Loading...
HomeMy WebLinkAbout1514 Resolution, 1982 A Snider, Mayor PASSED this c;2_// day o AT 000,10, , City Clerk Altt% Greg R llo, ity Attorney RESOLUTION NO 1514 A RESOLUTION to enter into an Agreement with Benton/Franklin Transit Authority for computer timesharing and authorizing the Mayor to sign said agreement THE CITY COUNCIL OF THE CITY OF PASCO DOES RESOLVE AS FOLLOWS That the City of Pasco does hereby enter into an agreement with the Benton/ Franklin Transit Authority (BETA) for computer timesharing using the City's computer, and the mayor is hereby authorized to sign the agreement Ai4erW Ben Franklin Transit 3330 West Court Street • Suite P ) Pasco WA 99301 • (509) 545 5048 June 17, 1982 City of Pasco 412 West Clark Street P 0 Box 293 Pasco, Washington 99301 Subject Contract 0132, Data Processing provided by the City of Pasco Enclosed are two (2) original, signed copies of the revised subject contract If this contract meets with your approval, please sign and return one copy to me The other copy is for your files. Very truly yours, J . Vetrano Director, Finance and Administration jer FILE CONTRACT 0132 DF/LB/DM D Olexer Serving West Richland Richland Kennewick and Pasco LOlifPAuf JO 01JL ARTICLE PAGE NO. I SCOPE OF SERVICES OF THE CITY 1 II RESPONSIBILITY OF THE AUTHORITY 2 III TERMS 2 IV COMPENSATION TO THE CITY 2 V TERMS OF PAYMENT 3 VI RECORDS AND AUDITS 4 VII COORDINATION OF THE SERVICES 4 VIII. SPECIAL CONDITIONS 4 IX. PAROLE AGREEMENT 4 X NOTICES 5 XI. TERMINATION 5 XII. LIABILITY 5 XIII INDEMNIFICATION 5 XIV ASSIGNMENT 6 ( U 1 HO 011, This AGREEMEN1 is made and entered into in two original and identical counterparts as of the day of , 1982, by and between the Benton-rTanklin Public Transportation Benefit Area Authority (the "AUTHORITY"), a municipal corporation organized and existing under the laws of the State of Washington, with offices at 3330 West Court Street, Suite P, Pasco, Washington 99301, and the City of Pasco, 412 West Clark Street, Pasco, Washington 99301 (the "CITY") NOW, THEREFORE, the parties agree as follows ARTICLE I SCOPE OF SERVICE OF THE CITY The CITY agrees to provide computer timesharing services and operational support services to the AUTHORITY as set forth below in consideration of the charges defrned herein 1 The CITY timesharing service shall be available for use by the AUTHOR- ITY or its authorized data processing contractors 24 hours per day except between 7 00 a m and 8 00 a m each weekday morning The computer may also be unavailable from time to time for Hewlett-Packard to perform preventive maintenance In so far as practicable, advance notice will be given by the CITY to the AUTHORITY regarding unavail- ablity of the computer system for preventive maintenance 2 All Hewlett-Packard provided operating software, utilities and report generation software available to the CITY shall be available as needed by the AUTHORITY 3 Reasonable operations support will be provided by the CITY to the AUTHORITY operations personnel to assist with technical operations problems 4 Additional and replacement services may be requested by the AUTHORITY in writing under this AGREEMENT Such additional and replacement services will be provided, as available, on the CITY'S acceptance, pursuant to a written supplement to this AGREEMENT and at the charges agreed herein 5 The CITY shall, at a minimum, backup the AUTHORITY'S changed data files and programs each working day At a minimum a complete backup of the AUTHORITY'S data files and programs shall be performed once a week for storage at another location than the CITY'S data processing department Backup files shall be rotated such that the immediate past backup disk or tape is not destroyed during normal backup proce- dures 6 The CITY shall provide reasonable terminal response time to the AUTHOR- ITY at least comparable to the CITY users subject to the constraints of application software not the responsiblity of the CITY ARTICLE II RESPONSIBILITIES OF THE AUTHORITY The AUTHORITY agrees that it has the following responsibilities under this AGREEMENT 1 The AUTHORITY shall be solely responsible for the accuracy and ade- quacy of the data the AUTHORITY transmits for processing or storage and the output obtained by the AUTHORITY Reasonable precautions shall be taken by the CITY to prevent loss, alteration or improper access of the AUTHORITY'S programs and data The AUTHORITY shall be responsible for maintaining a procedure external to the CITY'S system for detection and reconstruction of lost data and programs, to the extent the AUTHORITY deems necessary, and for purposes of re-entry in the event of system malfunction. 2 The AUTHORITY shall be responsible for obtaining, maintaining, and operating, at its own expense, compatible terminal equipment and communications devices and services required to access the time sharing services of the CITY 3 The AUTHORITY shall be responsible for obtaining at its own expense any programming, installation and training services as may be required to implement application programs, wnether acquired from the CITY or other outside sources, on CITY'S time sharing service ARTICLE III TERM This AGREEMENT shall become effective on the date first written above and shall expire on midnight, May 31, 1985, unless earlier amended or terminated. ARTICLE IV COMPENSATION TO THE CITY The AUTHORITY agrees to pay the CITY in the manner and at the times herein specified, as full and complete compensation for all services rendered under this AGREEMENT, as hereinafter provided. A Charges for CPU's Computer timesharing changes shall be $1,200 00 per Central Processing Unit (CPU) usage by the AUTHORITY. CPU hours are to be measured by the Hewlett-Packard program "Report." The monthly CPU usage shall be summarized by application and attached to the monthly invoice Labor Charges for programming, job control language preparation, soft- ware installation and training or other application software support services shall be charged separately to the AUTHORITY by the CITY at $25 00 per hour expended for the AUTHORITY's benefit. Such services will be mutually agreed upon in advance -2- Z.`,4M1S -A.1 ." v or^fer 4, C Sales Tax The CITY agrees to pay any sales taxes, payable for the services performed for the AUTHORITY under this AGREEMENT and the AUTHOR- ITY agrees to reimburse the CITY for said taxes when supported by an appropriate invoice 0 Computer Materials and Supplies The cost of computer tapes, cards, print paper and like material supplied by the CITY and delivered to the AUTHORITY are charge- able to the AUTHORITY at actual cost to the CITY E Other Costs Costs not covered in the above sections may be considered unal- lowable for reimbursement by the AUTHORITY In case of doubt concerning allowability, the CITY may receive advance approval prior to incurrence However, in no event shall costs of the following classifications be reimbursable under this AGREEMENT indirect (allocated) costs, entertainment, gifts, travel, equip- ment purchases, or any costs not of direct benefit to the AUTHOR- ITY for the performance of the services F. Total Cost In no event shall total services requested under this AGREEMENT exceed $20,000 00 G. Adjustments to Rates of Compensation The CITY shall provide the services specified in this AGREEMENT at the prices specified herein Said prices shall be subject to annual renegotiation by the parties, to be completed on or before October 1 of each year beginning with the year 1983. However, any price adjustment so negotiated shall be made only in regard to, and to allow for, actual increases in cost to the CITY under this contract ARTICLE V TERMS OF PAYMENT The AUTHORITY shall pay the CITY on or before the 25th of the month follow- ing the month of receipt by the AUTHORITY of an invoice with documentation supporting all charges for CPU, labor and other costs. The CITY may assess a delinquency charge of one percent (1%) per month on payments more than ten (10) days in arrears 3 ARTICLE VI RECORDS AND AUDITS The CITY shall maintain books, accounts, records, documents and other evidence pertaining to the costs and expenses allowable under this AGREE- MENT in accordance with generally accepted accounting practices All such books of account and records required to be maintained by this AGREE- MENT shall be subject to inspection and audit by representatives of the AUTI'ORITY and of the Washington State Auditor at all reasonable times, and the CITY shall afford the proper facilities for such inspection and audit Such books of account and records may be copied by the AUTHORITY where necessary to conduct or document an audit The CITY shall preserve and make available all such books of account for a period of three (3) years after final payment under this AGREEMENT ARTICLE VII COORDINATION OF THE WORK The AUTHORITY designates David L Olexer as its representative authorized to act on its behalf in the direction of the work under this AGREEMENT This authority does not extend to issuing directives outside the scope of or contradictory to the provisions of this AGREEMENT The CITY shall designate a representative to act on its behalf. Said representative shall have full authority to direct all affairs in respect to the work performed under this AGREEMENT From time to time, the representative of the AUTHORITY may request in writing and the CITY shall provide information and data previously processed or stored by the CITY for the AUTHORITY on a machine readable medium with appropriate data file format descriptions ARTICLE VIII SPECIAL CONDITIONS As a condition of obtaining the services herein from the CITY, the AUTHOR- ITY agrees to maintain, at its own expense, membership in the MUNICIPAL USERS GROUP for the duration of this AGREEMENT. ARTICLE IX PAROLE AGREEMENT All prior or contemporaneous communications, representations or agreements, whether oral or written, with respect to the subject matter herof which are inconsistent with the AGREEMENT are hereby superceded No amendment hereafter made between the parties shall be binding on either party unless reduced to writing and signed by an authorized representative of the party sought to be bound thereby No provision of this AGREEMENT is intended or shall be construed to be for the benefit of any third party ARTICLE X NOTICES Any notice or demand under or required by this AGREEMENT shall be given in writing and shall be deemed properly given if actually received in due and timely course by the party for whom this notice was intended, or if sent by registered or certified mail, postage prepaid, to the intended party in care of the appropriate address below A Ben Franklin Transit 3330 West Court Street, Suite P Pasco, Washington 99301 Attention Director, Finance and Administration B City of Pasco ATTENTION City Manager P 0 Box 293 Pasco, Washington 99301 ARTICLE XI TERMINATION The AUTHORITY may terminate, in whole and in part, this AGREEMENT or the services furnished under any schedule of this AGREEMENT by furnishing 90 days prior written notice to the CITY The CITY may terminate, in whole or in part, this AGREEMENT of the services furnished under any schedule of this AGREEMENT by furnishing one (1) year's prior written notice to the AUTHORITY ARTICLE XII- LIABILITY In the event that the CITY's machines or systems malfunction and such malfunction results from the C1TY's negligence and such negligence is the direct cause of inaccurate or inadequate results obtained by the AUTHORITY or the loss, alteration, or improper access of customer's program or data, or any other event or circumstance, the CITY shall be responsible only to the extent of its insurance coverage for this contract and the City's exposure shall be limited to the insurance recovery, if any. If insurance coverage in addition to present coverage is required for this exposure, the CITY and the AUTHORITY shall agree on the type, premium and distribution of premium costs before such insurance will be purchased The CITY shall not be liable for failure to provide, or delays in provid- ing, services herein, if due to any cause beyond the CITY's control, such as, but not limited to, power outages, breakdown, or natural disaster. ARTICLE XIII INDEMNIFICATION The CITY indemnifies and hold harmless the AUTHORITY against any action brought by any third party against the AUTHORITY relative to copyright or patent infringement for the AUTHORITY's use of any software package provided by the CITY The CITY shall defend the AUTHORITY in any such suit and shall assist the AUTHORITY in obtaining reasonable replacement software -5- ARTICLE XIV ASSIGNMENT The AUTHORITY and the CITY, each for himself, binds himself, his principals successors, assigns and legal representatives of such party in respect of all covenants of this AGREEMENT This AGREEMENT and all covenants of this AGREEMENT This AGREEMENT and all obligations arising thereunder shall not be sold, assigned or transferred by either party without the previous consent in writing of the other party to this AGREEMENT IN WTTNESS WHEREOF, the parties hereto have caused this AGREEMENT to be executed by their duly authorized officers as of the day and year above mentioned Benton-Franklin Public Transpor- tation Benefit Area Authority BY z TI T LE DATE City of Pasco I:2) /'-- BY , • — WITNESS ;//„ TITLE ,/ 6/ ( —7 -- DATE -6-