22-0906_INFINITY TECHNOLOGIES_Agenda Report_E15City of San Juan Capistrano
Agenda Report
TO: Honorable Mayor and Members of the City Council
FROM: Benjamin Siegel, City Manager
SUBMITTED BY: Matisse Reischl, Assistant to the City Manager
PREPARED BY: Kristen Hauptli, Senior Management Analyst
DATE: September 6, 2022
SUBJECT: Professional Services Agreement with Infinity Technologies for
Information Technology Services
RECOMMENDATION:
1.Approve and authorize the City Manager to execute a five-year Professional
Services Agreement (PSA) with Infinity Technologies for Information Technology
Services including on-site support for City facilities and special projects associated
with the Jamboree Supportive Housing and New City Hall project.
2.Waive the competitive bidding process for retention of Infinity Technologies for
information technology supportive services and specialized project management
services pursuant to Municipal Code Section 3-4.310(e).
DISCUSSION/ANALYSIS:
The City currently contracts with Infinity Technologies (Infinity) for information technology
(IT) services and support at a fixed annual cost of $241,000 with agreement term ending
September 30, 2022. Historically, Infinity has demonstrated an exceptional level of
customer service for on-site City staff and maintained the City’s IT infrastructure to a high
level of functionality and security.
Infinity has also successfully completed several special projects including implementation
of a new City website, procurement of enhanced Finance and Human Resources
software, enhanced IT security training for City staff, and has been working with staff for
several months to oversee the various special projects and data/infrastructure migration
9/6/2022
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City Council Agenda Report
September 6, 2022
Page 2 of 3
necessary for construction of the recently approved Jamboree Supportive Housing and
New City Hall project.
Staff is recommending the City Council approve and authorize the City Manager to
execute a new agreement (Attachment 1) with Infinity to continue on-site IT support
services and management of the City’s information technology environment for a five-
year term at a fixed annual cost of $285,480. Additionally, the proposed agreement
includes $100,000 to be billed on a time and materials basis for special IT projects
associated with the Jamboree Supportive Housing and New City Hall project.
A key component of the City Hall project involves the temporary and permanent relocation
of the City Hall server room, which houses critical IT infrastructure. Under the proposed
agreement, Infinity would manage special IT-related projects necessary to install
equipment and maintain network connectivity at the temporary City Hall and Council
Chamber locations. Additionally, Infinity would provide advisory services to ensure the
new City Hall offices and permanent City Council Chamber include modern and secure
IT infrastructure suitable for public facilities.
Pursuant to Municipal Code Section 3-4.310(e), staff is recommending that the City
Council waive the competitive bidding process for this procurement. As discussed above,
Infinity has been working with staff and consultants for several months and is already very
familiar with the information technology needs of the City, especially associated with the
various new and temporary City Hall projects. The Infinity team has provided similar
services to other government clients, and has specialized knowledge and skills that will
assist the City in overseeing the installation of high-quality, cost effective information
technology equipment and services within the new and temporary public facilities.
FISCAL IMPACT:
There are sufficient funds in the Fiscal Year 2022-23 operating budget and new City Hall
project budget to cover the cost of the proposed information technology services.
ENVIRONMENTAL IMPACT:
The recommended action is exempt from CEQA per Section 15061 (b)(3), the general
rule that CEQA applies only to projects which have the potential for causing a significant
effect on the environment. Where it can be seen with certainty that there is no possibility
that the activity in question may have a significant effect on the environment, the activity
is not subject to CEQA. The recommended action is not an activity with potential to cause
significant effect on the environment and therefore exempt from CEQA.
PRIOR CITY COUNCIL REVIEW:
• On July 19, 2022, the City Council approved an Affordable Housing Disposition
and Development Agreement with Jamboree Housing Corporation for the City Hall-
Paseo Adelanto Mixed Use Permanent Supportive Housing Project on the current
City Council Agenda Report
September 6, 2022
Page 3 of 3
City Hall site, a lease agreement for temporary City Hall office space during
construction, and a Professional Services Agreement with Gensler for design of a
new permanent City Council Chamber to be located at the Community Center.
• On June 1, 2021, the City Council approved a Consent to Assignment Agreement
which assigned an existing Professional Services Agreement with Interest
Consulting Group for information technology services and support to Infinity
Technologies for a term ending September 30, 2022.
COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS:
Not applicable.
NOTIFICATION:
Infinity Technologies
ATTACHMENTS:
Attachment 1 – Proposed Professional Services Agreement
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CITY OF SAN JUAN CAPISTRANO
PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of September 6, 2022, by and
between the City of San Juan Capistrano, a public agency organized and operating under
the laws of the State of California with its principal place of business at 32400 Paseo
Adelanto, San Juan Capistrano, CA 92675 (“City”), and Infinity Technologies, a
Corporation with its principal place of business at 9831 West Taron Drive, Elk Grove, CA
9757 (hereinafter referred to as “Consultant”). City and Consultant are sometimes
individually referred to as “Party” and collectively as “Parties” in this Agreement.
RECITALS
A.City is a public agency of the State of California and is in need of professional
services for the following project:
Monthly information technology support services and specifically information
technology support services associated with the City Hall and Council Chamber
relocation projects. (hereinafter referred to as “the Project”).
B.Consultant is duly licensed and has the necessary qualifications to provide
such services.
C.The Parties desire by this Agreement to establish the terms for City to retain
Consultant to provide the services described herein.
AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1.Services.
Consultant shall provide the City with the services described in the Scope of
Services attached hereto as Exhibit “A.”
2.Compensation.
a.Subject to paragraph 2(b) below, the City shall pay for such services
in accordance with the Schedule of Charges set forth in Exhibit “B.”
b.In no event shall the total amount paid for monthly information
technology support services, as described in Exhibit “A” under this Agreement, exceed
the sum of $285,480 annually. This amount is to cover all printing and related costs, and
the City will not pay any additional fees for printing expenses.
Additionally, the total amount paid for services rendered by Consultant for
assignments associated with the New City Hall project shall not exceed the sum of
ATTACHMENT 1
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$100,000. This amount will be billed on a time and materials basis according to the fee
schedule listed in Exhibit “B”. Assignments associated with the temporary relocation of
City Hall and City Council Chambers include:
• IT support services necessary for temporary relocation of City Hall offices
• Management of server room relocation to Public Works Operations
• Temporary relocation of City Council Chamber to Nydegger Building
• Advisory services related to IT functionality of new City Hall Building and
permanent Council Chamber located at Community Center
Periodic payments shall be made within 30 days of receipt of an invoice
which includes a detailed description of the work performed. Payments to Consultant for
work performed will be made on a monthly billing basis.
3. Additional Work.
If changes in the work seem merited by Consultant or the City, and informal
consultations with the other party indicate that a change is warranted, it shall be
processed in the following manner: a letter outlining the changes shall be forwarded to
the City by Consultant with a statement of estimated changes in fee or time schedule. An
amendment to this Agreement shall be prepared by the City and executed by both Parties
before performance of such services, or the City will not be required to pay for the
changes in the scope of work. Such amendment shall not render ineffective or invalidate
unaffected portions of this Agreement.
4. Maintenance of Records.
Books, documents, papers, accounting records, and other evidence pertaining to
costs incurred shall be maintained by Consultant and made available at all reasonable
times during the contract period and for four (4) years from the date of final payment under
the contract for inspection by City.
5. Term.
The term of this Agreement shall be for five (5) years from October 1, 2022, to
September 30, 2027, unless earlier terminated as provided herein. The Parties may, by
mutual, written consent, extend the term of this Agreement if necessary to complete the
Project. Consultant shall perform its services in a prompt and timely manner within the
term of this Agreement and shall commence performance upon receipt of written notice
from the City to proceed (“Notice to Proceed The Notice to Proceed shall set forth the
date of commencement of work.
6. Delays in Performance.
a. Neither City nor Consultant shall be considered in default of this Agreement
for delays in performance caused by circumstances beyond the reasonable control of the
non-performing party. For purposes of this Agre ement, such circumstances include but
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are not limited to, 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.
b. Should such circumstances 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.
7. Compliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and
regulations of the federal, state and local government, including Cal/OSHA requirements.
b. If required, Consultant shall assist the City, as requested, in obtaining and
maintaining all permits required of Consultant by federal, state and local regulator y
agencies.
c. If applicable, Consultant is responsible for all costs of clean up and/ or
removal of hazardous and toxic substances spilled as a result of his or her services or
operations performed under this Agreement.
8. Standard of Care.
Consultant’s services will be performed in accordance with generally accepted
professional practices and principles and in a manner consistent with the level of care
and skill ordinarily exercised by members of the profession currently practicing under
similar conditions.
9. Assignment and Subconsultant.
Consultant shall not assign, sublet, or transfer this Agreement or any rights under
or interest in this Agreement without the written consent of the City, which may be withheld
for any reason. Any attempt to so assign or so transfer without such consent shall be
void and without legal effect and shall constitute grounds for termination. Subcontracts,
if any, shall contain a provision making them subject to all provisions stipulated in this
Agreement. Nothing contained herein shall prevent Consultant from employing
independent associates, and subconsultants as Consultant may deem appropriate to
assist in the performance of services hereunder.
10. Independent Contractor.
Consultant is retained as an independent contractor and is not an employee of
City. No employee or agent of Consultant shall become an employee of City. The work
to be performed shall be in accordance with the work described in this Agreement, subject
to such directions and amendments from City as herein provided.
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11. Insurance. Consultant shall not commence work for the City until it has
provided evidence satisfactory to the City it has secured all insurance required under this
section. In addition, Consultant shall not allow any subcontr actor to commence work on
any subcontract until it has secured all insurance required under this section.
a. Commercial General Liability
(i) The Consultant shall take out and maintain, during the
performance of all work under this Agreement, in amounts not less than specified herein,
Commercial General Liability Insurance, in a form and with insurance companies
acceptable to the City.
(ii) Coverage for Commercial General Liability insurance shall be
at least as broad as the following:
(1) 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:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX)
exclusion deleted
(7) Contractual Liability with respect to this Agreement
(8) Property Damage
(9) Independent Consultants 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 the Agreement.
(v) The policy shall give City, its officials, officers, employees,
agents and City designated volunteers additional insured status 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 program may utilize either deductibles
or provide coverage excess of a self-insured retention, subject to written approval by the
City, and provided that such deductibles shall not apply to the City as an additional
insured.
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b. Automobile Liability
(i) At all times during the performance of the work under this
Agreement, the Consultant 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 the 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 give City, its officials, officers, employees,
agents and City designated volunteers additional insured status.
(iv) Subject to written approval by the City, the automobile liability
program may utilize deductibles, provided that such deductibles shall not apply to the City
as an additional insured, but not a self-insured retention.
c. Workers’ Compensation/Employer’s Liability
(i) Consultant certifies that he/she is aware of the provisions of
Section 3700 of the California Labor Code 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 will comply with such provisions before
commencing work under this Agreement.
(ii) To the extent Consultant has employees at any time during
the term of this Agreement, at all times during the performance of the work under this
Agreement, the Consultant shall maintain full compensation insurance for all persons
employed directly by him/her to carry out the work contempla ted under this Agreement,
all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the
Labor Code of the State of California and any acts amendatory thereof, and Employer’s
Liability Coverage in amounts indicated herein. Consultant shall require all
subconsultants to obtain and maintain, for the period required by this Agreement, workers’
compensation coverage of the same type and limits as specified in this section.
d. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the
Consultant shall maintain professional liability or Errors and Omissions insurance
appropriate to its profession, in a form and with insurance companies acceptable to the
City and in an amount indicated herein. This insurance shall be endorsed to include
contractual liability applicable to this Agreement and shall be written on a policy form
coverage specifically designed to protect against acts, errors or omissions of the
Consultant. “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.
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e. Minimum Policy Limits Required
(i) The following insurance limits are required for the
Agreement:
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 $1,000,000 combined single limit
Employer’s Liability $1,000,000 per accident or disease
Professional Liability $1,000,000 per claim and aggregate (errors and
omissions)
(ii) Defense costs shall be payable in addition to the limits.
(iii) 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.
f. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the 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 qualifie d
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.
g. Policy Provisions Required
(i) Consultant shall provide the City at least thirty (30) days prior
written notice of cancellation of any policy required by this Agreement, except that the
Consultant shall provide at least ten (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, the Consultant shall deliver renewal
certificate(s) including the General Liability Additional Insured Endorsement to the City
at least ten (10) days prior to the effective date of cancellation or expiration.
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(ii) The Commercial General Liability Policy and Automobile
Policy shall each contain a provision stating that Consultant’s policy is primary insurance
and that any insurance, self-insurance or other coverage maintained by the City or any
named 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. Consultant shall maintain such coverage
continuously for a period of at least three years after the completion of the work under
this Agreement. Consultant shall purchase a one (1) year extended reporting period A)
if the retroactive date is advanced past the effective date of this Agreement; B) if the
policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made
policy with a retroactive date subsequent to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional
liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor
of the City, its officials, officers, employees, agents, and volunteers or shall specifically
allow Consultant or others providing insurance evidence in compliance with these
specifications to waive their right of recovery prior to a loss. Consultant hereby waives
its own right of recovery against City, and shall require similar written express waivers
and insurance clauses from each of its subconsultants.
(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 here in shall not be construed to relieve the
Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s
indemnification obligations to the City and shall not preclude the City from taking such
other actions available to the City under other provisions of the Agreement or law.
h. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance
companies, as determined by the City, which satisfy the following minimum
requirements:
(1) Each such policy shall be from a company or
companies with a current A.M. Best's rating of no less than A:VII and admitted to
transact in the business of insurance in the State of California, or otherwise allowed
to place insurance through surplus line brokers under applicable provisions of the
California Insurance Code or any federal law.
i. Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of
insurance coverage to be maintained by Consultant, and any approval of said insurance
by the City, is not intended to and shall not in any manner limit or qualify the liabilities
and obligations otherwise assumed by the Consultant pursuant to this Agreement,
including but not limited to, the provisions concerning indemnification.
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(ii) If at any time during the life of the 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
Consultant or City will withhold amounts sufficient to pay premium from Consultant
payments. In the alternative, City may cancel this Agreement.
(iii) The City may require the Consultant to provide complete
copies of all insurance policies in effect for the duration of the Project.
(iv) Neither the City nor any of its officials, officers, employees,
agents or volunteers shall be personally responsible for any li ability arising under or by
virtue of this Agreement.
j. Subconsultant Insurance Requirements. Consultant shall not allow
any subcontractors or subconsultants to commence work on any subcontract until they
have provided evidence satisfactory to the City that they have secured all insurance
required under this section. Policies of commercial general liability insurance provided
by such subcontractors or subconsultants shall be endorsed to name the City as an
additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact
same coverage. If requested by Consultant, City may approve different scopes or
minimum limits of insurance for particular subcontractors or subconsultants.
12. Indemnification.
a. To the fullest extent permitted by law, Consultant shall defend (with
counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees,
volunteers, and agents free and harmless from any and all claims, demands, causes of
action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to
property or persons, including wrongful death, in any manner arising out of, pertaining
to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its
officials, officers, employees, subcontractors, consultants or agents in connection with the
performance of the Consultant’s services, the Project or this Agreement, including without
limitation the payment of all damages, expert witness fees and attorney’s fees and other
related costs and expenses. Consultant's obligation to indemnify shall not be restricted
to insurance proceeds, if any, received by Consultant, the City, its officials, officers,
employees, agents, or volunteers.
b. If Consultant’s obligation to defend, indemnify, and/or hold harmless
arises out of Consultant’s performance of “design professional” services (as that term is
defined under Civil Code section 2782.8), then, and only to the extent required by Civil
Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification
obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence,
recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a
final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim,
including the cost to defend, shall not exceed the Consultant’s proportionate percentage
of fault.
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13. California Labor Code Requirements.
a. Consultant is aware of the requirements of California Labor Code
Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage
rates and the performance of other requirements on certain “public works” and
“maintenance” projects (“Prevailing Wage Laws”). If the services are being performed as
part of an applicable “public works” or “maintenance” project, as defined by the Prevailing
Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully
comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold
the City, its officials, officers, employees and agents free and harmless from any claims,
liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply
with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all
subconsultants to comply with all California Labor Code provisions, which include but are
not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment
of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code
Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and
debarment of contractors and subcontractors (Labor Code Section 1777.1). The
requirement to submit certified payroll records directly to the Labor Commissioner under
Labor Code section 1771.4 shall not apply to work performed on a public works project
that is exempt pursuant to the small project exemption specified in Labor Code Section
1771.4.
b. If the services are being performed as part of an applicable “public
works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and
1771.1, the Consultant and all subconsultants performing such services must be
registered with the Department of Industrial Relations. Consultant shall maintain
registration for the duration of the Project and require the same of any subconsultants, as
applicable. Notwithstanding the foregoing, the contractor registration requirements
mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed
on a public works project that is exempt pursuant to the small project exemption specified
in Labor Code Sections 1725.5 and 1771.1.
c. This Agreement may also be subject to compliance monitoring and
enforcement by the Department of Industrial Relations. It shall be Consultant’s sole
responsibility to comply with all applicable registration and labor compliance
requirements. Any stop orders issued by the Department of Industrial Relations against
Consultant or any subcontractor that affect Consultant’s performance of services,
including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or
resulting from such stop orders shall be considered Consultant caused delay and shall
not be compensable by the City. Consultant shall defend, indemnify and hold the City,
its officials, officers, employees and agents free and harmless from any claim or liability
arising out of stop orders issued by the Department of Industrial Relations against
Consultant or any subcontractor.
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14. Verification of Employment Eligibility.
By executing this Agreement, Consultant verifies that it fully complies with all
requirements and restrictions of state and federal law respecting the employment of
undocumented aliens, including, but not limited to, the Immigration Reform and Control
Act of 1986, as may be amended from time to time, and shall require all subconsultants
and sub-subconsultants to comply with the same.
15. Reserved.
16. Laws and Venue.
This Agreement shall be interpreted in accordance with the laws of the State of
California. 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.
17. Termination or Abandonment.
a. City has the right to terminate or abandon any portion or all of the
work under this Agreement by giving ten (10) calendar days written notice to Consultant.
In such event, City shall be immediately given title and possession to all original field
notes, drawings and specifications, written reports and other documents produced or
developed for that portion of the work completed and/or being abandoned. City shall pay
Consultant the reasonable value of services rendered for any portion of the work
completed prior to termination. If said termination occurs prior to completion of any task
for the Project for which a payment request has not been received, the charge for services
performed during such task shall be the reasonable value of such services, based on an
amount mutually agreed to by City and Consultant of the portion of such task completed
but not paid prior to said termination. City shall not be liable for any costs other than the
charges or portions thereof which are specified herein. Consultant shall not be entitled
to payment for unperformed services, and shall not be entitled to damages or
compensation for termination of work.
b. Consultant may terminate its obligation to provide further services
under this Agreement upon thirty (30) calendar days’ written notice to City only in the
event of substantial failure by City to perform in accordance with the terms of this
Agreement through no fault of Consultant.
18 Documents. Except as otherwise provided in “Termination or
Abandonment,” above, all original field notes, written reports, Drawings and
Specifications and other documents, produced or developed for the Project shall, upon
payment in full for the services described in this Agreement, be furnished to and become
the property of the City.
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19. Organization
Consultant shall assign Mohammad Ahmed as Project Manager. The Project
Manager shall not be removed from the Project or reassigned without the prior written
consent of the City.
20. Limitation of Agreement.
This Agreement is limited to and includes only the work included in the Project
described above.
21. Notice
Any notice or instrument required to be given or delivered by this Agreement may
be given or delivered by depositing the same in any United States Post Office, certified
mail, return receipt requested, postage prepaid, addressed to:
CITY:
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Matisse Reischl, Assistant to the City
Manager
CONSULTANT:
Infinity Technologies
3017 Douglas Boulevard, Ste. 300
Roseville, CA 95661
Attn: Mohammed Ahmed, President
and shall be effective upon receipt thereof.
22. Third Party Rights
Nothing in this Agreement shall be construed to give any rights or benefits to
anyone other than the City and the Consultant.
23. Equal Opportunity Employment.
Consultant represents that it is an equal opportunity employer and that it shall not
discriminate against any employee or applicant for employment because of race, religion,
color, national origin, ancestry, sex, age or other interests protected by the State or
Federal Constitutions. 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.
24. Entire Agreement
This Agreement, with its exhibits, represents the entire understanding of City and
Consultant as to those matters contained herein, and supersedes and cancels any prior
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or contemporaneous oral or written understanding, promises or representations with
respect to those matters covered hereunder. 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 hereto.
This is an integrated Agreement.
25. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement
shall not render the remaining provisions unenforceable, invalid or illegal.
26. 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 each Party to this
Agreement. However, Consultant shall not assign or transfer by operation of law or
otherwise any or all of its rights, burdens, duties or obligations without the prior written
consent of City. Any attempted assignment without such consent shall be invalid and
void.
27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either
Party, unless such waiver is specifically specified in writing.
28. Time of Essence
Time is of the essence for each and every provision of this Agreement.
29. City’s Right to Employ Other Consultants
City reserves its right to employ other consultants, including engineers, in
connection with this Project or other projects.
30. Prohibited Interests
Consultant maintains and warrants that it has not employed nor retained any
company or person, other than a bona fide employee working solely for Consultant, to
solicit or secure this Agreement. Further, Consultant 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 Consultant, any fee, commission, percentage, brokerage fee, gift or other
consideration contingent upon or resulting from the award or making of this Agreement.
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 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.
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SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT
BETWEEN CITY OF SAN JUAN CAPISTRANO
AND INFINITY TECHNOLOGIES
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date
first written above.
CITY OF SAN JUAN CAPISTRANO Infinity Technologies
By: By:
Benjamin Siegel
City Manager Its:
Printed Name:
ATTEST:
By:
City Clerk
APPROVED AS TO FORM:
By:
City Attorney
President
Mohammad Ahmed
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EXHIBIT A
Scope of Services
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EXHIBIT B
Schedule of Charges/Payments
Consultant will invoice City a flat fee of $23,790 on a monthly cycle for IT management
support services identified in Exhibit A (Scope of Services). Consultant will inform City
regarding any out-of-scope work being performed by Consultant.
Separately, the Consultant will invoice City on a time and materials basis, not to exceed
$100,000, for all information technology services associated with the Permanent
Supportive Housing/New City Hall project including:
• IT support services necessary for temporary relocation of City Hall offices
• Management of server room relocation to Public Works Operations
• Temporary relocation of City Council Chamber to Nydegger Building
• Advisory services related to IT functionality of new City Hall Building and
permanent Council Chamber located at Community Center
Rates shall be calculated according to the following hourly rates:
FEE SCHEDULE
Classification Hourly Rate ($)
IT Project Manager $145.00
IT Network Engineer $135.00
IT Senior Analyst $130.00
IT Analyst $105.00
IT Technician $90.00
Help Desk Services $75.00