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HomeMy WebLinkAboutIT14-164 - Original - NetMotion Wireless, Inc. - Mobility XE Premium Licenses - 06/17/2014 ecords M emer r W ASNINOTON KENT Document CONTRACT COVER SHEET This is to be completed by the Contract Manager prior to submission to City Clerks Office. All portions are to be completed. If you have questions, please contact City Clerk's Office. Vendor Name: Net Motion Wireless Vendor Number: 91355 )D Edwards Number Contract Number: IT 14 ow IUy This is assigned by City Clerk's Office Project Name: Netmotion Wireless Goods & Services Agreement Description: ❑ Interlocal Agreement ❑ Change Order ❑ Amendment ❑ Contract ❑ Other: Contract Effective Date: 7/1/14 Termination Date: 6/30/15 Contract Renewal Notice (Days): Number of days required notice for termination or renewal or amendment Contract Manager: Sean Kelsey Department: IT Detail: (i.e. address, location, parcel number, tax id, etc.): S•Public\RecordsManagement\Forms\ContractCover\adcc7832 1 11/08 / \ CD " � / n ) c � 3 — f E U) < Se / § \ 0 7 \ @ @ CD \ \ O � � n9 / .� , k rr \ $ %0 -0 § � 2 , — £ g \ : e E zz o � $ ate ; % 2e CD o \ e ' � �® — & ; ¥ 2 ° a o / $ E 5 ° 0 CD \ ƒ ) 2 CD cr / / w \ \ } 7 33 2{ ° � \ \ E } \ (D � < =rCD 0 7 $ ° \\ 0 C) 0 \ o \ � CD � k � � � E \ § Ma ƒ � 2 / to 0 (DCD / ! § � a y / l< k \ t \ ( \ $ R ` \ — ) e \ 9 0 ® s / * > { R \ CR \ � ~ � \ k _ o �= a \ 0 0 _ \ % \ ) \ CD E � CD JD a � $ J ƒ � 0 0 0 f 0 000 / / \ / / \ \ ƒ CD / o 3 cr, e . » z2@ £ ® a & r ± & S } A \ \ § k . 0 7 c R ) % § f \ 0 . E - o0 £ 3m a 2 - ® 0 % o E oe E % % / \ z cn o ƒ \ 2 § / 7 _ \ \ \ A 2 \ \ S § m • KENT wTaw "o+o• GOODS & SERVICES AGREEMENT between the City of Kent and NetMotion Wireless THIS AGREEMENT is made by and between the City of Kent, a Washington municipal corporation (hereinafter the "City"), and NetMotion Wireless organized under the laws of the State of Washington, located and doing business at 701 North 34`h St. Ste. 250 Seattle, WA 98103 (hereinafter the "Vendor"). AGREEMENT I. DESCRIPTION OF WORK. Vendor shall provide the following goods and materials and/or perform the following services for the City: Mobility XE Premium Maintenance 1-Year Premium Maintenance. King County Special Pricing. Maintenance covers Mobility with 310 Devices, Analytics Module, Policy Module Maintenance Dates: 7/1/2014 to 6/30/2015. SKU: 090NMPRMMNTI See Exibit A the attached Quote Vendor acknowledges and understands that it is not the City's exclusive provider of these goods, materials, or services and that the City maintains its unqualified right to obtain these goods, materials, and services through other sources. II. TIME OF COMPLETION. Upon the effective date of this Agreement, Vendor shall complete the work and provide all goods, materials, and services from 1 July 2014 to 30 June 2015. III. COMPENSATION. The City shall pay the Vendor an amount not to exceed $10,523, including applicable Washington State Sales Tax, for the goods, materials, and services contemplated in this Agreement. The City shall pay the Vendor the following amounts according to the following schedule: GOODS & SERVICES AGREEMENT - I (Over$10,000.00, rncJudmg WSST) Invoice to be paid within 30 days of the invoice date If the City objects to all or any portion of an invoice, it shall notify Vendor and reserves the option to only pay that portion of the invoice not in dispute. In that event, the parties will immediately make every effort to settle the disputed portion. A. Defective or Unauthorized Work. The City reserves its right to withhold payment from Vendor for any defective or unauthorized goods, materials or services. If Vendor is unable, for any reason, to complete any part of this Agreement, the City may obtain the goods, materials or services from other sources, and Vendor shall be liable to the City for any additional costs incurred by the City "Additional costs" shall mean all reasonable costs, including legal costs and attorney fees, incurred by the City beyond the maximum Agreement price specified above. The City further reserves its right to deduct these additional costs incurred to complete this Agreement with other sources, from any and all amounts due or to become due the Vendor B. Final Payment: Waiver of Claims. VENDOR'S ACCEPTANCE OF FINAL PAYMENT SHALL CONSTITUTE A WAIVER OF CLAIMS, EXCEPT THOSE PREVIOUSLY AND PROPERLY MADE AND IDENTIFIED BY VENDOR AS UNSETTLED AT THE TIME REQUEST FOR FINAL PAYMENT IS MADE. IV. INDEPENDENT CONTRACTOR. The parties intend that an Independent Contractor-Employer Relationship will be created by this Agreement By their execution of this Agreement, and in accordance with Ch. 51.08 RCW, the parties make the following representations: A. The Vendor has the ability to control and direct the performance and details of its work, the City being interested only in the results obtained under this Agreement. B. The Vendor maintains and pays for its own place of business from which Vendor's services under this Agreement will be performed. C. The Vendor has an established and independent business that is eligible for a business deduction for federal income tax purposes that existed before the City retained Vendor's services, or the Vendor is engaged in an independently established trade, occupation, profession, or business of the same nature as that involved under this Agreement. D. The Vendor is responsible for filing as they become due all necessary tax documents with appropriate federal and state agencies, including the Internal Revenue Service and the state Department of Revenue. GOODS & SERVICES AGREEMENT - 2 (Over$10,000,00, including WSST) E. The Vendor has registered its business and established an account with the state Department of Revenue and other state agencies as may be required by Vendor's business, and has obtained a Unified Business Identifier (UBI) number from the State of Washington F. The Vendor maintains a set of books dedicated to the expenses and earnings of its business. V. TERMINATION. Either party may terminate this Agreement, with or without cause, upon providing the other party thirty (30) days written notice at its address set forth on the signature block of this Agreement. VI. CHANGES. The City may issue a written amendment for any change in the goods, materials or services to be provided during the performance of this Agreement. If the Vendor determines, for any reason, that an amendment is necessary, Vendor must submit a written amendment request to the person listed in the notice provision section of this Agreement, section XIV(D), within fourteen (14) calendar days of the date Vendor knew or should have known of the facts and events giving rise to the requested change. If the City determines that the change increases or decreases the Vendor's costs or time for performance, the City will make an equitable adjustment. The City will attempt, in good faith, to reach agreement with the Vendor on all equitable adjustments. However, if the parties are unable to agree, the City will determine the equitable adjustment as it deems appropriate. The Vendor shall proceed with the amended work upon receiving either a written amendment from the City or an oral order from the City before actually receiving the written amendment. If the Vendor fails to require an amendment within the time allowed, the Vendor waives its right to make any claim or submit subsequent amendment requests for that portion of the contract work. If the Vendor disagrees with the equitable adjustment, the Vendor must complete the amended work; however, the Vendor may elect to protest the adjustment as provided in subsections A through E of Section VII, Claims, below The Vendor accepts all requirements of an amendment by: (1) endorsing it, (2) writing a separate acceptance, or (3) not protesting in the way this section provides. An amendment that is accepted by Vendor as provided in this section shall constitute full payment and final settlement of all claims for contract time and for direct, indirect and consequential costs, including costs of delays related to any work, either covered or affected by the change. VII. CLAIMS. If the Vendor disagrees with anything required by an amendment, another written order, or an oral order from the City, including any direction, instruction, interpretation, or determination by the City, the Vendor may file a claim as provided in this section The Vendor shall give written notice to the City of all claims within fourteen (14) calendar days of the occurrence of the events giving rise to the claims, or within fourteen (14) calendar days of the date the Vendor knew or should have known of the facts or events giving rise to the claim, whichever occurs first . Any claim for damages, additional payment for any reason, or extension of time, whether under this Agreement or otherwise, shall be conclusively deemed to have been waived by the Vendor unless a timely written claim is made in strict accordance with the applicable provisions of this Agreement. At a minimum, a Vendor's written claim shall include the information set forth in subsections A, items 1 through 5 below. FAILURE TO PROVIDE A COMPLETE, WRITTEN NOTIFICATION OF CLAIM WITHIN THE TIME ALLOWED SHALL BE AN ABSOLUTE WAIVER OF ANY GOODS & SERVICES AGREEMENT - 3 (Over$10,000.00, including WSST) { CLAIMS ARISING IN ANY WAY FROM THE FACTS OR EVENTS SURROUNDING THAT CLAIM OR CAUSED BY THAT DELAY. A. Notice of Claim. Provide a signed written notice of claim that provides the following information 1. The date of the Vendor's claim; 2. The nature and circumstances that caused the claim; 3. The provisions in this Agreement that support the claim; 4. The estimated dollar cost, if any, of the claimed work and how that estimate was determined, and 5. An analysis of the progress schedule showing the schedule change or disruption if the Vendor is asserting a schedule change or disruption. B. Records. The Vendor shall keep complete records of extra costs and time incurred as a result of the asserted events giving rise to the claim The City shall have access to any of the Vendor's records needed for evaluating the protest. The City will evaluate all claims, provided the procedures in this section are followed. If the City determines that a claim is valid, the City will adjust payment for work or time by an equitable adjustment. No adjustment will be made for an invalid protest. C. Vendor's Duty to Complete Protested Work. In spite of any claim, the Vendor shall proceed promptly to provide the goods, materials and services required by the City under this Agreement. D. Failure to Protest Constitutes Waiver. By not protesting as this section provides, the Vendor also waives any additional entitlement and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). E. Failure to Follow Procedures Constitutes Waiver. By failing to follow the procedures of this section, the Vendor completely waives any claims for protested work and accepts from the City any written or oral order (including directions, instructions, interpretations, and determination). VIII. LIMITATION OF ACTIONS. VENDOR MUST, IN ANY EVENT, FILE ANY LAWSUIT ARISING FROM OR CONNECTED WITH THIS AGREEMENT WITHIN 120 CALENDAR DAYS FROM THE DATE THE CONTRACT WORK IS COMPLETE OR VENDOR'S ABILITY TO FILE THAT SUIT SHALL BE FOREVER BARRED. THIS SECTION FURTHER LIMITS ANY APPLICABLE STATUTORY LIMITATIONS PERIOD. IX. WARRANTY. This Agreement is subject to all warranty provisions established under the Uniform Commercial Code, Title 62A, Revised Code of Washington. Vendor warrants goods are merchantable, are fit for the particular purpose for which they were obtained, and will perform in accordance with their specifications and Vendor's representations to City. The Vendor shall correct all defects in workmanship and materials within one (1) year from the date of the City's acceptance of the Contract work In the event any part of the goods are repaired, only original replacement parts shall be used—rebuilt or used parts will not be acceptable When defects are corrected, the warranty for that portion of the work shall extend for one (1) year from the date such correction is completed and accepted by the City. The Vendor shall begin to GOODS & SERVICES AGREEMENT - 4 (Over$10,000.00, including WSST) a 2 correct any defects within seven (7) calendar days of its receipt of notice from the City of the defect. If the Vendor does not accomplish the corrections within a reasonable time as determined by the City, the City may complete the corrections and the Vendor shall pay all costs incurred by the City in order to accomplish the correction. X. DISCRIMINATION. In the hiring of employees for the performance of work under this Agreement or any sub-contract, the Vendor, its sub-contractors, or any person acting on behalf of the Vendor or sub-contractor shall not, by reason of race, religion, color, sex, age, sexual orientation, national origin, or the presence of any sensory, mental, or physical disability, discriminate against any person who is qualified and available to perform the work to which the employment relates. Vendor shall execute the attached City of Kent Equal Employment Opportunity Policy Declaration, Comply with City Administrative Policy 1.2, and upon completion of the contract work, file the attached Compliance Statement. XI. INDEMNIFICATION. Vendor shall defend, indemnify and hold the City, its officers, officials, employees, agents and volunteers harmless from any and all claims, injuries, damages, losses or suits, including all legal costs and attorney fees, arising out of or in connection with the Vendor's performance of this Agreement, except for that portion of the injuries and damages caused by the City's negligence. The City's inspection or acceptance of any of Vendor's work when completed shall not be grounds to avoid any of these covenants of indemnification. IT IS FURTHER SPECIFICALLY AND EXPRESSLY UNDERSTOOD THAT THE INDEMNIFICATION PROVIDED HEREIN CONSTITUTES THE VENDOR'S WAIVER OF IMMUNITY UNDER INDUSTRIAL INSURANCE, TITLE 51 RCW, SOLELY FOR THE PURPOSES OF THIS INDEMNIFICATION. THE PARTIES FURTHER ACKNOWLEDGE THAT THEY HAVE MUTUALLY NEGOTIATED THIS WAIVER. In the event Vendor refuses tender of defense in any suit or any claim, if that tender was made pursuant to this indemnification clause, and if that refusal is subsequently determined by a court having jurisdiction (or other agreed tribunal) to have been a wrongful refusal on the Vendor's part, then Vendor shall pay all the City's costs for defense, including all reasonable expert witness fees and reasonable attorneys' fees, plus the City's legal costs and fees incurred because there was a wrongful refusal on the Vendor's part. The provisions of this section shall survive the expiration or termination of this Agreement. XII. INSURANCE. The Vendor shall procure and maintain for the duration of the Agreement, insurance of the types and in the amounts described in Exhibit B attached and incorporated by this reference. XIII. WORK PERFORMED AT VENDOR'S RISK. Vendor shall take all necessary precautions and shall be responsible for the safety of its employees, agents, and subcontractors in the performance of the contract work and shall utilize all protection necessary for that purpose. All work shall be done at Vendor's own risk, and Vendor shall be responsible for any loss of or damage to materials, tools, or other articles used or held for use in connection with the work. GOODS & SERVICES AGREEMENT- 5 (Over$10,000.00, including WSST) XIV. MISCELLANEOUS PROVISIONS. A. Recyclable Materials. Pursuant to Chapter 3.80 of the Kent City Code, the City requires its contractors and consultants to use recycled and recyclable products whenever practicable. A price preference may be available for any designated recycled product. B. Non-Waiver of Breach. The failure of the City to insist upon strict performance of any of the covenants and agreements contained in this Agreement, or to exercise any option conferred by this Agreement in one or more instances shall not be construed to be a waiver or relinquishment of those covenants, agreements or options, and the same shall be and remain in full force and effect. C. Resolution of Disputes and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Washington. If the parties are unable to settle any dispute, difference or claim arising from the parties' performance of this Agreement, the exclusive means of resolving that dispute, difference or claim, shall only be by filing suit exclusively under the venue, rules and jurisdiction of the King County Superior Court, King County, Washington, unless the parties agree in writing to an alternative dispute resolution process. In any claim or lawsuit for damages arising from the parties' performance of this Agreement, each party shall pay all its legal costs and attorney's fees incurred in defending or bringing such claim or lawsuit, including all appeals, in addition to any other recovery or award provided by law; provided, however, nothing in this paragraph shall be construed to limit the City's right to indemnification under Section XI of this Agreement. D. Written Notice. All communications regarding this Agreement shall be sent to the parties at the addresses listed on the signature page of the Agreement, unless notified to the contrary. Any written notice hereunder shall become effective three (3) business days after the date of mailing by registered or certified mail, and shall be deemed sufficiently given if sent to the addressee at the address stated in this Agreement or such other address as may be hereafter specified in writing. E. Assignment. Any assignment of this Agreement by either party without the written consent of the non-assigning party shall be void. If the non-assigning party gives its consent to any assignment, the terms of this Agreement shall continue in full force and effect and no further assignment shall be made without additional written consent F. Modification No waiver, alteration, or modification of any of the provisions of this Agreement shall be binding unless in writing and signed by a duly authorized representative of the City and Vendor. G. Entire Agreement. The written provisions and terms of this Agreement, together with any Exhibits attached hereto, shall supersede all prior verbal statements of any officer or other representative of the City, and such statements shall not be effective or be construed as entering into or forming a part of or altering in any manner this Agreement. All of the above documents are hereby made a part of this Agreement. However, should any language in any of the Exhibits to this Agreement conflict with any language contained in this Agreement, the terms of this Agreement shall prevail. H. Compliance with Laws. The Vendor agrees to comply with all federal, state, and municipal laws, rules, and regulations that are now effective or in the future become applicable to Vendor's business, equipment, and personnel engaged in operations covered by this Agreement or accruing out of the performance of those operations. GOODS & SERVICES AGREEMENT - 6 (Over$10,000 00, including WSST) I. City Business License Required. Prior to commencing the tasks described in Section I, Contractor agrees to provide proof of a current city of Kent business license pursuant to Chapter 5.01 of the Kent City Code. 3. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute an original, and all of which will together constitute this one Agreement. IN WITNESS, the parties below execute this Agreement, which shall become effective on the last date entered below. VENDOR: / 4e+Wbk;d" CITY OF KENT: By: By: (signature) (signature) Print Name: $jl!w rant me Suzette Cooke Its_ t'F Its Mayor (title) DATE: �7 / NOTICES TO BE SENT TO: NOTICES TO BE SENT TO: VENDOR: CITY OF KENT: Clifton Weeks Sean Kelsey NetMotion Wireless City of Kent 701North 34t' St. Ste. 250 220 Fourth Avenue South Seattle WA, 98103 Kent, WA 98032 206.349.2034 (telephone) (253) 856.4611 (telephone) 206,691.5501 (facsimile) (253) 856.4700 (facsimile) APP VED AST FORM: Kent Law Department i Era We AW,You mey MW IM eh No uleWh where dw mn"d has Oeai Se ] GOODS & SERVICES AGREEMENT- 7 (Over$10,000.00, ]ncludmg WSST) DECLARATION CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY POLICY The City of Kent is committed to conform to Federal and State laws regarding equal opportunity. As such all contractors, subcontractors and suppliers who perform work with relation to this Agreement shall comply with the regulations of the City's equal employment opportunity policies. The following questions specifically identify the requirements the City deems necessary for any contractor, subcontractor or supplier on this specific Agreement to adhere to. An affirmative response is required on all of the following questions for this Agreement to be valid and binding. If any contractor, subcontractor or supplier willfully misrepresents themselves with regard to the directives outlines, it will be considered a breach of contract and it will be at the City's sole determination regarding suspension or termination for all or part of the Agreement; The questions are as follows: 1. I have read the attached City of Kent administrative policy number 1.2. 2. During the time of this Agreement I will not discriminate in employment on the basis of sex, race, color, national origin, age, or the presence of all sensory, mental or physical disability. 3. During the time of this Agreement the prime contractor will provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer 4. During the time of the Agreement I, the prime contractor, will actively consider hiring and promotion of women and minorities. 5. Before acceptance of this Agreement, an adherence statement will be signed by me, the Prime Contractor, that the Prime Contractor complied with the requirements as set forth above. By signing below, I agree to fulfill the five requirements referenced above. By: For: Title: Date: EEO COMPLIANCE DOCUMENTS - 1 of 3 CITY OF KENT ADMINISTRATIVE POLICY NUMBER: 1.2 EFFECTIVE DATE: January 1, 1998 SUBJECT: MINORITY AND WOMEN SUPERSEDES: April 1, 1996 CONTRACTORS APPROVED BY Jim White, Mayor POLICY: Equal employment opportunity requirements for the City of Kent will conform to federal and state laws. All contractors, subcontractors, consultants and suppliers of the City must guarantee equal employment opportunity within their organization and, if holding Agreements with the City amounting to $10,000 or more within any given year, must take the following affirmative steps: 1. Provide a written statement to all new employees and subcontractors indicating commitment as an equal opportunity employer. 2. Actively consider for promotion and advancement available minorities and women. Any contractor, subcontractor, consultant or supplier who willfully disregards the City's nondiscrimination and equal opportunity requirements shall be considered in breach of contract and subject to suspension or termination for all or part of the Agreement Contract Compliance Officers will be appointed by the Directors of Planning, Parks, and Public Works Departments to assume the following duties for their respective departments. 1. Ensuring that contractors, subcontractors, consultants, and suppliers subject to these regulations are familiar with the regulations and the City's equal employment opportunity policy. 2. Monitoring to assure adherence to federal, state and local laws, policies and guidelines. EEO COMPLIANCE DOCUMENTS - 2 of 3 CITY OF KENT EQUAL EMPLOYMENT OPPORTUNITY COMPLIANCE STATEMENT This form shall be filled out AFTER COMPLETION of this protect by the Contractor awarded the Agreement. I, the undersigned, a duly represented agent of Company, hereby acknowledge and declare that the before-mentioned company was the prime contractor for the Agreement known as that was entered into on the (date), between the firm I represent and the City of Kent. I declare that I complied fully with all of the requirements and obligations as outlined in the City of Kent Administrative Policy 1.2 and the Declaration City of Kent Equal Employment Opportunity Policy that was part of the before-mentioned Agreement. By: For: Title: Date: EEO COMPLIANCE DOCUMENTS - 3 of 3 EXHIBIT A Price Quote T Wye KSKOION City of Kent May 28, 2014 AETMOTIoN® Quote14x4sPM uote#: 0•46256-1 W I R E L E S S Territory Northwest Account10; 001000000026M6F Ship To: Galen Hirschl City of Kent 220 4th Ave S Kent,WA 98032 (253)856-4614 � ghirschl@ci kent wa.us Dear Galen, tv140 11 2R7 Enclosed is the pricing information for the renewal of your software maintenance contract The price quotation below outlines the beginning and end dates of your next maintenance contract and details the software and licenses that are included under the contract renewal This quote is valid until 6/30/2014 1-Year Premium Maintenance. King County Special Pricing. Maintenance covers:Mobility with 310 devices,Analytics Module,Policy Module Maintenance effective from 71112014 to 0/30/2015 Product Desorlption $Ku Quantity Extended Frfe4 Mobility X6 Premium Maintenance(1 year) 090NMPRMMNT1 1 $9,610 00 2-Year Premium Maintenance. King County Special Pricing. ' Maintenance covers,Mobility with 310 devices,Analytics,Module,Policy Module Maintenance effective from 7/112014 to$13012016 Product Description SKU Quantity Extended Prloe Mobilay XE Premium Maintenance(2 years) 090NMPRMMNT2 1 $16,740 00 3-Year Premium Maintenance. King County Special Pricing. Maintenance covers:Mobility with 310 devices,Analytics Module,Policy Module Maintenance effective from 711/2014 to 6130/2017 Product Description $fNl QWnttty E1tt1n�lWPtta► Mobility XE Premium Maintenance(3 years) 090NMPRMMNT3 1 $24940 q0 Remaining current on NetMotion Wireless software maintenance provides you and your organization a number of benefits • 24x7 technical support • Major version upgrades • Tech notes and web based support • Cumulative quantity discounts on additional device licenses + Patch and point releases at no additional charge * Guaranteed response times By renewing your maintenance agreement,you retain email(supportCrietmotionwireless,com)and phone(North American Toll Free (888) 723-2662 access to the NetMotion Wireless technical support team Our technical support team is staffed by highly qualified networking experts who are full time employees of the company(not outsourced),and are located in two US based support centers-Seattle,Washington and Bethlehem, PA NetMotion Wireless, Inc 1 701 N 34th Street, Suite 250 1 Seattle,WA 98103 1 Tel (206)691-5500 Page 1 of 2 Our goal is to continue to support you, your IT staff and the users of NetMotion Wireless software and ensure your organization is optimizing its deployment Please let us know your plans to renew your software maintenance by contacting your NetMotion Wireless Sales Representative Thank you for your business, Chris lee Inside Sales Executive chns lee@netmotionwireless.com Phone (206)e91-5597 Fax, Above prices in US dollars State and Focal sales tax*#apply in cortoln states Exempt cusfomors must provide an ofllolal sales Mx exemption certificate in compliance with state and local laws to avoid sales tax charges Please note that pricing on this quote is subject to change if you purchase additional licenses,add new software features,or if we change our software prices,Maintenance renewals are based on current software list prices at the time of renewal and must Include the total quantity of licenses,servers,and features that you own at the time of renewal, This pricing quote a confidential and may not be redistributed i i i NetMotion Wireless, Inc. 1 701 N 34th Street, Suite 250 Seattle,WA 98103 Tel (206)691-5500 Page 2 of 2 EXHIBIT B Insurance Requirements * T City of Kent May 28, 2014 ,I EXHIBIT B INSURANCE REQUIREMENTS FOR SERVICE CONTRACTS Insurance The Contractor shall procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, their agents, representatives, employees or subcontractors. A. Minimum Scope of Insurance Contractor shall obtain insurance of the types described below: 1. Automobile Liability insurance covering all owned, non-owned, hired and leased vehicles. Coverage shall be written on Insurance Services Office (ISO) form CA 00 01 or a substitute form providing equivalent liability coverage If necessary, the policy shall be endorsed to provide contractual liability coverage. 2. Commercial General Liability insurance shall be written on ISO occurrence form CG 00 01 and shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury, and liability assumed under an insured contract The Commercial General Liability insurance shall be endorsed to provide the Aggregate Per Project Endorsement ISO form CG 25 03 11 85. The City shall be named as an insured under the Contractor's Commercial General Liability insurance policy with respect to the work performed for the City using ISO additional insured endorsement CG 20 10 11 85 or a substitute endorsement providing equivalent coverage. 3. Workers' Compensation coverage as required by the Industrial Insurance laws of the State of Washington. B. Minimum Amounts of Insurance Contractor shall maintain the following insurance limits: I. Automobile Liability insurance with a minimum combined single limit for bodily injury and property damage of $1,000,000 per accident 2. Commercial General Uabdi� insurance shall be written with limits no less than $1,600,000 each occurrence, $2,000,000 general aggregate and a $2,000,000 products-completed operations aggregate limit. NETMWIR-01 EWOLFF CERTIFICATE OF LIABILITY INSURANCE 1) A6/11/201l4) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER IMPORTANT If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s) PRODUCER CONTACT Whitney Evans FAX Kreuter&Company,LLC PNAME IC IN E:t 1 (415)944 0. -3051 A C No 1 (415)384-6669 150 Spear Street,Suite 800 (AMAIL San Francisco,CA 94105 ADDRESS INSURER(S)AFFORDING COVERAGE NAIC a INSURER A National Fire Insurance Company of Hartford 20478 INSURED INSURER B American Casualty Company of Reading Pennsylvania 20427 NetMotion Wireless,Inc INSURER Transportation Insurance Company 20494 701 N 34th St,Suite 250 INSURER D Seattle,WA 98103 INSURER E INSURER F COVERAGES CERTIFICATE NUMBER REVISION NUMBER' THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WTH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS INSR TYPE OF INSURANCE INSD POLICY BEE POLICY EXP LTR D POLICY NUMBER MM/DD/YYYY) (MMIDDfYYYYI LIMITS A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,00 CLAIMS-MADE ❑X OCCUR X C4024968021 07/06/2013 07/06/2014 PREMISES Ea occurrence $ 1,000,00 MED EXP(Any one person) $ 5,00 PERSONAL&ADV INJURY $ 1,000,00 GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 2,000,00 X POLICY E JECT LOC PRODUCTS-COMP/OP AGG $ 2,000,00 OTHER $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,00( Ea accident B ANYAUTO C4024968004 07/06/2013 07/06/2014 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS X HIRED AUTOS FX NON OWNED PROPERTY DAMAGE $ AUTOS Per accident X I UMBRELLAUAB X OCCUR EACH OCCURRENCE $ 1,000,00 C EXCESSuas CLAIMS-MADE C4024968035 D7106/2013 07/06/2014 AGGREGATE $ 1,000,00 DED X RETENTION$ 10,000 $ WORKERS COMPENSATION PER OTH- AND EMPLOYERS'LIABILITY STATUTE ER B ANY PROPRIETORIPARTNER/EXECUTIVE YIN X WC424968018 07/06/2013 07/06/2014 EL EACH ACCIDENT $ 1,000,00 OFFICERIMEMBER EXCLUDED? El N I A (Mandatory in NH) E L DISEASE-EA EMPLOYEP$ 1,000,00 f yes describe Under DESCRIPTION OF OPERATIONS below EL DISEASE-POLICY LIMIT I$ 1,000,00 DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES (ACORD 1D1,Additional Remarks Schedule,maybe attached if more space is required) The City of Kent is listed as Additional Insured in regards to the General Liability policy as required by written contract CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Kent City Fourth Avenue South ACCORDANCE WITH THE POLICY PROVISIONS Kent,WA 98032 AUTHORIZED REPRESENTATIVE ©1988-2014 ACORD CORPORATION. All rights reserved ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD CNA G 1(Ed912/06) THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TECHNOLOGY GENERAL LIABILITY EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following, COMMERCIAL GENERAL LIABILITY COVERAGE PART Coverage afforded under this extension of coverage endorsement does not apply to any person or organization covered as an additional insured on any other endorsement now or hereafter attached to this Coverage Part 1. ADDITIONAL INSURED—BLANKET VENDORS In. "Bodily injury" or "property damage" WHO IS AN INSURED (Section II) is amended to ansing out of the sole negligence of the vendor for its own acts or omissions or include as an additional insured any person or organization (referred to below as vendor) with whom those of its employees or anyone else you agreed, because of a written contract or acting on its behalf However, this agreement to provide insurance, but only with respect exclusion does not apply to, to "bodily injury" or "property damage" arising out of (1) The exceptions contained in "your products" which are distributed or sold in the Subparagraphs d_or f.;or regular course of the vendor's business, subject to the (2) Such inspections, adjustments, tests following additional exclusions or servicing as the vendor has agreed 1. The Insurance afforded the vendor does not to make or normally undertakes to apply to make in the usual course of a. 'Bodily injury or properly damage' for business, in connection with the which the vendor is obligated to pay distribution or sale of the products damages by reason of the assumption of 2. This insurance does not apply to any insured liability in a contract or agreement, This person or organization, from whom you have exclusion does not apply to liability for acquired such products, or any ingredient, damages that the vendor would have in part or container,entering into,accompanying the absence of the contract or agreement, or containing such products b. Any express warranty unauthorized by 3. This provision 1.does not apply to any vendor you; included as an insured by an endorsement c. Any physical or chemical change in the issued by us and made a part of this product made intentionally by the vendor, Coverage Part d. Repackaging, except when unpacked 4. This provision 1. does not apply if "bodily injury" or "property damage" included within solely for the purpose of inspection, the"products-completed operations hazard"is demonstration, testing, or the substitution excluded either by the provisions of the of parts under instructions from the Coverage Part or by endorsement manufacturer,and then repackaged in the original container, 2. MISCELLANEOUS ADDITIONAL INSUREDS B. Any failure to make such inspections, WHO IS AN INSURED (Section II) is amended to adjustments, tests or servicing as the include as an insured any person or organization vendor has agreed to make or normally (called additional insured) described in paragraphs mm undertakes to make in the usual course of 2.a.through 2.h. below whom you are required to add business, in connection with the as an additional insured on this policy under a written distribution or sale of the products; contract or agreement but the written contract or f. Demonstration, installation, servicing or agreement must be repair operations, except such operations 1. Currently in effect or becoming effective performed at the vendor's premises in during the term of this policy,and connection with the sale of the product, 2. Executed prior to the"bodily injury,""property g, Products which, after distribution or sale damage" or "personal injury and advertising by you, have been labeled or relabeled or injury," but only the following persons or used as a container, part or ingredient of organizations are additional insureds under any other thing or substance by or for the this endorsement and coverage provided to vendor,or G-144294-C99 Page 1 of 6 (Ed, 12106) G-144294-C99 (Ed 12/06) such additional insureds is limited as provided (a) The existence, maintenance, herein: repair, construction, erection, or a Additional Insured—"Your Work' removal of advertising s,gns, awnings, canopies, cellar That person or organization for whom you entrances,coal holes, driveways, do work is an additional insured solely for manholes marquees, hoistaway liability due to your negligence specifically openings, sidewalk vaults, street resulting from "your work" for the banners, or decorations and additional insured which is the subject of similar exposures,or the written contract or written agreement (b) The construction, erection, or No coverage applies to liability resulting removal of elevators;or from the sole negligence of the additional insured (2) This insurance applies only with The insurance provided to the additionalrespect to operations performed by insured is limited as follows you or on your behalf for which the state or political subdivision has (1) The Limits of Insurance applicable to issued a permit. the additional insured are those This insurance does not apply to"bodily specified in the written contract or injury," "property damage" or "personal written agreement or in the and advertising injury" arising out of Declarations of this policy, whichever operations performed for the state or is less These Limits of Insurance are municipality inclusive of, and not in addition to, the Limits of Insurance shown in the e. Controlling Interest Declarations. Any persons or organizations with a (2) The coverage provided to the controlling interest in you but only with additional insured by this paragraph respect to their liability arising out of, 2.a„ does not apply to "bodily injury" or "property damage" arising out of (1) Their financial control of you,or the "products-completed operations (2) Premises they own, maintain or hazard"unless control while you lease or occupy (a) it is required by the written these premises contract or written agreement, This insurance does not apply to and structural alterations, new construction (b) "Bodily injury" or "property and demolition operations performed by damage" included within the or for such additional insured "products-completed operations d. Managers or Lessors of Premises hazard"is not excluded either by the provisions of the Coverage A manager or lessor of premises but only Part or by endorsement with respect to liability arising out of the ownership, maintenance or use of that (3) The insurance provided to the specific part of the premises leased to additional insured does not apply to you and subject to the following additional "bodily injury," "property damage," or exclusions "personal and advertising injury" arising out of the renoering or failure This insurance does not apply to to render any professional services (i) Any "occurrence" which takes place b. State or Political Subdivisions after you cease to be a tenant in that premises,or A state or political subdivision subject to the following provisions (2) Structural alterations, new construction or demolition operations (1) This insurance applies only with performed by or on behalf of such respect to the following hazards for additional insured which the state or political subdivision has issued a permit in connection e. Mortgagee,Assignee or Receiver with premises you own, rent, or A mortgagee, assignee or receiver but control and to which this insurance only with respect to their liability as applies G-144294-Cg9 Page 2 of 6 (Ed 12/06) G-144294-C99 (Ed 12106) mortgagee, assignee, or receiver and Any insurance provided to an additional insured arising out of the ownership, designated under paragraphs b. through h. above maintenance, or use of a premises by does not apply to "bodily injury" or "property you, damage" included within the "products-completed This insurance does not apply to operations hazard." structural alterations, new construction or As respects the coverage provided under this demolition operations performed by or for endorsement, Paragraph 4.b, SECTION IV — such additional insured COMMERCIAL GENERAL LIABILITY 1. Owners/Other Interests — Land is CONDITIONS is deleted and replaced with the following Leased An owner or other interest from whom 4. Other Insurance land has been leased by you but only with b. Excess Insurance respect to liability arising out of the This insurance+sexcessover. ownership, maintenance or use of that specific part of the land leased to you and Any other insurance naming the subject to the following additional additional insured as an insured whether exclusions primary, excess, contingent or on any This insurance does not apply to: other basis unless a written contract or agreement specifically requires that this (1) Any "occurrence" which lakes place insurance be either primary or primary after you cease to lease that land,or and noncontributing Where required by (2) Structural alterations, new written contract or agreement, we will construction or demolition operations consider any other insurance maintained performed by or behalf operations such by the additional insured for injury or perf pert anal insured damage covered by this endorsement to additibe excess and noncontributing with this g. Co-owner of Insured Premises insurance. A co-owner of a premises co-owned by 3. NEWLY FORMED OR ACQUIRED you and covered under this insurance but ORGANIZATIONS only with respect to the ce-owners liability Paragraph 3.a.of Section II—Who Is An Insured is as co-owner of such premises deleted and replaced by the following h. Lessor of Equipment Coverage under this provision is afforded only until the Any person or organization from whom end of the policy period or the next anniversary of this you lease equipment Such person or policy's effective date after you acquire or form the organization are insureds only with organization,whichever is earlier s respect to their liability arising out of the 4. JOINT VENTURES I PARTNERSHIP / LIMITED x maintenance, operation or use by you of LIABILITY COMPANY COVERAGE equipment leased to you by such person or organization A person's or A. The following is added to Section II—Who Is An organization's status as an insured under Insured: this endorsement ends when their written 4. You are an Insured when you had an interest contract agreement with you for such in a joint venture, partnership or limited leased equipment ends liability company which terminated or ended ® With respect to the insurance afforded prior to or during this policy period but only to these additional insureds, the following the extent of your interest in such joint o additional exclusions apply venture, partnership or limited liability This insurance does not apply, company This coverage does not apply (1) To any "occurrence" which takes a. Prior to the termination date of any taint place after the equipment lease company'orrtnership or limited liability expires,or (2) To"bodily Injury,""property damage," b. If there is other valid and collectible _ or "personal and advertising injury Insurance purchased specifically to insure arising out of the sole negligence of the partnership, joint venture or limited such additional insured liability company G-144294-C99 Page 3 of 6 (Ed 12106) REQUEST FOR MAYOR'S SIGNATURE , NT Please Fill in All Applicable Boxes '�•+� w•snx4v Routing Information (ALL REQUESTS MUST FIRST BE ROUTED THROUGH THE LAW DEPARTMENT) Originator: Sean Kelsey Phone (Originator): 253.586.4611 Date Sent: 6/10/2014 Date Required: 7/1/2014 Return Signed Document to- Sean Kelsey CONTRACT TERMINATION DATE: 6/30/2015 VENDOR NAME: Net Motion Wireless DATE OF COUNCIL APPROVAL: 2013 - 2014 Biennial Budget Brief Explanation of Document: This support and maintenance is for the Net Motion. Net Motion is a business critical component used for accessing the city network remotely and securely. It is the primary virtual private network connection for Police and Fire MDC's. This has been pre-approved by Council in the 2013 - 2014 budget. All Contracts Must Be Routed Through The Law Department (This area to be completed by the Law Department) Received: RECE' Y EC �I' _ Approval of Law Dept.: JUN 1 2014 n Law Dept. Comments: r. UAW DEPT. UAA �y Date Forwarded to Mayor: W - I 1 Shaded Areas To Be Completed By Administration Staff Received: OVAL E(;I� M % Recommendations and Comments: IVEK I ����/ram �i�j��-�`'�� --�-� RECEIVE Disposition.. / / � � L,�7�� CU GAY at bent JUN 11 2 14 Date Returned: iaffiGe of the Mayor CITY OF CITY CLE