City of Brea recently retained scanning services, staff is proposing to utilize the alternative purchasing procedure to contract with Complete Paperless Solutions, LLC (CPS) to assist with document scanning services. In September 2023, the City of Brea issued a Request for Proposals (RFP) for professional services to perform citywide document scanning. A total of five (5) proposals were received. Based on the results of the RFP and the total volume of services that the City of Brea requested, on January 9, 2024, the City of Brea's Finance Committee awarded the contract to two vendors to complete the full scope of work in an effort to maximize efficiency. One of which was CPS. The details of the City of Brea's RFP and City of Brea's Finance Committee Staff Report are attached in Attachments `B" and "C", respectively. Building and Safety Division staff from Transtech have had good experience working with CPS in the City of Seal Beach for scanning services. In addition, staff has worked closely with CPS to ensure that the cost of the scanning services are equal to the City of Brea's proposal from 2023. The comparison of pricing is shown on page 3. City Council Meeting May 14, 2024 Page 3 of 5 Ci of Brea Scanning Item Per Description Image Finance (onsite - Black & $0.055 letter size 8'/z" White $0.152 Grayscale $0.066 Letter, legal and I I x17 sized pages Black & $0.254 (offsite) Letter size 8x11- B&W -fnel. indexing $0.254 8%" x 11" white Community Development - OFFSITE Color $0.066 Black & $0.66 Large Format White White Gra scale $0.78 Drawings (offsite) Color $0.78 Black & Citv of Rosemead Scanning Item Per Description lma e Finance (onsite - Black & 220,000 letter size 8'/z" white $0.152 x11" Human Resources Black & $0.254 (onsite - letter size Letter size 8x11- B&W -fnel. indexing $0.254 8%" x 11" white Community Development - OFFSITE Building and Safety - letter size 8'/z" Black & $0.055 x11" up to White 47,000 11" x 17" offsite $31,020.00 Heavy preparation and Indexing for Permits Large Format Black & $0.66 Drawings (offsite) White $126,420.00 The estimated cost for the document scanning services for the Finance Department, Human Resources Division, and Building and Safety Division total $126,420. Additional costs include Laserfiche ingestion of $450.00 per upload into the repository and pick-up and delivery costs of $100.00 per trip. Based on discussions with CPS, the estimated cost of the Laserfiche ingestion (12 ingestions) and pick-up and delivery (three times) will total approximately $6,000. In total, the cost of document scanning services, Laserfiche ingestion, and pick-up and delivery is approximately $132,420. Staff is requesting the City Council add a 10% contingency to the agreement, as the number of documents estimated was developed through a visual analysis of the document storage areas. Based on the visual analysis, the breakdown of the cost is provided below: Department/Task Volume Price per Total unit FINANCE - ONSITE 220,000 $0.152 $33,450.00 Letter size 8x11- B&W -4ncL indexing HR - ONSITE 110,000 $0.254 $27,950.00 Letter size 8x11- B&W -fnel. indexing Community Development - OFFSITE Letter size up to 11x17 - B&W -incl. indexing 400,000 $0.055 $22,000.00 Large format - B&W - incl. indexing 47,000 $0.66 $31,020.00 Heavy preparation and Indexing for Permits 400,000 0.03 $12,000.00 ESTIMATED TOTAL $126,420.00 aserfiche Ingestion: $450.00 per upload into the repository. ick up and delivery: $100.00 per trip. o boxes and boxing provided. o manifest provided. ricing is for the 3 departments - all or nothing deal. City Council Meeting May 14, 2024 Page 4 of 5 Since 2018, the City has collected a plan maintenance fee for all building plan checks. To date, the City has collected $91,385.95. The document scanning services for the Building and Safety Division documents will be fully compensated through this funding source. The document scanning services for the Finance Department and Human Resources Division will be fully funded through the use of General Fund contingency funds. STAFF RECOMMENDATION Staff recommends that the City Council authorize the City Manager to execute a Professional Services Agreement (including extensions) with Complete Paperless Solutions to assist with document scanning services not -to -exceed $132,420, plus up to a 10% percent contingency. FISCAL IMPACT The project's cost, totaling $145,662 ($132,420 plus a 10% contingency), will be funded from the unassigned fund balance of the General Fund. The current General Fund contingency budget for FY 2023-24 has sufficient capacity to accommodate the expenses associated with the scanning project. There is no need for any budget adjustments. ENVIRONMENTAL ANALYSIS This agenda item does not constitute a project under the California Environmental Quality Act ("CEQA"), and it can be seen with certainty that it will have no impact on the environment. As such, this matter is exempt under CEQA. STRATEGIC PLAN IMPACT None. PUBLIC NOTICE PROCESS This item has been noticed through the regular agenda notification process. City Council Meeting May 14, 2024 Page 5 of 5 Prepared by: kk Lily Valenzuela, Deputy Director of Community Development Reviewed by: AWN, Stan Wong, Interim Director of Community Development Bryan Chua, Director of Finance Attachment A: Complete Paper Solutions (CPS) Proposal Attachment B: City of Brea Request for Proposal (RFP No. 2023.09.25.01) Attachment C: City of Brea Staff Report, dated January 9, 2024 Attachment D: Draft Professional Services Agreement Attachment A Complete Paper Solutions Proposal Scanning Services Proposal BY: Complete Paperless Solutions (CPS) 3/25/2024 Laserfiche Premier Partner SOIUtfon Provider Awards CUSTOMER'S CHOICE AWARD Laser f iche`' ,CPSComplete Paperless Solutions to Laserfiche 5130 E. La Palma Avenue, Suite 206 Anaheim, CA 92807 tel: 866-661-2425 fax: 714-716-8215 www.cps247.com CPS understands the importance of selecting a quality firm to manage and execute the process of scanning historic records which may include maps, drawings, and all other media types available for storing information. With CPS being the experts in Laserfiche Document Management, many municipalities and government organizations have turned to us to handle their document scanning needs as they have tried to make it by with other vendors who could not perform to the expectations. We understand the attention expected by municipalities to produce quality images, on demand, 100% open communication and making sure every step of the project is going exactly as planned. Everything mentioned in the Scope of Work is within the capabilities of CPS along with the power of knowing you have the #1 Laserfiche Provider handling your job and there will not be any confusion on ingestion/upload into Laserfiche. Scanning Conversion Services Process Secure Document Conversion Facility— Enabled with only the highest security and technology available, you can be assured your data will be safe and secure from the moment your data leaves your location, until we safely return your data after the job has been completed. Record Transfer Preparation —AII boxes will have a Tamper Security Seal to ensure privacy immediately upon pickup. All boxes will be inventoried by folder and series within each box, provide a barcode label, and finalize the box count prior to departing. Document Control and Manifest Creation — We use a specialized application to not only track all records, but we have a very stringent methodology policy we adhere to internally as well making sure all procedures are followed every step of the way. Tracking reports are generated to include all of the information pertaining to the job. The use of tamperproof seals provides an extra layer of security to keep your data safe. Secure Record Transfer Service — All pickups and deliveries will be performed by at least 2 staff which have gone through a background check as well. In order to keep the chain of custody, delivery and pickup Page 2 of 5 CPS sa.P �, scenarios will not make any extra stops while transit with a client's data. If any issue arises in transport, a secondary team is on standby to assist right away. Storage Center when Receiving — Our procedure is to have all boxes coming in to be counted and verified 2 times. Utilizing barcodes and our 2 -person process ensures quality as soon as client data arrives. Any damage or discrepancies will be reported immediately and addressed immediately. Chain of Custody Verification — Once the data is received, another check is done on all seals of the boxes. Once security seals are removed, we verify contents again. If at any time any security issues happen to arise, clients will be notified immediately. Audit Tracking & Quality Control Reporting — Every employee is mandated to enter all quality control, monitoring, and progress into our tracking system. Reporting is constantly being done to ensure job is on track. Document Preparation — Scanning sample boxes are an effective way to find out certain details of the specific job. These samples will determine the most accurate and efficient method to prepare the folder to be scanned. All staff will be trained in job specifics and details and are assigned one single box at a time. Items prepared prior to scanning including removing paperclips/staples, unfolding, utilizing copier technology to maximize scan quality, combine small documents and attached images, and anything we are not 100% clear on, we will place on the side and address with the client to ensure accuracy. If required, we are able to reassemble all data just as we picked it up with the exclusion of staples and paper clips. Quality Assurance Document Preparation Verification — Our data sheets are updated in real time and if any problem is found, the document is sent back for reprocessing. The tracking report is updated once again, and the corrected data moves on to the next stage. Scanning High Resolution Digital Imaging — Only the best technology available is used to provide the best outcome of a quality image. Scanning staff will be monitoring each image to ensure image is scanned correctly and no pages are double fed. The utilization of Kofax VRS Software allows for additional cleaning to be done such as de -speckle, de -skew, image rotation, background suppression, edge enhancement, gray tone filtering, blank page removal, and much more if need be. Quality Assurance Image Quality— One of the most important parts of this process is having a human being review documents for accuracy and not solely rely on software and technology. Image quality is checked at multiple levels to ensure all images are acceptable and do not need to be reprocessed. Indexing Verification —Staff are trained to manually index one image at a time per box to ensure accuracy every step of the way. Protocols and additional software is in place to make sure indexing errors do not occur such as misspelling or double keying entries. Page 3 of 5 cps° Quality Assurance Indexing —Taking this process to the next level, we will compare the indexed data with the re -keyed data. If any mismatches are found, they are sent back and reprocessed until it is matched. Data validation is performed utilizing character mix, date ranges, quantity ranges, including database lookups as well. File Transfer and Upload — Once documents are ready for transfer/upload, data will be transferred to a file server with your encrypted data. From there instant access is available via VPN to search your data to view images and indexes, along with being able to start internal quality control as well. If encrypted hard drive is preferred, this exists as an alternative as well. Return and Delivery of Completed Job — Once all files have been reviewed and cleared for approval, data will be repacked, and security labels placed once again. Delivery procedures are followed exactly how our pick-up procedure is, which is listed above with the focus on reliability and security. Page 4 of 5 COST PROPOSAL Based on our estimated volumes determined, below is a list of the pricing we are able to offer. Document Scanning Department/Task Volume Price per Total unit FINANCE -ONSITE 220,000 $0.152 $33,450.00 Letter size 8x11— B&W —incl. indexing HR - ONSITE 110,000 $0.254 $27,950.00 Letter size 8x11— B&W —incl. indexing Community Development - OFFSITE Letter size up to 11x17 — B&W —incl. indexing 400,000 $0.055 $22,000.00 Large format — B&W - incl. indexing 47,000 $0.66 $31,020.00 Heavy preparation and Indexing for Permits 400,000 0.03 $12,000.00 ESTIMATED TOTAL r $126,420.00 Laserfiche Ingestion: $450.00 per upload into the repository. Pick up and delivery: $100.00 per trip. No boxes and boxing provided. No manifest provided. Pricing is for the 3 departments - all or nothing deal. Page 5 of 5 CPS Attachment B City of Brea Request for Proposal RFP No. 2023.09.25.01 PROPOSALS RFP No. 2023.09.25.01 for Citywide Document Scanning Services CITYorBREA REQUEST FOR PROPOSALS # 2023.09.25.01 for Citywide Document Scanning Services PART SOLICITATION SECTION CITYofBREA REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 Overview. The City of Brea ("City") is issuing this Request for Proposals ("RFP") from qualified and experienced scanning service companies to provide document imaging, indexing, and quality control services, as further set forth in the Scope of Services and Specifications Requirements, Exhibit "A" to the City's form of professional services agreement included herein ("Project"). The City of Brea utilizes Laserfiche as its electronic content management system (ECMS). The Laserfiche system also utilizes a cloud -based write -once -read -many (WORM) drive hosted by RestorVault. The City desires to procure citywide document scanning services for scanning, indexing and quality control of historical records. Through this RFP, the City seeks a contractor that can provide the highest quality product at the most affordable price to accomplish the full scope of work on a rolling basis. Proposals shall be reviewed and rated on the basis of qualifications, specific experience, responsiveness, references, familiarity with the City's needed services, pricing and/or other factors stated herein. Questions and Answers. To obtain Solicitation documents, submit questions, receive answers, and submit a proposal, visit the City's eProcurement Portal ("City Portal")at the following hyperlink (registration is required) https://www.publicpurchase.com/eems/brea,ca/buyer/public/home. A. Questions. Any person contemplating submitting a proposal in response to this RFP, who has any questions concerning this RFP, or who finds any discrepancies or omissions in any part of RFP, the Scope of Services and Specifications, the Agreement, or any of the terms and conditions included therein (collectively, "Solicitation" or "RFP"), must submit questions through the City Portal by the Question Deadline set forth in Timelines below or as may be modified by subsequent addendum. Questions not received by the Questions Deadline will not be considered as such questions are non-responsive to the Solicitation requirements. B. Answers. City will issue addenda to answer questions received by the Question Deadline and provide clarifications and modifications to the Solicitation utilizing the City's eProcurement Portal as provided above. Only questions or requests for clarification deemed sufficiently significant to fully implement the purposes of this RFP will be answered. Proposers must acknowledge receipt of all City -issued addenda. Only City's written addenda can modify the Solicitation requirements. Such changes take precedence over the original Solicitation terms and any preceding addendums. Any other form of communications from the City shall not be binding or have no force or effect with respect to this Solicitation. Page 1 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 Timelines. Release of Request for Proposals Pre -Offer Conference Question Deadline Final Addendum Issued Proposal Due Date and Time Selection of Contractor* Finance Committee* City Council Award* Services Begins* * tentative September 25, 2023 Not Applicable October 20, 2023 by 4 p.m. local time October 26, 2023 November 1, 2023 by 4 p.m. local time November 8, 2023 November 14, 2023 November 21, 2023 December 1, 2023 PROPOSALS MUST BE ACTUALLY RECEIVED AND ELECTRONICALLY ACKNOWLEDGED BY THE PROPOSAL DUE DATE AND TIME. Proposers are responsible to submit their proposals sufficiently in advance to ensure timely receipt. The City will not be responsible for any electronic failures of the City Portal to receive and/or provide acknowledgement of receipt, of any proposal. Pricing. C. Preparation Expense. Proposers prepare and submit proposals solely at their sole expense. D. Pricing Must Be All -Inclusive. Each proposal must be INCLUSIVE OF ALL COSTS TO PERFORM THE REQUIRED SERVICES. Any and all costs of labor, transportation, materials, software, equipment, proprietary licenses, and any and all other fees, costs, and expenses necessary to provide the required services, must be included in the proposal price. Proposal Submission Requirements. E. General. i. Checklist. Use this section as a checklist to provide a complete response. Failure to include and provide all the information specified is cause for rejection of the proposal without further evaluation or award consideration. ii. Signatures. Proposers must sign all forms where indicated. Digital Signatures are acceptable if they conform to all requirements of California Government Code Section 16.5. Page 2 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 iii. Additional Material. Do not include any promotional material or any material that is not directly relevant to the objectives of this Solicitation. iv. Organization. Organize the proposal in the order shown below, separate each section with a section page and title, number each section beginning with one. V. Sections Division and Purpose. Note the Qualifications and Forms sections will be used to determine if your company is qualified and responsive, while the Technical and Costs sections will be used to determine how well your company meets the requirements of this Solicitation and if the proposed costs are fair and reasonable. The Technical and Costs sections of the successful proposal ("Contractor's Proposal") will be attached to Exhibit A to the City's standard Agreement for execution. Introduction Section. i. Title Page. Provide a title page showing the Solicitation subject; the proposer's name; address, and the date of the proposal. ii. Table of Contents. Provide a table of contents detailing the various sections and page numbers of the information contained in the proposal. iii. Letter of Transmittal. Provide a letter of transmittal signed by an individual authorized to bind the proposer, briefly stating the proposer's understanding of the work to be done, the commitment to perform the work within the required time period, a statement why the proposer believes itself to be best qualified to perform the services and a statement that the proposal is a firm and irrevocable offer. G. Qualifications Section. i. Background. Provide your company's full legal name, address, phone, fax, email, website; prior company names (if any) and years in business; mergers, buyouts; organizational structure (i.e. corp., LLC, sole proprietorship, etc.) and chart; Names and titles of the principal owner(s); person(s) authorized to bind your company. List any contracts terminated for cause, pending litigation, and any governmental enforcement actions against your company. List any special recognition or awards. ii. Experience. Provide a summary of experience with similar kinds of work; Familiarity with state and federal procedures; Experience working with public agencies. Provide current business references for whom your company has provided similar services, and a very brief description of the provided services. iii. Qualifications. Provide a summary of financial responsibility; Demonstrated technical ability; Capability of developing innovative or advanced techniques; Special qualifications, training, credentials; Staff names, titles, role, qualifications, experience, and length of service and the designated project manager assigned to this Project. Page 3 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 iv. Understanding. Describe your understanding of the work to be done based on this Solicitation. Include any issues that you believe will require special consideration for this Project as well as identify any unique approaches or strengths your company may have. H. Technical Section. i. Approach. Provide a detailed discussion and proposed methodologies of your company's approach to the successful completion of this Project. Include thorough discussions of methodologies you believe are essential to accomplishing each task. Include a proposed work schedule to accomplish all of the required tasks and identify the team member responsible for each. ii. Proposed Schedule. Provide a detailed recommended schedule of activities. If a Meet and Confer and Presentation Requirements and/or a Tentative Schedule are provided in the Scope of Services and Specifications Requirements Section any recommended modifications will need to be addressed. I. Cost Section. i. Time and Expense Basis. Set forth your price based on a time and expense basis. ii. Alternative Basis. Provide any alternative pricing basis to the Time and Expense Basis that would be advantageous to the City. Forms Section. Standard Forms a. Non -Collusion Affidavit Form b. References Form C. Subcontractors List -Standard Form d. Statement of Compliance or Exceptions Form e. Status of Past and Present Contracts Form Insurance Commitment Form g. Proposer Qualifications Response Form h. Firm Offer and Price K. Withdrawal and Validity. Proposals may be withdrawn before Proposal Due Time and Date; Proposals not so withdrawn are binding for 120 days after the due date. Results. L. Opening Proposals. Proposals are electronically sealed until the Proposal Due Date and Time and thereafter will be electronically unsealed to begin the review and evaluation process as set forth in the Evaluation, Award, Contract, Notice to Proceed Section below. Page 4 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 M. Results Posted. Proposals received by the Proposal Due Date and Time, will have results posted on the City's website at www.ci.brea.ca.us/1254/Requests-for-Bids-Proposals-and- uotes. The Proposal results are subject to change based on responsiveness and determination of qualifications. Visit that webpage, click on Requests for Bids, Proposals, and Quotes, scroll to the desired Solicitation. City will not provide results by any other means. N. Information Posted. Best Value procurements will display Company Name only. Proposals will not be available until the evaluation phase has been completed and an award recommendation has been made. O. All Proposals Become City Property and Public Records. All submitted proposals will become City property and public records subject to disclosure. However, no proposal will be disclosed unless and until: a contractor is selected and recommended for contract award to the City Council; all proposals are rejected; or, this RFP is terminated. DO NOT SUBMIT CONFIDENTIAL INFORMATION. Any and all notices of "trade secrets", "confidential information", "do not disclose", and/or any similar types of notices in a proposal will be disregarded. Evaluation. P. Non -Responsive Proposals. Proposals that are late or misdirected; or Proposers who did not attend any required mandatory Pre -Offer Meeting or are suspended or debarred (www.sam.gov) are non-responsive. Proposals that did not include the required documents or information; modified any terms and conditions; had excessive or inadequate price relative to the Scope of Services and Specifications Requirements may cause the Proposal to be deemed non- responsive. Non-responsive Proposals will not be considered for further evaluations or award. Q. Responsive Proposals. Proposals that conform in all material respects to the Solicitation and are eligible for further consideration. R. Informalities. City may waive any informalities in any proposal or this RFP process as deemed in City's best interest. S. Basis for Award and Evaluation Criteria. If an award is made, it shall be made based on the proposal determined to provide the best value to the City. City will evaluate and score each proposal based on how well it meets the Proposal Submission Requirements including, but not limited to, the Qualifications, Technical, Cost, Forms sections; any required clarifications, presentations, interviews; other available information; any required Best and Final Offer (BAFO) responses; and any other requirements of this Solicitation not mentioned specifically in this paragraph. Page 5 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 The scoring for Evaluation Criteria is set forth below: Responsiveness of the Proposal including ability to meet the City's timelines, and acceptance of City's standard form of agreement 20% Contractor's qualifications and prior experience 20% Technical approach to complete the Project 20% Value and economy to City of the proposed Project approach 20% Pricing 20% The City reserves the right to select one or more proposers for further consideration or award of a contract, based solely on their proposal, or, based on their proposal and interviews. The City reserves the right to negotiate a final agreement with one or more of the top scoring proposers. Award, Reject, Rescind. As may be in City's best interest, City may accept and award a contract to any proposer; rescind any award; reject any or all proposals; and/or terminate this RFP process. Agreement. If an agreement is awarded, City will do so after the successful proposer has satisfied all post -award requirements (insurance, bonding, etc.). The City's standard form of agreement is attached. Any requested changes to the contract will be considered as part of the evaluation/scoring process. Notice to Proceed. City will issue a notice to proceed to Contractor(s) to commence providing the required services at the time stated in that notice. Absent a formal notice to proceed letter, the Purchase Order becomes the de facto notice to proceed itself unless otherwise stipulated in the Purchase Order. End of this Section Page 6 PART II FORMS SECTION CITYorBREA Page 7 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM A NON -COLLUSION AFFIDAVIT FORM Note: To be executed by Proposer and submitted with Proposal. State of ! (the State of the place of business) County of (the County of the place of business) being first duly swom, deposes and (name of the person signing this form) says that he/she is ! of (title of the person signing this form) , the party making the foregoing proposal (name of offering company) that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the PROPOSER has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal; that the PROPOSER has not directly or indirectly colluded, conspired, connived, or agreed with any proposer or anyone else to put in a sham proposal, or to refrain from submitting a proposal; that the PROPOSER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the offer price of the PROPOSER or any other proposer, or to fix any overhead, profit, or cost element of the offer price, or of that of any other proposer; that all statements contained in the proposal are true; and, the PROPOSER has not, directly or indirectly, submitted his or her offer price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any corporation, partnership, company, association, organization, depository, or to any member or agent thereof, to effectuate a collusive or sham proposal, and has not paid, and will not pay, any person or entity for such purpose. Any person executing this declaration on behalf of a PROPOSER that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that they have full power to execute, and does execute, this declaration on behalf of the PROPOSER. I declare under penalty of perjury under the Laws of the State of California that the foregoing is true and correct and that this declaration is executed as set forth. Signature: Name/Title Date: Notary is not required for this proposal. Page 8 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM B REFERENCES FORM Provide current business references for whom your company has provided similar services. Provide very brief description of the Project services your company provided to the reference. Any unsatisfactory references or past unsatisfactory work performance with City may eliminate Proposer from further consideration (Brea City Code See. 3.24.020.M) 1. Company Name Address, City, State, Zi Contact's Name & Title Contact's Phone # Contact's Email Project Completion Date & Value 2. Company Name Address, City, State, Zi Contact's Name & Title Contact's Phone # Contact's Email Project Completion Date & Value 3. Company Name Address, City, State, Zi Contact's Name & Title Contact's Phone # Contact's Email Project Completion Date & Value 4. Company Name Address, City, State, Zi Contact's Name & Title Contact's Phone # Contact's Email Project Completion Date & Value Page 9 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM C SUBCONTRACTORS LIST -STANDARD FORM Provide the information requested below. Duplicate this form as necessary to complete list. ❑ Check this box, if no subcontractors are to be used for any of the proposed work. 1. Company Name Address, City, State, Zi Contact's Name & Title Contact's Phone # Contact's Email work & amounts —Proposed License #s & Class DIR # & Exp Date 2. Company Address, City, State, Zi Contact's Name & Title Contact's Phone # Contact's Email work & amounts —Proposed License #s & Class DIR # & Exp Date 3. Company Address, City, State, Zi Contact's Name & Title Contact's Phone # Contact's Email work & amounts —Proposed License #s & Class DIR # & Exp Date j Page 10 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM D STATEMENT OF COMPLIANCE OR EXCEPTIONS FORM Each Proposal must be accompanied by this form. Failure to provide this form will cause the Proposal to be deemed non-responsive and that Proposal will not be considered for further evaluation. Select one: No Exceptions By checking the above box, Proposer declares their Proposal was prepared in strict compliance with the instructions, conditions, and terms of the Solicitation, Scope of Work, and Agreement. With Exceptions By checking the above box, Proposer declares their Proposal was prepared in consideration of but with exceptions to one or more of the instructions, conditions, and terms of the Solicitation, Scope of Work, and Agreement, in which case Proposer must provide a detailed list for all such exceptions in the following format. Section City Page # I Term, Condition, Specification Exception & Benefit to Citv A or D Proposer acknowledges that City may accept or reject any or all of Proposer's listed exceptions or reject the Proposer's entire Proposal that contain any exceptions. Signature: Name/Title Date: Page 11 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM E STATUS OF PAST AND PRESENT CONTRACTS FORM Each Proposal must be accompanied by this form. Failure to provide this form will cause the Proposal to be deemed non-responsive and that Proposal will not be considered for further evaluation. As used in this form, "Proposer" means Proposer or any 10% or greater owner of the proposing company; "Contract Termination" means termination for cause by any other party to a contract with the Proposer; "Settlement" means settlement of any claim or lawsuit brought against Proposer in connection with Proposer's services; and, "Legal Action" means any lawsuit alleging fraud, breach or any other misconduct by, or filed against, Proposer. (Proposer's Company Name) j No Contract Terminations, Settlements, or Legal Actions By checking the above box, Proposer declares that the Proposer has not had any Contract Terminations, Settlements, or Legal Actions within the past five years of the date signed hereunder and currently does not have any pending Contract Terminations, Settlements, or Legal Actions. One or More Contract Terminations, Settlements, or Legal Actions By checking the above box, Proposer declares that the Proposer has had either one or more Contract Terminations, Settlements, or Legal Actions within the past five years of the date signed hereunder in which case, Proposer must provide a list for all such contracts and include: Contract Title, Contract Value, Termination Date, Company Name, Contact Name, Phone Number, and Reasons for and descriptions of the Terminations, Settlements, or Legal Actions. The Proposer acknowledges that City may: reject any declarations that are not accompanied with the required documentation as described above; or (eject any Proposals wherein Proposer has had any Terminations, Settlements, or Legal Actions that City in its sole discretion deems unacceptable. Signature: Name/Title Date: Page 12 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM F INSURANCE COMMITMENT FORM Each Offer must be accompanied by this form. Failure to provide this form will cause the Offer to be deemed non-responsive and that Offer will not be considered for further evaluation. (Proposer's Company Name) Proposer acknowledges that: City reserves the right to modify the insurance requirements as set for in the Insurance Requirements section of the Agreement including limits, based on nature of the risk, prior experience, insurer, coverage, or other special circumstances. City's acceptance and/or approval of the Contractor's insurance documents does not and shall not be construed to relieve Contractor of any obligations, responsibilities or liabilities under any resultant Contract. Contractor's failure to comply with the required insurance as set forth in the Insurance Requirements of the Agreement is a breach of contract, which may result in one or more of the following: suspension of work, suspension or termination of contract, remuneration of procurement costs for obtaining a replacement contractor, and suspension from submitting future offers based on Contractor's default. Proposer, at Proposer's sole cost and expense, hereby promises and agrees to: Acquire required insurance set forth in the Insurance Requirements of the Agreement. Provide policies of insurance from a company or companies having a current A.M. Best's rating of no less than A:VII and admitted and authorized to transact the business of insurance in the State of California prior to commencing any work and allowing any subcontractor to commence work on any subcontract until it has secured all required insurance unless otherwise permitted or waived in writing by City's Risk Manager. Maintain in force at all times during the term of any Contract, insurance policies as set forth in the Insurance Requirements of the Agreement; replace any policies whose carrier's rating falls below A VII with policies that meet or better the required A VII rating no later than the renewal date of the policy; amend, supplement, or endorse existing insurance policies that do not meet the insurance requirements set forth in the Insurance Requirements. Proposer certifies, represents, and commits to all the Insurance Requirements of the Agreement. Signature: Name/Title Date: Page 13 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM G PROPOSER QUALIFICATIONS RESPONSE FORM Proposers must have demonstrated trustworthiness, as well as the necessary quality, fitness, capacity, and experience to satisfactorily provide the requirements specified in this Solicitation based on prior experience with city, references, and other available information. Provide the information requested below. Do not omit or renumber any sections. Refer to attached documents sparingly and only as necessary; and ensure that any documents referred to are numbered according to the outline below. 1. Background. Please provide the following information about your company: Your company's full legal name, address, phone, fax, email, website. Prior company names (if any) and years in business; mergers, buyouts, etc. Organizational structure (i.e. corp., LLC, sole proprietorship, etc.). Names and titles of the principal owner(s). Person(s) authorized to make commitments for your company. Special recognition or awards. Experience. Provide the following information relative to required services: Summary of Experience with similar kinds of work. Page 14 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 Familiarity with state and federal procedures. Experience working with public agencies. Narrative of the working relationship with current business references for information not already included in the References Form. Qualifications. Provide the following information relative to required services: Financial responsibility. Demonstrated Technical Ability. Capability of developing innovative or advanced techniques. Special qualifications, training, credentials. Staff names, titles, role, qualifications, and experience assigned to this Project. Designated project manager assigned to this Project. Understanding. Provide the following information relative to required services: Understanding of the work to be done based on this Solicitation. Include issues that you believe will require special consideration for this Project. Page 15 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 Identify unique approaches or strengths your company has relative to required services. Approach. Provide the following information relative to required services: Understanding of the work to be done. Adequacy of labor and resources to satisfactorily perform the requested services and meet the City's needs. Names and titles of key management personnel. Team to be assigned for these services. Submitted by: Signature: Name/Title Date: Page 16 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 STANDARD FORM H FIRM OFFER AND PRICE FORM FIRM OFFER made by Contractor to the City of Brea: I, the undersigned, hereby represent and warrant that 1 am authorized to submit this Offer on behalf of and to bind the principals who I represent, to all the requirements of the City of Brea's Terms and Conditions, Specifications, Scope or Work, any attachments, exhibits, amendments; and I offer and agree to those requirements at the prices set forth in the Offer Form. Further, I understand that no contract exists unless City accepts this Offer by executing the attached Agreement. Business Name: Business Address: Federal ID#: If any Work is a Public Works Contractor LIC#: I DIR#: Business Type 1. Individual/Sole Proprietor or Single -Member LLC; 2. C Corporation; (Contractor enter a number) - 3. S Corporation; 4. Partnership; 5. Trust/Estate; 6. Limited Liability Co. By: Name: Title: Email: Date Signed: CORPS: Chairperson, LLCs: President, Vice President; Manager [Pursuant to California Corporations Code Section 313, holds at least one of the offices designated on each line.] Name: Title: Email: Date Signed: CORPS: Secretary, Assist. Secretary, Chief Finance Officer, Assist. Treasurer LLCs: Manager both signature lines must be executed unless the signatory [Pursuant to California Corporations Code Section 17703.01(d), for limited liability companies, both signature lines must be executed unless the articles of incorporation state that the firm is managed by only one manager.] Page 17 REQUEST FOR PROPOSALS for Citywide Document Scanning Services RFP No. 2023.09.25.01 PRICE FORM � I (Proposer's Company Name) Separate and describe your tasks, and associated costs, for the Scope of Services requirements. Attach additional pages if necessary. Tasks Description Rate 1 $I 2 3 4 $ 5 $ 6 7 8 $ 9 $ 10 Project Total Costs (add above lines) Page 18 PART III AGREEMENT & SCOPE OF SERVICES .1111� CITYarBREA Page 19 Y_ Page 19 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services This Professional Services Agreement ("Agreement") is dated {AgreementDate) for reference purposes and is executed by the City of Brea, a California municipal corporation ("City"), and (Contractor Name) a {Legal Status) ("Contractor"). RECITALS A. City desires to retain Contractor as an independent contractor to provide the following professional services: Citywide Scanning Services. B. Contractor represents that it is duly licensed, fully authorized by law, and has the necessary experience and qualifications, to provide such services. NOW, THEREFORE, the parties agree as follows: AGREEMENT Scope of Services. Contractor shall perform the services referenced in the Recitals and more specifically described in the Scope of Services set forth in the attached Exhibit A, and as otherwise required by this Agreement, all to City's satisfaction (collectively, "Services"). 2. Compensation. A. City shall pay for the Services satisfactorily performed, in accordance with the Fee Schedule set forth in the attached Attachment 1 to Exhibit A. B. In no event shall the total amount paid for the Services exceed the all-inclusive sum of $ {ContractAmount) ("Contract Amount"). This amount covers and is inclusive of all labor, materials, and any and all other costs incurred by Contractor in performing the Services. Contractor shall be deemed to have made all inquiries and site inspections deemed necessary by Contractor prior to execution of this Agreement. C. Unless the Fee Schedule calls for payment of a one-time flat fee, periodic payments for undisputed work shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed. Contractor's invoices shall indicate the amount of time spent on each task and the applicable rate. D. Unless the Fee Schedule calls for payment on a different schedule, Contractor shall invoice City on a monthly basis. 3. Contingency Work. The parties may agree on contingency work to be provided as part of the Services. A written amendment to this Agreement shall be executed for contingency work that increases the Contract Amount by more than {Contingency Percent) percent. The City Manager, or designee, is authorized to approve, in writing, contingency work that is below the foregoing limit. Page 20 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services Contractor's monthly invoice shall include a detailed description of any approved, contingency work. Any work performed by Contractor without a written amendment or approval of the City Manager, or designee, shall be deemed to be work included within the Services. 4. Term. The term of this Agreement shall commence on {TermStartDate) ("Effective Date"). Unless extended or earlier terminated as provided herein, this Agreement shall expire on {TermEndDate} or upon satisfactory completion of the Services, whichever occurs first. 5. Time of Performance. A. Contractor shall complete the Services within the term of this Agreement, and shall meet any other established and agreed upon schedules and deadlines agreed upon in writing. Contractor shall commence performance within two business days of receiving City's written notice to proceed. B. Force Majeure. Neither party shall be considered in default of this Agreement for delays in performance caused by a force majeure event. As used in this Agreement, the term "force majeure event" means circumstances beyond the reasonable control of the non-performing party and includes the following: abnormal weather conditions; floods; earthquakes; fire; epidemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage; or judicial restraint. Contractor's lack of financial capability, shall not constitute a force majeure event unless directly attributable to any of the foregoing events. C. Should a force majeure event occur, the non-performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. 6. Maintenance of Records. Books, documents, papers, accounting records, and other evidence pertaining to the Services, including costs incurred, shall be maintained by Contractor and made available for review by City at all reasonable times during the term of this Agreement and for four (4) years from the date of final payment by City. Standard of Care. Contractor's Services shall be performed in accordance with the generally accepted professional standards of practice and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently performing similar services under similar conditions. Contractor shall maintain all professional licenses and certifications required to lawfully perform the Services. 8. Compliance with Law. Page 21 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services A. Contractor shall comply with all applicable laws including Cal/OSHA requirements. B. Contractor shall obtain a City of Brea business license. C. Contractor shall comply with all {AdditionalLegalRequirements}. 9. Assignment and Subcontracting. A. Contractor shall not assign or transfer this Agreement or any rights or obligations under, or any interest in this Agreement, or subcontract any required performance hereunder, without the prior written consent of City, which may be withheld for any reason. City shall be deemed to have approved Contractor's utilization of subcontractors identified in Contractor's proposal for the Services. B. Any attempt to so assign, transfer, or subcontract without City's prior written consent shall be void and shall constitute grounds for City's termination of this Agreement. Authorized subcontracts shall contain a provision making the subcontractor subject to all requirements of this Agreement. C. If use of a subcontractor is approved, then City may withhold 5% of each monthly payment to Contractor. Such retention shall be released upon City's receipt of an unconditional release of all claims signed by any such subcontractor, as to work performed to date. 10. Independent Contractor. A. Contractor is retained as an independent contractor and is not an employee of City. No employee or agent of Contractor is or shall become an employee of City. B. Contractor will determine the means, methods, and details by which Contractor's personnel will perform the Services. Contractor shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. C. Contractor's personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City. Contractor's personnel shall not use any City e-mail address or City telephone number in the performance of the Services. Contractor shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Contractor's personnel require to perform the Services. Contractor shall perform the Services off of City premises at locations of Contractor's choice, except as otherwise may from time to time be necessary in order for Contractor's personnel to receive projects from City, review plans on file at City, pick up or deliver any work product, or as may be necessary to inspect or visit City locations. City may make a computer available to Contractor from time to time for Contractor's personnel to obtain information about or to check on the status of projects pertaining to the Services. D. Contractor shall be responsible for and pay all wages, salaries, benefits and other Page 22 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services amounts due to Contractor's personnel in connection with the Services. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Contractor and its officers, employees, agents, and subcontractors shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including eligibility to enroll in, or reinstate to membership in, the California Public Employees Retirement System ("PERS") or any other retirement program, as an employee of City, and entitlement to any contribution to be paid by City for employer contributions or employee contributions for PERS benefits or any other retirement benefits. 11. PERS Compliance. The parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Contractor agrees that, in providing its employees and any other personnel to City to perform the Services, Contractor shall assure compliance with the Public Employees' Retirement Law (Government Code Section 20000 et seq.), the regulations of PERS, and the Public Employees' Pension Reform Act of 2013 (Government Code Section 7522 et seq.). Without limitation to the foregoing, Contractor shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the applicable retirement laws and regulations. 12. Insurance. Unless otherwise permitted or waived in writing by City's Risk Manager, Contractor shall not commence work until it has secured all insurance required under this section and provided evidence thereof that is acceptable to City. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. A. Commercial General Liability i. Contractor shall take out and maintain, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to City. ii. Coverage for Commercial General Liability insurance shall be at least as broad as the following: a. Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. iii. Commercial General Liability Insurance must include coverage for the following: Page 23 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services a. Bodily Injury and Property Damage b. Personal Injury/Advertising Injury C. Premises/Operations Liability d. Products/Completed Operations Liability e. Aggregate Limits that Apply per Project f. Contractual Liability with respect to this Agreement g. Broad Form Property Damage h. Independent Contractors Coverage iv. The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to this Agreement. V. The policy shall be endorsed to name City, its officials, officers, employees, agents, servants, designated volunteers and agents serving as independent contractors in the role of City officials, as additional insureds using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. vi. The general liability coverage may utilize deductibles or provide coverage excess of a self-insured retention, only if approved by City's Risk Manager in writing, and further provided that such deductibles shall not apply to coverage of the additional insureds. B. Automobile Liability i. Contractor shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non -owned and hired vehicles, in a form and with insurance companies acceptable to City. ii. Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto). iii. The policy shall be endorsed to name City, its officials, officers, employees, agents, servants, designated volunteers and agents serving as independent contractors in the role of City officials, as additional insureds. iv. Subject to City's written approval, the automobile liability coverage may utilize deductibles or provide coverage excess of a self-insured retention, provided that such deductibles shall not apply to coverage of the additional insureds. C. Workers' Compensation/Employer's Liability Contractor certifies that Contractor is aware of the provisions of Labor Page 24 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services Code Section 3700 which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she/it will comply with such provisions before commencing work under this Agreement. ii. Contractor shall maintain full compensation insurance for its employees in accordance with the Workers' Compensation and Insurance Act (Labor Code Section 3200 et seq.) and Employer's Liability Coverage in amounts indicated herein. Contractor shall require all subcontractors to obtain and maintain workers' compensation coverage of the same type and limits as specified in this section. D. Professional Liability (Errors and Omissions) Contractor shall maintain professional liability or errors and omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to City and with the limits required herein. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy coverage form specifically designed to protect against acts, errors or omissions of Contractor in the performance of professional services. "Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. E. Cyber Liability If Cyber Liability is included in the Minimum Policy Limits Required below, then Contractor shall maintain cyber liability insurance providing protection against claims and liabilities arising from: (i) errors and omissions in connection with maintaining security of City Data (as defined below); (ii) data breach including theft, destruction, and/or unauthorized use of City Data; (iii) identity theft including bank charges assessed; and (iv) violation of privacy rights due to a breach of City Data. Minimum Policy Limits Required i. A.M. Best's Rating Each policy of insurance required herein shall be from a company or companies having a current A.M. Best's rating of no less than A:VII and admitted and authorized to transact the business of insurance in the State of California. The following insurance limits are required for this Agreement: Page 25 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services If ®, then required Combined Single Limit ®Commercial General Liability $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property damage ©Automobile Liability $2,000,000 per occurrence (any auto) for bodily injury and property damage ®Workers' Compensation In the amount required by California law ®Employer's Liability $1,000,000 per occurrence ❑x Professional Liability $2,000,000 per claim and aggregate (errors and omissions) ❑Cyber Liability $2,000,000 per occurrence iii. Defense costs shall be payable in addition to the limits. iv. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as additional insured pursuant to this Agreement. G. Proof of Insurance Within five days of execution of this Agreement, but prior to commencement of the Services, Contractor shall file with City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer's equivalent) signed by the insurer's representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance. H. Policy Provisions Required i. Contractor shall provide City at least 30 days prior written notice of cancellation of any policy required by this Agreement, except that Contractor shall provide at least 10 days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, Contractor shall deliver renewal certificate(s) including the required additional insured endorsement to City at least 10 days prior to the effective date of cancellation or expiration. Page 26 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services ii. The Commercial General Liability Policy and Automobile Liability Policy shall each contain a provision stating that Contractor's policy is primary insurance and that any insurance, self-insurance or other coverage maintained by City or any additional insureds shall not be called upon to contribute to any loss. iii. The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. If a "claims -made" professional liability policy is provided, it shall include an extended reporting period of not less than three years. iv. All required insurance coverages, except for the professional and cyber liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of City, its officials, officers, employees, agents, servants, designated volunteers and agents serving as independent contractors in the role of City officials, or shall specifically allow Contractor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Contractor hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors. V. The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve Contractor from liability in excess of such coverage, nor shall it limit Contractor's indemnification obligations to City or preclude City from taking such other actions available to City under other provisions of this Agreement or law. Additional Insurance Provisions i. The foregoing requirements as to the types and limits of insurance coverage to be maintained by Contractor, and any approval of such insurance by City, are not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by Contractor pursuant to this Agreement, including the provisions concerning indemnification. ii. If at any time during the term of this Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Contractor or City will withhold amounts sufficient to pay premium from Contractor payments. In the alternative, City may terminate this Agreement for cause. iii. City may require Contractor to provide for inspection by City, complete copies of all insurance policies in effect for the duration of the Agreement. iv. No City official, officer, employee, agent or volunteer shall be personally responsible for any liability arising under or by virtue of this Agreement. The insurance obligations under this Agreement shall be: (1) all the Page 27 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services insurance coverage and/or limits carried by or available to Contractor; or (2) the minimum insurance coverage requirements and/or limits shown in this Agreement; whichever is greater. Any insurance proceeds in excess of or broader than the minimum required coverage and/or minimum required limits, which are applicable to a given loss, shall be available to City. No representation is made that the minimum insurance requirements of this Agreement are sufficient to cover the obligations of Contractor under this Agreement. J. Subcontractor Insurance Requirements Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to City that it has secured all insurance required under this section. Policies of commercial general liability insurance provided by such subcontractors shall be endorsed to name City, its officials, officers, employees, agents, servants, designated volunteers and agents serving as independent contractors in the role of City officials as additional insureds, using ISO form CG 20 38 04 13 or an endorsement providing the same coverage. If requested by Contractor, City may approve different scopes or minimum limits of insurance for particular subcontractors. 13. Indemnification. A. Other than in the performance of professional services, and to the fullest extent permitted by law, Contractor shall defend (with counsel reasonably approved by City), indemnify and hold City, its officials, officers, attorneys, agents, employees, servants, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees") free and harmless with respect to any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages, stop notices and/or injury of any kind, in law or equity, to property or persons, including bodily injury, wrongful death, personal injury and property damage, and destruction, or unauthorized access to, use, and/or theft of City Data (collectively, "Claims") in any manner and to the extent arising out of, pertaining to, or incidental to any act, error, omission, or willful misconduct of Contractor, its owners, officials, officers, employees, servants, subcontractors, consultants or agents (and/or any entity or individual for whom Contractor shall bear legal liability) in connection with the performance of the Services including the payment of all damages, expert witness fees and attorney's fees and other related costs and expenses actually incurred in connection with such defense. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Contractor, or by City or any of the other Indemnitees. Contractor shall have no liability hereunder for claims and liabilities arising out of the sole, active negligence of any of the Indemnitees. B. Professional Services. To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees, from and against any and all Claims, whether actual, alleged or threatened, to the extent arising out of, pertaining to, or relating to, in whole or in part, the negligence, recklessness or willful misconduct of Contractor, and/or its officers, agents, servants, employees, subcontractors, contractors or their officers, agents, servants or employees (and/or any entity or individual for whom Contractor shall bear legal liability) in the performance of professional services under this Page 28 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services Agreement. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs, actually incurred in connection with such defense. C. Contractor's obligations under this Section shall survive the expiration or termination of this Agreement. 14. Laws and Venue. This Agreement shall be interpreted in accordance with the laws of the State of California without regard for change of venue laws. If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of Orange, State of California. Contractor must comply with the claim procedures set forth in the Government Claims act (Government Code Section 810 et seq.) prior to filing any lawsuit against City. 15. Termination. A. City may terminate any portion or all of the Services or this Agreement with or without cause by giving 10 days' written notice to Contractor. In such event, City shall be immediately given title to and possession of all Work Product (as defined) below and original field notes, drawings and specifications, written reports and all other documents produced or developed pursuant to this Agreement. Provided Contractor is not then in breach, City shall pay Contractor for any portion of the Services satisfactorily completed prior to termination. If termination occurs prior to completion of any specific task for which a payment request has not been received, the charge for Services performed shall be the reasonable value of such Services, based on an amount agreed to by the parties. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services, and shall not be entitled to damages or compensation resulting from such termination. B. Contractor may terminate this Agreement only for cause and by serving written notice of termination to City, provided Contractor has first served City with a written notice of default and demand to cure, and City has failed to cure such default within 30 days of receipt of such notice. 16. Ownership of Work Product. A. All draft and final reports, documents, and other written material, and any and all images, ideas, concepts, designs including website designs, source code, object code, electronic data and files, and/or other media whatsoever created or developed by Contractor in the performance of this Agreement (collectively, "Work Product") shall be considered to be "works made for hire" for the benefit of City. All Work Product and any and all intellectual property rights arising from their creation, including all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or Page 29 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services dissemination by City upon final payment being made, provided that any such use shall be at City's sole risk. Contractor shall not obtain or attempt to obtain copyright protection as to any of the Work Product. Contractor agrees that the compensation set forth in Section 2 of this Agreement includes conveyance to City of ownership of all Work Product, including intellectual property rights, as provided in this Section 16. B. Contractor hereby assigns to City all rights of ownership to the Work Product, including any and all related intellectual property and proprietary rights, that are not otherwise vested in City pursuant to subsection A above. C. Contractor warrants and represents that it has secured all necessary licenses, consents or approvals necessary to the production of the Work Product, and that upon final payment or Contractor's default, City shall have full legal title to the Work Product, and full legal authority and the right to use and reproduce the Work Product for any purpose. Contractor shall defend, indemnify and hold City, and the other Indemnitees harmless from any and all losses, claims or liabilities in any way related to a claim that City's use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any rights or laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products, ideas or inventions. Contractor shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Work Product produced under this Agreement. In the event the use of any of the Work Product or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Contractor, at its expense, shall: (a) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (b) modify the Work Product and other deliverables so that they become non -infringing while remaining in compliance with the requirements of this Agreement. Contractor's obligations under this Section shall survive the expiration or termination of this Agreement. 17. Data Security. A. As used in this Agreement, "City Data" means any and all information and data provided or made accessible, directly or indirectly, to Contractor by City, or otherwise acquired from City, in connection with Contractor's performance of the Services. Except where subject to a third party's intellectual property rights, any and all City Data is solely owned by City. Contractor is granted a limited, non-exclusive, and revocable license to use City Data solely as necessary to perform the Services. At no time shall Contractor use City Data for its own purposes, or sell, disclose or disseminate City Data, except as required by law or to provide the Services. At all times herein, Contractor shall protect and maintain the security of City Data using methods providing not less than the level of security Contractor uses for its own confidential data, and that otherwise comply with recognized industry data security standards applicable to similar kinds of governmental data and information. B. To the extent any City Data consists of personal information as defined in Page 30 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services Consumer Privacy Act (Civil Code Section 1798.100 et seq.), Contractor shall comply with that statute and with Civil Code Section 1798.80, et seq., including providing the required notifications in the event of any unauthorized access of personal information stored, maintained, accessed, used or transmitted by Contractor in connection with this Agreement. Notwithstanding the foregoing, Contractor shall within 24 hours notify the City Representative by telephone and in writing of any unauthorized access of City Data. Thereafter, Contractor shall render any assistance to City and law enforcement as necessary to ascertain the nature and extent of such unauthorized access. C. Contractor shall not store City Data using cloud -based storage without City's prior, written consent, unless the use of such storage is clearly described in the Scope of Services. Where permitted herein, any and all cloud -based storage shall be on servers and other hardware located within the continental United States, and shall be in compliance with ISO/IEC 27001 - 27018, as applicable, unless otherwise agreed to in writing by the City Representative. 18. Party Representatives. A. Contractor hereby designates (ContractorRepName), or such person's designee, as Contractor's Representative for this Agreement, unless and until written notice of a new representative acceptable to City is provided to City. B. City hereby designates (CityRepName) or such person's designee, as the City Representative for this Agreement. C. The foregoing representatives shall be authorized to provide consent where required herein, and to make other administrative decisions that will be binding on their respective party, except as otherwise specifically required herein. 19. Notices. Any notices, invoices, or other documents related to this Agreement shall be deemed received on: (a) the day of delivery, if delivered by hand during the receiving party's regular business hours or by e-mail before or during the receiving party's regular business hours; (b) the business day after delivery, if delivered by e-mail after the receiving party's regular business hours; or (c) on the second business day following deposit in the United States mail, certified mail with return receipt requested and postage prepaid, to the addresses listed below, or to such other addresses as the parties may, from time to time, designate in writing. City Contractor City of Brea {ContractorFullName} 1 Civic Center Circle {ConPMStreetAddress} Brea, CA 92821 (ConPMcity), (ConPMstate) (ConPMzip) United States (ConPMCountry) {CityPMName} {ConPMName} Page 31 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services {CityPMEmail) (CityPMPhone) 20. Third Party Rights. (ConPMEmail) {ConPMPhone} Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than City and Contractor. 21. Conflicts of Interest. A. Contractor covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services. Contractor certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of City. B. Contractor further covenants that, in the performance of this Agreement, no subcontractor or person having any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the Services shall be employed. Contractor has provided City with a list of all City -approved subcontractors and the key personnel for such subcontractors that are retained or to be retained by Contractor in connection with the performance of the Services, to assist City in affirming compliance with this Section. C. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. If required, Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City Clerk as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to terminate this Agreement without liability. No director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 22. Severability. The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the provisions unenforceable, invalid or illegal. 23. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of the parties. 24. Non -Waiver. Page 32 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specified in writing, and any such waiver shall be limited to that set of circumstances and not to any future circumstances unless another written waiver is executed. 25. Time of Essence. Time is of the essence in each and every provision of this Agreement. 26. City's Right to Employ Other Contractors. City reserves its right to employ other contractors to provide the Services or similar services 27. Exhibits. The attached (ExhibitsAttached) are incorporated herein by reference. In the event of any conflict or inconsistency between the provisions of this Agreement and any Exhibit, the provisions of this Agreement shall govern. In the event of any conflict or inconsistency between the provisions of this Scope of Services and Specifications Requirements and the Contractor's Proposal set forth in the attached Attachment 1 to Exhibit A, the provisions of the Scope of Services and Specifications Requirements shall govern. 28. Entire Agreement. This Agreement (including the attached Exhibits) represents the entire understanding of the parties as to the Services, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both parties. This is an integrated Agreement. [SIGNATURES ON FOLLOWING PAGE] Page 33 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services TO EXECUTE THIS AGREEMENT, the Parties have caused their authorized representatives to sign below. Digital Signatures are acceptable if they conform to all requirements of California Government Code Section 16.5. (Contractor Full Name) By: {ConSigner1Name} {ConSignerlTitle) {ConSignerlEmail} Date Signed: By: (ConSigner2Name) {ConSigner2Title) {ConSigner2Email} Date Signed: CORPS: Chairperson, President, Vice President; CORPS: Secretary, Asst. Secretary, Chief Finance LLCs: Manager Officer, Asst. Treasurer LLCs: Manager [Pursuant to California Corporations Code Section 313, both signature lines must be executed unless the signatory holds at least one of the offices designated on each line.] [Pursuant to California Corporations Code Section 17703.01(d), both signature lines must be executed unless the articles of incorporation state that the firm is managed by only one manager.] City of Brea By: (CitySignerName) (CitySignerTitle) (CitySignerEmail) Date Signed: Attest (if over $25,000) By: (AttestName) (AttestTitle) {AttestEmail} Date Signed: Page 34 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services EXHIBIT A Scope of Services and Specifications Requirements I. Introduction. The City of Brea ("City") is issuing this Request for Proposals ("RFP") from qualified and experienced scanning service companies to provide document imaging, indexing, and quality control services (collectively, "Services" sometimes herein). The City of Brea utilizes Laserfiche version 10.4 or higher as its electronic content management system (ECMS). The Laserfiche system also utilizes a cloud -based write -once -read -many (WORM) drive hosted by RestorVault. The City desires to contract for citywide document scanning services for scanning, indexing and quality control of historical records. Through this RFP, the City seeks a contractor that can provide the highest quality service at the most affordable price to accomplish the full scope of work on a rolling basis. Proposals shall be reviewed and rated on the basis of qualifications, specific experience, references, familiarity with the City's needed services and pricing, and otherwise as set forth in this RFP. II. Background and Project Objectives. The City requires a contractor to perform the scanning, indexing and quality control services as to a significant number of physical records that vary in size and format. The City Clerk's Office will serve as the Project manager and oversee performance of the Services, while working with stakeholders in various Departments citywide during their respective phases of the Project. The selected contractor will scan, index and quality control records primarily from the Building and Safety Division, Planning Division, Housing and Economic Development Division, Engineering Division, Community Services Department, and Public Works Department. File types will include, but are not limited to: building permits, entitlement files, as -built plans, large format drawings and Project files. The Contractor will be required to perform not only scanning and indexing, but also a separate quality check of documents scanned to: 1) ensure legal compliance; 2) verify that all images are present and contain all significant details from the original document; and, 3) confirm that all images scanned are an adequate substitute for the original document for all purposes for which the document was created or maintained. Once it has been determined that the abovementioned processes have been satisfactorily completed, the City desires the files to be directly ingested into the City's Laserfiche ECMS. The City does not require the work to be completed on-site, but desires that the transportation (pick-up and drop-off) of the records be handled by the contractor for performance of the Services off-site. City staff will box all records in standard bankers' boxes for transportation. Page 35 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services The contractor may also be required to prepare documents for scanning, which may include the removal of any staples, fasteners, metal, plastic, twine, or glue binder, and preserve reasonable organization of said files after scanning. The objective of the citywide document imaging Project is to store documents electronically, making them searchable and easily accessible through the City's platforms, in turn, reducing physical storage needs. The physical storage of records has created challenges in part, due to the limited availability of viable storage options. The goal of the City's records management program is to take full advantage of the newly -implemented WORM media in relying on readily accessible digital files as opposed to cumbersome physical files, thereby paving the way for their proper destruction. III. Scope of Work. The City is seeking an experienced and qualified contractor to provide scanning services for a variety of documents. For each document type, the City will provide a template and folder structure within the Laserfiche repository. Each document type will have its own corresponding template with no more than four (4) required metadata fields. Staff will communicate required fields and naming conventions to the contractor prior to the start of work. Standards Any and all City documents in the possession of the contractor must be stored in a safe and secure location that is climate controlled. a. The City must have access to all documents outsourced for scanning upon request, with a hard copy or electronic file provided within 24 hours b. All scanning, indexing and Quality Assurance ("QA") must be performed in the State of California C. All images must be scanned at a minimum resolution of 300 dpi or higher, when necessary (i.e. color documents, large scale plans), to maintain the quality of the original image d. File output must be in TIFF format e. Duplex scanning of documents to capture both front and back of two-sided documents f. Images must be oriented correctly for viewing g. Image Clean-up: the scanned document should be de -skewed and de -speckled, blank pages and black borders removed and background suppression where the image will be enhanced by such processes h. Manual image quality adjustment and QA of every image for clarity, quality, cutoffs or compression errors i. Documents must be indexed with up to four (4) fields. Indexing sources may include scan sheets, file folders, and/or image verification j. All scan dimensions must be the same size as the original document k. Images are to be provided on an archival quality DVD that cannot be altered or changed Page 36 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services OCR all content with guaranteed 99.5% accuracy on images. For items that cannot properly undergo OCR, the contractor shall suggest best practices for indexing such items. ii. Scanning Specifications a. All scanning, indexing, and quality checking must be performed in the State of California (no off -shore or out-of-state services). b. All scanning and indexing to be done in compliance with all applicable California State laws, and ANSI and AIIM standards (which are incorporated herein by reference and made a part of the agreement). C. All compressed files must utilize CCITT Group IV compression. d. Resolution for scanning shall be at least 300 dpi (minimum) e. Color pages must be auto -detected. Default is black and white, only the pages that are in color are scanned in color. The contractor may not scan whole documents in color, unless the entire document is in color. f VRS or like technology must be used on all images to improve the quality of the scan. g. Hard -to -read images (e.g., blue mimeograph ink, dot matrix printers) will be copied and re-scanned by the contractor at no charge so that the document is as usable as the original (see below.) h. Indexing of documents as specified for each records series. i. Any damage to documents, or other anomalies or difficulties, shall be promptly reported to the City. j. Images in response to any request made by the City will be provided via e-mail of the scanned image within one business day. The City requires this in order to meet the Public Records Act mandate of making records promptly available to requestors. k. Separate process from scan and index: Quality checking (by humans) is required of images to meet all legal standards including the following: a. "Images have been quality checked, and contain all significant details from the original and are an adequate substitute for the original document for all purposes for which the document was created or maintained." b. Quality checking (by humans) of indexing. C. All necessary corrections shall be made by the contractor in order to meet legal standards outlined in this document. iii. Estimated Quantities Document types for which the Services are required include, but are not limited to, microfiche, aperture cards, large format drawings and associated documents of various standard sizes, all of which must be rendered to a format that is compatible with the electronic record management software Laserfiche Client 10.4 or higher, utilized by the City as a trusted system for digitally archiving, indexing, and searching documents. An estimate of the total volume for each document type is provided below: Page 37 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services a. 16/35 mm Microfiche currently stored in envelopes — 30,000 microfiche b. 24X Microfiche currently stored in envelopes — 14,000 microfiche C. 35 mm Microfiche plans — 5 microfiche d. 35 mm Aperture card — 250 cards e. Letter size paper (color & black/white) — 1,500,000 sheets f. Letter size paper (advanced indexing/metadata and extra document prep) — 280,000 sheets g. Large format drawings (black & white) — 11,250 sheets h. Large format drawings (color) - 11,250 sheets The foregoing quantities are estimates only. The actual number of documents to be scanned may be more or less that such estimated amounts. Additional document formats not listed above may also be included. NOTE: THE CITY PROVIDES NO WARRANTY OF ANY KIND THAT THE FOREGOING QUANTITIES WILL BE THE ACTUAL QUANTITIES FOR WHICH THE SERVICES ARE REQUIRED. ACTUAL QUANTITIES MAY BE MORE OR LESS. iv. Delivery Specifications a. Contractor will provide receipts or other agreed-upon documentation as proof of pick-up, to be signed by the contractor staff and City staff. b. Delivered images will be ingested directly into the City's Laserfiche ECMS, including any indexing, metadata, OCR text and quality check markers. The documents shall require no post processing by the City. C. Images will also be delivered on another agreed upon source and method of delivery (i.e. DVD-rs, FTP site, hard drives, etc.). d. The original paper documents will be returned to the City in the same order and condition as received. Receipt of this transaction will also be required in the same manner of pick-up. e. Documents do not have to be re -stapled or fastened, but they must be placed back into folders in which they were originally found. All documents, sections, and folders must stay in the same sequence as they were received. f. Contractor will only pick up the next Project batch when the prior batch has been returned, while maintaining a rolling pick-up/drop-off schedule. g. Contractor and City staff will discuss and agree upon a mutually acceptable turnaround time from time of notification of pickup based on the file type. End of this Exhibit Page 38 PROFESSIONAL SERVICES AGREEMENT Citywide Document Scanning Services Attachment I to Exhibit A CONTRACTOR'S PROPOSAL AND FEE SCHEDULE (attached) Page 39 .ice CITT,fBREA 10/06/2023 RFP 2023.09.25.01 Citywide Document Scanning Services -Addendum 01 The following addendum is issued to reflect the following changes: 1. The timeline for this RFP is hereby extended and includes a non -mandatory pre -offer site walkthrough opportunity. As such, Part I (Solicitation Section) is amended as follows: Timelines. Release of Request for Proposals September 25, 2023 Pre -Offer Site Walkthrough Wednesday, October 18 —11 a.m. (non -mandatory) Brea Civic & Cultural Center 1 Civic Center Circle, 3b Floor Brea, California 92821 Question Deadline Final Addendum Issued Proposal Due Date and Time Selection of Contractor* Finance Committee* City Council Award* Services Begins* * tentative October 27, 2023 by 4 p.m. local time November 3, 2023 November 9, 2023 by 4 p.m. local time November 17, 2023 November 28, 2023 December 5, 2023 December 15, 2023 The non -mandatory Pre -Offer Site Walkthrough will begin atthe Brea Civic & Cultural Center at 11 a.m. After touring the Brea Civic & Cultural Center, we will continue the walkthrough by visiting the Brea Public Works Yard, 545 Berry Street, Brea California, 92821. We will conclude the walkthrough at the Public Works Yard. Interested participants must register by contacting the City Clerk's Office at citvclerksarouDO-Citvofbrea.net no later than Tuesday. October 17 at 12 p.m. For questions regarding the Pre -Offer Site Walkthrough, please contact the City Clerk's Office directly at citvclerksgrouo(Mcitvofbream . 2. The below required Pricing Proposal is added to this RFP and adds Sub -section iii, under I. Cost Section within the Proposal Submission Requirements in Part I (Solicitation Section). iii. Pricing Proposal. Each vendor must complete and submit the below Fee Proposal which includes all costs associated with the performance of the full Scope of Services. Fee Proposal should include: Page 1 CITY4REA • Break down by a per image rate • Provide a table with estimates based on information outlined in this RFP • Fixed prices, including out-of-pocket expenses, for all costs associated within the scope of this proposal • Additional billable costs for non-specified tasks • Total fees and expenses for the entire scope of the project • Any area which proposers believe should be included in the scope of work in this proposal, but which is not stipulated in this RFP, and identifies the costs associated with the services rendered. Fee Proposal format as follows: Scanning Item Description Per Image* Letter, legal and 11x17 sized pages Black and White $ Grayscale $ Color $ Large Format Drawings Black and White $ Grayscale $ Color $ 16/35 mm Microfiche (stored in envelopes) Black and White $ Grayscale $ Color $ 24X Microfiche (stored in envelopes) Black and White $ Grayscale $ Color $ 35 mm Microfiche plans Black and White $ Grayscale $ Color $ 35 mm Aperture cards Black and White $ Grayscale $ Color $ Page 2 CITYorBREA 'Per Image rate should include document preparation, scanning, quality assurance and metadata input. Other Items Item Description Rate Pickup & Delivery Fee Pick up and return trip $ Laserfiche Integration Integration of images and metadata into the Each upload $ Laserfiche repository Document Preparation Beyond standard preparation covered in the Per hour $ all-inclusive rate per image above (if any) Metadata Entry/Indexing If additional indexing is requested on select Per hour $ document types Other (detail separately) $ Other (detail separately) $ Other (detail separately) $ There are no other changes, additions, or deletions by issuance of this addendum. Sincerely, Budget Manager Administrative Services Department Page 3 CITY,fBREA 10130123 RFP 2023.09.25.01 Citywide Document Scanning Services - Addendum 02 The following addendum is issued to reflect the following changes: On page 6 of the RFP, the "Award, Reject, Rescind" language is revised as follows: Award, Reject, Rescind. As may be in City's best interest, City may accept and award a contract to any proposer; rescind any award; reject any or all proposals; and/or terminate this RFP process. The City also reserves the right to award a contract to perform a portion, or all of the services, to one or more proposers based upon the volume of services being requested. The project volume outlined in the Scope of Services may be separated by Department or other means in which the City determines fit. On page 6 of the RFP, the "Agreement" language is revised as follows: Agreement. If an agreement is awarded, City will do so after the successful proposer has satisfied all post - award requirements (insurance, bonding, etc.). The City's standard form of agreement is attached. Any requested changes to the contract will be considered as part of the evaluation/scoring process. The City reserves the right to enter into agreements with two or more proposers meeting all post -award requirements. There are no other changes, additions, or deletions by issuance of this addendum. Sincerely, ELI , 01 S, Budget Manager Administrative Services Department Page 1 CITYofBREA 11/01/23 RFP 2023.09.25.01 Citywide Document Scanning Services - Addendum 03 The following addendum is issued to reflect responses to questions received regarding this solicitation: Q1: For the contract in Part III, does the City of Brea want this submitted as part of the proposal, or is this an example of the services contract to be agreed upon after the award of the RFP? The Agreement in Part III is provided as an example of the Professional Services Agreement to be agreed upon at the award of the RFP. Q2: Does the City have a current vendor in place performing this work? The City does not have a current vendor in place performing this work. Q3: If a current vendor exists, please provide a copy of the vendor's contract. The City does not have a current vendor in place performing this work. Q4: If a current vendor contract exists, what is the average spend per year? The City does not have a current vendor in place performing this work. Q5: Will the City provide a manifest of documents requiring digitization? If yes is it available in electronic format? The City will provide a manifest of the files and boxes with each pickup. Q6: Per the RFP, there will be four fields to be captured. Please provide the fields by document type. On Page 36, under Section III Scope of Services, it outlines that documents must be indexed with "up to four (4) fields" of metadata. At this time, the City does not have a list of each document type with corresponding fields that would need to be captured. An example of a type of document that would have to be digitized are building permits. For building permits, the City would request the following fields of metadata: Permit Number, Street Number, Street Name. For this example, we will only utilize three (3) fields. As indicated, we are requesting pricing include "up to four (4) fields" of metadata, but we may have less, depending on the document type. Q7: Does the City have a data file that can be used for auto -population and validation? The City does not have any such data file. Page 1 CITYorBREA Q8: Please further describe the "advanced indexing/metadata" requirements for the 280,000 paper sheets. On page 38, under subsection in Estimated Quantities, the reference to "advanced indexing/metada& refers to estimate for documents that may potentially have additional fields of metadata beyond the four (4) fields. 09: Please further describe the "extra document prep" requirements for the 280,000 paper sheets. On page 38, under subsection iii Estimated Quantities, it references that the City may have roughly 280,000 individual pages that are maintained in a manner which may require extra document preparation prior to scanning. These sheets are documents that may include records on carbon copy paper, that are stored in envelopes that will need to be removed, unfolded, and have staples removed prior to scanning. Q10: What are the dimensions of the large format drawings? Large format drawings are 24'x36" and 30'x42". Q11: Are large format documents mixed/comingled in folders with regular sized pages? Some files may have large format documents mixed in with regular sized pages. Q12: What is the average number of pages per document? Due to the variety of documents that we will have scanned, the City does not have an average number of pages per document available at this time. Q13: What percentage of documents are double sided? Due to the variety of documents that the City will have scanned, the City does not have an estimate on how many will be double sided. Q14: Specific to microfiche: What is the average number of frames per microfiche? The frames can range anywhere from 1-55 frames per film. We do not have an exact average at this time. • What is the reduction ratio? The reduction ratio may vary and is unknown. What % of microfiche will be provided on Original (Silver) film? The percentage of microfiche on Silver film is unknown at this time. • What % of microfiche will be provided on Duplicate (Diazo) film? The percentage of microfiche on Diazo film is unknown at this time. Page 2 CITYorBREA What type of information is contained in the eye -readable microfiche title? Each slide title varies, but may contain the street number and name or tract number. How old is the microfiche? The exact age of the slides themselves is unknown, however there are frames contained on the microfiche dating back to the late 1950's. What is the physical condition of a typical microfiche? The precise physical condition of a typical microfiche is unknown; however, it has been determined that some have begun to darken due to age. Q15: Will the City consider issuing a pricing table to ensure consistency across bidders? Addendum No. 1 was issued on October 6, 2023 and includes a fee proposal format. Please refer to Addendum No. 1. Q16: What start date (tentatively 12/1/2023), end date, or term in months does the City prefer/expect? Addendum No. 1 updated the timeline, including the tentative project start date, which has shifted to December 15, 2023. The City will work with the selected vendor(s) to establish a timeline to complete the full scope of work. The City is proposing that the overall scope of work is executed as part of a phased approach, prioritizing higher -priority documents. The City Council has budgeted funds for Fiscal Years 2023-24 and 2024-25 to address this project. Q17: If large format drawings are mixed with regular sized drawings, would it be acceptable to place these drawings, along with a separator sheet indicating the document it belongs to, in the original box without recombining with the original folder that it was taken from? Yes, these files are to be returned together in the same box with their original files, however large format drawings do not need to be re-inserted into the same files that they were separated from. Q18: Quality checking (by humans) of image and indexed data to bean "adequate substitute for the original document" sounds like a page -by -page comparison QC process, please confirm this is the desired method. Document digitization is a singular element to the City's overall records management plan. One of the goals of the plan is to be able to destroy originals that have not yet met their retention, or are permanent, given all legal standards have been met in order to do so. A legally compliant quality control process is one of these standard. With that being said, we are looking for vendor(s) that will be able to complete the scope of work, including the quality control process, to all legal standards so that we may ultimately rely on the digital images and metadata in our trusted system (Laserfiche) as the City's original record. Page 3 CITYorBREA Q19: Is this the first time the City is requesting these services? If not could a copy of the current agreement be provided? Yes, this is the first time the City is requesting these services. There is no current agreement in place. Q20: Can we bid only on the paper documents? The City is seeking contractor(s) to provide the full scope of services as outlined in Pages 35 — 38 of the Request for Proposals. The document formats may include letter, legal and 1 1x1 7 sized pages, large format drawings, aperture cards and various sized microfiche. Q21: Any re -prepping needed? On page 38, subsection iv(e), "Documents do not have to be re -stapled or fastened, but they must be placed back into folders in which they were originally found. All documents, sections, and folders must stay in the same sequence as they were received." Q22: Is there a timeline to finish the entire project by? The City will work with the selected vendor(s) to establish a timeline to complete the full scope of work. The City is proposing that the overall scope of work is executed as part of a phased approach, prioritizing certain documents over others. The City Council has budgeted funds for Fiscal Years 2023-24 and 2024-25 to address this project. Q23: For indexing purposes, can the City provide a database to assist in data entry production? An example would be a database from the permit system listing all the permit numbers and the corresponding addresses, APNs, etc. The City does not have any such database for paper files. Q24: Does the City want all the files picked up at once, or a scheduled pickup/delivery such as once per month, etc.? The City intends to produce files on a schedule that will be determined with the selected vendor(s). Q25: Regarding the pickup of files, will the City provide manifest of documents to be picked up? The City will provide a manifest of the files and boxes with each pickup. Q26: If the City has a current scanning vendor, what are the current service rates? The City does not currently have a scanning vendor. Page 4 el_�� CITY,rBREA Q27: Can the City provide all necessary Laserfiche templates of each different document type? The City will provide all necessary Laserfiche templates and required fields for each document type. Q28: Due to receiving notice of this RFP late, the walk through was missed. Would the City of Brea be open to scheduling a walk through past the initial date? The pre -offer walkthrough on Wednesday, October 18, 2023 was not mandatory. Any proposers unable to attend the walkthrough may submit a proposal by the due date and time stated in the RFP. Q29: Can the City of Brea extend this RFP 2 weeks? At this time, the City will not extend the proposal due date and time. There are no other changes, additions, or deletions by issuance of this addendum. Sincerely, Budget Manager Administrative Services Department Page 5 Attachment C City of Brea Staff Report Dated January 9, 2024 City of Brea Finance Committee Communication Professional Services Agreements for As -Needed Citywide Document Scanning Services Meeting Agenda Group Tuesday, January 9, 2024, 8:30 AM DISCUSSION Item: 3C TO FROM Finance Committee Members Bill Gallardo, City Manager RECOMMENDATION 1. Approve Professional Services Agreements between the City of Brea and Complete Paperless Solutions and Raycom Data Technologies for as -needed Citywide Document Scanning Services in the amount not -to -exceed $300,000 per agreement, plus up to a 10% contingency; and 2. Authorize the City Manager to approve contingency work for required changes within the above not -to -exceed total. BACKGROUND/DISCUSSION Records Management is an integral part of the operation of the City. In order to preserve the City's records, the City has identified a need for document scanning to alleviate the backlog of physical records stored throughout the Brea Civic & Cultural Center. The volume of hard -copy records currently stored by the City is reaching capacity in various storage areas, and some do not have the proper storage conditions needed to maintain files. Additionally, certain files that exist on microfiche are slowly deteriorating, and as a result, the City is at an increased risk of losing the images they contain unless the microfiche is digitized. By scanning these historically -backlogged physical documents into the City's electronic content management system, City staff will be able to uphold the City's values of transparency and accessibility, all while maintaining the City's archive of records for decades to come. Several factors impede the process of being able to complete the digitization and indexing of records on-site. Current staffing levels do not support the time commitment needed to image, index and quality control the voluminous amount of files. Additionally, thousands of files of historical permanent building permits and plans exist on deteriorating microfiche that must be handled with care and professional training in order to maintain the integrity of the original image captured on the media. The City also does not have the equipment necessary to scan microfiche as well and large-scale building and engineering plans that contain important information. In September 2023, City staff issued a Request for Proposals (RFP) for professional services to perform the full scope of work outlined for citywide document scanning. The RFP was released on September 25, 2023 via Public Purchase and the public notice was posted on the purchasing page of the City's website. A total of 23 vendors accessed the RFP through the Public Purchase portal, and on November 9, 2023, five (5) proposals were received from the following vendors which are prioritized upon best value: 1. Complete Paperless Solutions 2. Raycom 3. MetaSource, LLC 4. The Scanning Company 5. MRC Smart Technology Solutions Due to the nature of the project, there were many variables to consider in the evaluation process, including volume, metadata entry, document ingestion into the City's Electronic Content Management System, pick-up/delivery of files, and other document prep/specifications. With this in mind, the proposals were thoroughly reviewed and evaluated based on the following criteria: responsiveness of the proposal; the ability to meet the City's timelines and acceptance of the City's standard form of agreement; contractor's qualifications and prior experience; technical approach to complete the project; value and economy to City of the proposed project approach; and pricing. Based on the results of the RFP and the total volume of services being requested, it is in the City's best interest to award multiple contracts to complete the full scope of work in an effort to maximize efficiency. This approach provides flexibility and control to distribute the work in a cost effective manner. Staff is recommending that the City approve a Professional Service Agreement (PSA) with Complete Paperless Solutions ("CPS") and Raycom Data Technologies ("Raycom"). Both CPS and Raycom have extensive experience in working with local and County agencies, and have successfully completed similar projects. Due to each vendor's familiarity with specific needs for document types and formats, competitive pricing, and approach to work, staff believes CPS and Raycom will be the best fit to complete this project. The City Clerk's Office, along with a team of stakeholders citywide, have determined that records primarily from the Building and Safety Division, Planning Division, Housing and Economic Development Division, Engineering Division, Community Services Department, Public Works Department and Fire Department will be scanned and digitized as part of the outlined Scope of Work. Staff is recommending the City enter into PSAs in the amount not to exceed $300,000 per agreement, plus up to a 10% contingency, to provide as -needed citywide document scanning services. Initiation of each phase of work and notices to proceed will be authorized by the City Clerk's Office, as the project manager. SUMMARY/FISCAL IMPACT Funding for the project was appropriated as part of the FY 2023-25 biennial Operating Budget and is funded from the City's General Fund (110). Staff has also identified funds available for the project within the City's Capital Improvement Fund (510) for GIS Record Document Conversion. At this time, staff is recommending awarding both agreements for as -needed services in the amount not to exceed $300,000, plus up to a 10% contingency, in order to provide flexibility to allocate the project work between departments as staff sees fit, while staying within the allocated project budget. No additional appropriation is needed at this time. RESPECTFULLY SUBMITTED William Gallardo, City Manager Prepared by: Victoria Popescu, Deputy City Clerk Concurrence: Lillian Harris -Neal, City Clerk Attachments Attachment A - Citywide Document Scanning Services RFP & Addenda.pdf Attachment B - PSA (Complete Paperless Solutions).pdf Attachment C - PSA (Raycom).pdf Attachment D Draft Professional Services Agreement PROFESSIONAL SERVICES AGREEMENT DOCUMENT SCANNING SERVICES COMPLETE PAPERLESS SOLUTIONS, LLC (CPS) 1. PARTIES AND DATE. This Agreement is made and entered into this this 14th day of May, 2024 (Effective Date) by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Complete Paperless Solutions, LLC (CPS), a limited liability company with its principal place of business at 5130 E. La Palma Avenue, Suite 206, Anaheim, CA 92807 ("Contractor"). City and Contractor are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Contractor. Contractor desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Contractor is a qualified scanning service firm to provide document imaging, indexing, and quality control services. Documents may also include maps, drawings, and all other media types available for storing information. 2.2 Project. City desires to engage Contractor to render professional on and offsite document scanning services for the Building and Safety Division, Finance Department, and Human Resources Division ("Services") as set forth in this Agreement. Complete Paperless Solutions, LLC Page 2 of 23 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services: Contractor promises and agrees to furnish to the City all labor, materials, tools, equipment, services necessary to fully and adequately supply the professional planning and environmental consulting services necessary for the Project, herein referred to a "Services". The Services are more particularly described in Exhibit A attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be for a six-month period from the effective date shown above, with a six-month extension at the sole and absolute discretion of the City, unless earlier terminated as provided herein. Contractor shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Contractor. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Contractor or under its supervision. Contractor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Contractor on an independent contractor basis and not as an employee. Contractor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Contractor shall also not be employees of City and shall at all times be under Contractor's exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services: Contractor shall perform the Services expeditiously, within the term of this Agreement. Contractor represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Contractor's conformance with the Schedule, City shall respond to Contractor's submittals in a timely manner. Upon request of City, Complete Paperless Solutions, LLC Page 3 of 23 Contractor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements: All work prepared by Contractor shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel: Contractor has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Contractor may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Contractor cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Contractor at the request of the City. 3.2.5 City's Representative: The City hereby designates the City Manager, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Contractor shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Contractor's Representative: Contractor hereby designates Claude Schott, or his/her designee, to act as its representative for the performance of this Agreement ("Contractor's Representative"). Contractor's Representative shall have full authority to represent and act on behalf of the Contractor for all purposes under this Agreement. The Contractor's Representative shall supervise and direct the Services, using his/her professional skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services: Contractor agrees to work closely with City staff on the performance of Services and shall be available to City's staff, contractors and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees: Contractor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Contractor represents that all employees and subcontractors shall have sufficient skill and experience to perform the Complete Paperless Solutions, LLC Page 4 of 23 Services assigned to them. Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to provide its Services, including a City business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Contractor's failure to comply with the standard of care provided for herein. 3.2.9 Laws and Regulations: Contractor shall keep itself fully informed of and in compliance with applicable local state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required of it by law. Contractor shall be liable for all violations of such laws and regulations in connection with Services. If the Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Contractor shall be solely responsible for all costs arising therefrom. Contractor shall indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any liability to the extent found to be arising out of any failure to comply with such laws, rules or regulations. 3.2. 10 Insurance: Contractor shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety: Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of its employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation: Contractor shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement and shall not Complete Paperless Solutions, LLC Page 5 of 23 exceed One Hundred Forty -Five Thousand, Six Hundred Sixty -Two Dollars ($145,662.00) and in accordance with Contractor's proposal dated March 25, 2024. Contractor's proposal is hereby incorporated and found in Exhibit "A". Extra Work may be authorized in writing, as described below, and will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation: Contractor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Contractor. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses: Contractor shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work: At any time during the term of this Agreement, City may request that Contractor perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Contractor shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevailing Wages: Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws to the extent they are applicable to Contractor. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft; classification or type of worker needed to execute the Services available to interested parties upon request and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Complete Paperless Solutions, LLC Page 6 of 23 3.4 Accounting Records. 3.4.1 Maintenance and Inspection: Contractor shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Contractor shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Contractor shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination: City may, by written notice to Contractor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Contractor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Contractor shall be compensated only for those services which have been performed prior to termination and Contractor shall be entitled to no further compensation. Contractor may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination: If this Agreement is terminated as provided herein, and after receipt of payment noted above, City may require Contractor to provide all finished or unfinished Documents/ Data and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services: In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices: All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CONTRACTOR: Complete Paperless Solutions, LLC 5130 E. La Palma Avenue, Suite 206 Anaheim, CA 92807 Attn: Claude Schott Email: cschott@cps247.com Complete Paperless Solutions, LLC Page 7 of 23 �� City of Rosemead 8838 Valley Boulevard Rosemead, CA 91770 Attn: Lily Valenzuela, Deputy Director of Community Development Such notice shall be deemed made when personally delivered or when mailed, forty- eight (48) hours by certified mail or deposit in the U.S. Mail, first-class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property: This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Contractor under this Agreement ("Documents & Data"). Contractor shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Contractor represents and warrants that Contractor has the legal right to license any and all Documents & Data. Contractor makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Contractor or provided to Contractor by the City. The Documents & Data are intended for use solely with respect to the project for which they were prepared. Any reuse or modification by City shall be at City's sole risk. 3.5.3.2 Confidentiality: All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Contractor in connection with the performance of this Agreement shall be held confidential by Contractor. Such materials shall not, without the prior written consent of City, be used by Contractor for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Contractor which is otherwise known to Contractor or is generally known, or has become known, to the related industry, nor anything required to be disclosed by operation of law, shall be deemed confidential. Contractor shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, Complete Paperless Solutions, LLC Page 8 of 23 newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts: The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees: If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all costs of such action as part of prevailing party's total damages as determined by court of competent jurisdiction or as agreed upon by the parties in settlement. 3.5.6 Indemnity and Defense. a. Indemnity and Defense To the fullest extent permitted by law, Contractor shall indemnify and hold harmless Agency and any and all of its officials, employees and agents ("Indemnified Parties") from and against any and all losses, liabilities, damages, costs and expenses, including legal counsel's fees and costs, to the extent caused by the negligent or wrongful act, error or omission of Contractor, its officers, agents, employees or subcontractors (or any agency or individual that Contractor shall bear the legal liability thereof) in the performance of services under this agreement. Contractor's duty to indemnify and hold harmless Agency shall not extend to the Agency's sole or active negligence. b. Duty to Defend In the event the Agency, its officers, employees, agents and/or volunteers are made a party to any action, lawsuit, or other adversarial proceeding arising from the performance of the services encompassed by this agreement, and upon demand by Agency, Contractor shall defend the Agency at Contractor's cost or at Agency's option, to reimburse Agency for its costs of defense, including reasonable attorney's fees and costs incurred in the defense of such matters to the extent the matters arise from, relate to or are caused by Contractor's negligent acts, errors or omissions. Payment by Agency is not a condition precedent to enforcement of this provision. In the event of any dispute between Contractor and Agency, as to whether liability arises from the sole or active negligence of the Agency or its officers, employees, or agents, Contractor will be obligated to pay for Agency's defense until such time as a final judgment has been entered adjudicating the Agency as solely or actively negligent. In no event shall the cost to defend charged to the design professional exceed the design professional's proportionate percentage of fault. Complete Paperless Solutions, LLC Page 9 of 23 3.5.7 Entire Agreement: This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law: This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence: Time is of the essence for each and every provision of this Agreement. However, neither Party will be liable or responsible for delays to the extent due to matters beyond the reasonable control of such Party. 3.5.10 City's Right to Employ Other Contractors: City reserves right to employ other contractors in connection with this Project. 3.5.11 Successors and Assigns: This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer: Contractor shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions: Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Contractor include all personnel, employees, agents, and subcontractors of Contractor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification: No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver: No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. Complete Paperless Solutions, LLC Page 10 of 23 3.5.16 No Third Party Beneficiaries: There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests: Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Agreement. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Contractor further agrees to file, or shall cause its employees or subcontractors to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment: Contractor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Contractor shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification: By its signature hereunder, Contractor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self- insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement: Contractor has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. Complete Paperless Solutions, LLC Page 11 of 23 3.5.22 Counterparts: This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required: Contractor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. [Signatures on next Page] Complete Paperless Solutions, LLC Page 12 of 23 CITY OF ROSEMEAD Ben Kim, City Manager Date Attest: Ericka Hernandez, City Clerk Date Approved as to Form: COMPLETE PAPERLESS SOLUTIONS, LLC 0 Name: Title: [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED] 0 Name: Rachel Richman Date City Attorney Title: Complete Paperless Solutions, LLC Page 13 of 23 EXHIBIT A CONTRACTOR'S PROPOSAL AND FEE SCHEDULE OSEE A D Complete Paperless Solutions )CPS) Ind.n'Y `nv',I Lnvn Anu-ma 3/25/2024 Scanning Services Proposal laserfiche Solution provider eouim. eovma Awards n isoxr¢'s b�01CF YNAiO Laser f iche Complete Paperless Solutions, LLC Page 14 of 23 P PS 0 �—..M-. w w. 5130 E. La Palma Avenue, Suite 206 Anaheim, CA 921107 tel 866-661-2425 fax: 714-716ffi15 www.cos247.cim DESCRIPTION AND APPROACH CPS understands the importance of selecting a quality firm to manage and execute the process of scanning histonc records which may include maps, drawings, and all other media types available for storing information With CPS being the experts in Laserfiche Document Management, many municipalities and government organizations have tumed M us to handle their document scanning needs as they have tried to make it by with other vendors who could not perform to the expectations. We understand the attention expected by municipalities to produce quality images, on demand, 10016 open communication and making sure every step of the project is going exactly as planned. Everything mentioned in the Scope of Work is within the capabilities of CPS along with the power of knowing you have the 41 Laserfiche Provider handling your jcb and there will rot be any confusion on ingestion/upload into Laserfiche. Scanning Conversion Services Process Secure Document Conversion Facility— Enabled with only the highest security and technology available, you can be assured your data will be We and secure from the moment your data leaves your location, until we safely return you data after the job has been completed. Record Transfer Preparation — All boxes will have a Tamper Security Seal to ensure privacy i imedately upon pickup- All boxes will be inventoried by folder and series within each box, provide a bartode label, and finalize the box count prior to departing. Document Control and Manifest Creation — We use a spedalized application to not only track all records, but we have a very stringent methodology policy we adhere to intemapy as well making sure all procedures are followed every step of the way. Tracking reports are generated to include all of the information pertaining to the job. The use of tamperproof seals provides an extra layer of security to keep your data safe. Secure Record Transfer Service —All pickups and deliveries will be performed by a[ least 2 staff which have gone through a background check as wel I. In order to keep the chain of custody, delivery and pickup Pa,-2of5 CSI .. Complete Paperless Solutions, LLC Page 15 of 23 scenarios will not make any extra stops while transit with a clients data. R arhy issue arises in transport, a secondary team is on standby to assist right away. Storage Center when Receiving— Our procedure is to have all boxes coming in to be counted and verified 2 times. utilizing barcodes and our 2 -person process ensures quant' as soon as client data arrives. Any damage or discrepancies will be reported immediately and addressed immediately. Chain of Custody Verification — Once the data is received, another check is done on all seals of the boxes. Once security seals are removed, we verify coments again- If at any time any security issues happen to arise, clients will be notified immediately. AuditTreckng & Quality Control Reporting— Every employee is mandated to ender all quality control, monitoring, and progress into our tracking system. Reporting is constantly being clone to ensure job is on track. Document preparation — Scanning sample boxes are an effective way to find out certain details of the specific job. These samples will determine the most accurate and effioent method to prepare the folder to be scanned. All staff will be trained in job speofics and details and are assigned one single box at a time. hems prepared prior to scanning including removing paperclips/staples, unfolding, utilizing copier teclaoagy to maximize scan quality, combine small documents and atbched images, and anything we are not 100% clear on, we will plate on the side and address with the client to ensure accuracy. If required, we are able to reassemble all data just as we picked it up with the exclusion of staples and paper clips. Quality Assurance Document preparation Verification — Our data sheets are updated in real time antl R any problem is found, the document is sent back for reprocessing. The tracking report is updated once again, and the corrected data moves on to the next stage. Scanning High Resolution Digital Imaging —Only the best technology available is used to provide the best outcome of a quality image. Scanning staff will be monitoring each image to ensure image is scanned correctly and no pages are double fed The utilization of Kofax VRS Software alknvs for additional clearing to be done Such as de -speckle, de -drew, image rotation, background suppression, edge enhancement, gray tone fihenng, blank page removal, and much more if need be. Quality Assurance Image Quality— One of the most important parts of this process is having a human being review documents for accuracy and not solely rely on software and technology. Image quality is checked at multiple levels to ensure all images are acceptable and do not need to be reprocessed. Indexing Verification —Staff are trained to manually index one image at a time per box to ensure a racy every step of the way. Protocols and additional software is in place to make sure indexing errors do not occur such as misspelling or double keying entries. Complete Paperless Solutions, LLC Page 16 of 23 Quality Assurance Indexing—Taking this process to the next level, we will compare the indexed data with the re -keyed data. If any mismatches are found, they are sent back and reprocessed until a is matched. Data validation is performed utgmng character mix, date ranges, quantity, ranges, inducing database lookups as well. File Tramier and Upload —Once documents are ready for transfer/upload. data will be transferred to a file server with yow encrypted data. From there instant access is available via VPN to search your data to view images and indexes, along with being able to start internal quality control as well. If encrypted hard drive is preferred, this exists as an alternative as well. Return and Delivery of Completed lob —Onre all files have been reviewed and cleared for approval, data will be repacked, and security labels placed once again. Delivery procedures are followed exactly how our pick-up procedure is, which is listed above with the focus on reliability and security. CPS I _:-'.1.. Complete Paperless Solutions, LLC Page 17 of 23 COSTPROPOSAL Based on our estimated volumes determined, below is a list of the pncing we are able to offer_ Document Scanning Departrnent/Task Vdrane Prig per Tatty Unit FlNANCE- ONSITE 220A00 50.152 533ASOA0 Letter size 8x11—BB.W And. indexing HR-ONSRE 110.000 $0.25/ $27.950.00 Letter sire Ball—B&W And. indexing 512,000.00 FSTIM0.7IDTOT1IL 5126,420.00 [omrrrunitY Development -OFFSITE Letter size up llal7-88:W find. indexing 400,OOD 50.055 $22.000.00 Large format—B&W -incl. indexing 47,000 $0.66 531,020.00 Heavy preparation and Indexing for Permits 400.000 OM LaserOche Ingestion: $450.00 per upload into the repository. Pick up and delivery: 5100.00 per trip. No bores and boxing provided. No manifest provided. Pricing is for the 3 departments - all or nothing deal. snf5 -- cps � 512,000.00 FSTIM0.7IDTOT1IL 5126,420.00 Complete Paperless Solutions, LLC Page 18 of 23 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Contractor will maintain insurance in conformance with the requirements set forth below. Contractor will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Contractor agrees to amend, supplement or endorse the existing coverage to do so. Contractor acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Contractor shall provide the following types and amounts of insurance: Commercial General Liability Insurance. Contractor shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Contractor owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Contractor or Contractor's employees will use personal autos in any way on this project, Contractor shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is Complete Paperless Solutions, LLC Page 19 of 23 determined, not requiring actual payment by the insured first. There shall be no cross - liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Contractor, subcontractors or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $1 Million per occurrence. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the contractor and "Covered Professional Services" as designated in the policy must include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend the Named Insured. The policy retroactive date shall be on or before the effective date of this agreement. Acceptable insurers: All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating ofA- (orhigher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the Agency's Risk Manager. General conditions pertaining to provision of insurance coverage by Contractor. Contractor and City agree to the following with respect to insurance provided by Contractor: 1. Contractor agrees to have its insurer endorse the third -party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 (or otherwise consistent with the insurer's endorsement). Contractor also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Contractor, or Contractor's employees, or agents, from waiving the right of subrogation prior to a loss. Contractor agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement Complete Paperless Solutions, LLC Page 20 of 23 relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Contractor shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period} that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Contractor's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Contractor or deducted from sums due Contractor, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. A ten (10) day notice to City shall apply to nonpayment of premiums. Contractor agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage (except Professional Liability and Workers' Compensation) required to be provided by Contractor or any subcontractor, is intended to Complete Paperless Solutions, LLC Page 21 of 23 apply first and on a primary, noncontributing basis in relation to any other insurance or self-insurance available to City. 10. Contractor agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Contractor, provide the same minimum insurance coverage required of Contractor. Contractor agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Contractor agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Contractor agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Contractor's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Contractor, which may include reduction or elimination of the deductible or self-insured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Contractor ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Contractor, the City will negotiate additional compensation proportional to the increased benefit to City. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Contractor acknowledges and agrees that any actual or alleged failure on the part of City to inform Contractor of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Contractor will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type Complete Paperless Solutions, LLC Page 22 of 23 pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Contractor shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Contractor's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Contractor under this agreement. Contractor expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features, or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Contractor agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Contractor for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Complete Paperless Solutions, LLC Page 23 of 23 Contractor agrees to provide immediate notice to City of any claim or loss against Contractor arising out of the work performed under this agreement. City assumes no obligation or liability by such notice but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.