HomeMy WebLinkAbout06-10-1997 Code PublishingAGREEMENT
THIS AGREEMENT is made and entered into in the City of San Luis Obispo on this day
of by and between the CITY OF SAN LUIS OBISPO, a municipal corporation,
hereinafter referred to as City, and CODE PUBLISHING COMPANY, INC., hereinafter referred to as
Contractor.
WITNESSETH:
WHEREAS, Contractor submitted a proposal for codification services which was accepted by City.
NOW THEREFORE, in consideration of their mutual promises, obligations, and covenants
hereinafter contained, the parties hereto agree as follows:
1. TERM. The term of this Agreement shall be from the date of this Agreement is made and
entered, as first written above, for a period of two (2) years and shall be automatically renewed from year to
year, provided that either party may alter or cancel the terms of this agreement upon thirty (30) days
written notice. The Contractor will be entitled to compensation to the extent of actual work performed,
consistent with the compensation provisions.
2. INCORPORATION BY REFERENCE. Contractor's Proposal/Price Schedule dated 1997,
"Exhibit 1," is hereby incorporated in and made a part of this Agreement. Insurance Requirements, "Exhibit
2" is hereby incorporated in and made a part of this Agreement.
3. CITY'S OBLIGATIONS. For providing 1) Folio VIEWS search and retrieval formatted
version of the Code of Ordinances; 2) Print Codification Services and Supplements to the Code of
Ordinances; and 3) providing and maintaining MRSC Internet Access to the Code of Ordinances for the
City as specified in this Agreement, City will pay and Contractor shall receive therefor compensation in
accordance with the Price Schedule listed in Exhibit 1. Payments will be based upon the actual services
ordered and received by City and the unit prices bid by Contractor.
4. CONTRACTOR'S OBLIGATIONS. For and in consideration of the payments and agreements
herein mentioned to be made and performed by City, Contractor agrees with City to do everything required by
this Agreement.
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PRINT CODIFICATION SERVICE
5. SCHEDULE. The Contractor will provide print codification services to keep the Code up-to-
date by the publication of printed Supplements containing the new ordinances of a general and permanent
nature enacted by the governing body. The Supplements will be published on a calendar schedule to be
determined by the City. Thirty (30) supplement sets together with insertion/deletion instructions will be
delivered to the City. The Contractor will provide optional distribution of supplements to outside
subscribers. Supplement delivery occurs 4 to 6 weeks following receipt of the last ordinance included in
the update.
6. ORDINANCES TO BE FURNISHED BY CITY. The City will deliver the present Code
text, an original printed book containing previous updates, to the Contractor together with new ordinances
which have not been codified. Newly adopted, revised or amended ordinances will be forwarded to
Contractor periodically following enactment by the City for recording and processing.
7. EDITORIAL SCRUTINY. The new ordinances will be studied by a member of Contractor's
editorial staff in conjunction with the existing provisions of the Code for the purpose of determining if any
provisions of the basic Code are repealed, amended or superseded. Affected pages of the Code and the
Code index will be revised and rewritten to reflect the new, repealed or amended provisions and shall be
reprinted or printed to remove such repealed or amended provisions and to insert the new ordinances.
Sections of the Code repealed by later ordinances will retain the section number and legislative history,
only the text will be removed.
8. EDITORIAL NOTES. Appropriate editorial notes will be prepared and appended as deemed
necessary by Contractor.
9. TABLES. The following tables will be maintained for the Code:
(A) Table of Contents. This Table will be kept current to reflect changes in the
Code volume.
(B) Ordinance List and Disposition Table. This Table lists the ordinances included in each
Supplement and set out the location thereof within the Code. This Table is inserted preceding the
Index.
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10. EDITORIAL NOTES. Appropriate editorial notes will be prepared and appended as
deemed necessary by Contractor.
11. SHIPMENT. Supplements will be shipped to the City within forty-five (45) days of receipt
by Contractor for distribution to the holders of the Code, unless otherwise provided herein.
FOLIO VIEWS CONVERSION AND ELECTRONIC SUPPLEMENT SERVICE
12. ELECTRONIC CONVERSION. Contractor will electronically scan each page of the Code
to be included in the Folio VIEWS infobase and proofread each page to insure accuracy in the structure
and substance of the information. Text which has been converted to computer format will be delivered to
the City on computer disks in generic ASCII format.
13. CREATION OF INFOBASE. Contractor will transfer the individual source files into the
Folio VIEWS search and retrieval software and generate the automatic index, create an electronic table of
contents, add hypertext links and other Folio structural features to the source documents.
14. INSTALLATION OF INFOBASE. Contractor will provide the City with a Folio Bound
VIEWS infobase, the Folio Bound VIEWS program files, a Folio installation program, a quick -reference
Folio booklet and a complete on-line Folio VIEWS help infobase, ready for the Windows 95 computer
environment, within ninety (90) days of the Contractor's receipt of ordinances referenced in paragraph 6.
The Folio application and Code text may be loaded on a standalone basis or on network file servers.
Licensing permits up to 250 users, for City use only.
15. GUARANTEE. Contractor will guarantee that the product will perform as advertised and
correct any defects at no cost for one year after acceptance.
16. TELEPHONIC SUPPORT. Contractor will provide a toll-free telephonic support to the
City as long as the City continues to contract with Contractor for Folio VIEWS services.
17. TRAINING. If desired by the City, Contractor will provide additional on-site training and
installation of the Folio VIEWS software at no additional cost.
agreement, understanding, or representation not reduced to writing and specifically incorporated herein shall
be of any force or effect, nor shall any such oral agreement, understanding, or representation be binding upon
the parties hereto.
26. NOTICE. All written notices to the parties hereto shall be sent by United States mail, postage
prepaid by registered or certified mail addressed as follows:
City City Clerk
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
Contractor Code Publishing, Inc.
220 NE 65"
Seattle, Washington 98115
27. AUTHORITY TO EXECUTE AGREEMENT. Both City and Contractor do covenant that
each individual executing this agreement on behalf of each party is a person duly authorized and empowered
to execute Agreements for such party.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and
year first above written.
ATTEST:
L
;C' Clerk
APPROVED AS TO FORM:
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ty orn
CITY OF SAN LUIS OBISPO,
By:4106::�,nA-
MargareVO.
Bustion, President
Code Publishing, Inc.
Codification Services — Proposal/Price Schedule
CITY OF SAN LUIS OBISPO
Revised 1997
Services Unit price
Supplements: editing, proofing, indexing
and tables update; 30 printed sets, together $ 20 / page
with instructions, cover page
Tables, graphics pages (added) 1 $ 15 / page
Folio 3.1 infobase, including $ 4 / page
scanning/proofing based on 850 pages
LbTfl xt Links both internal or external
Folio updates, at supplement intervals $ 75 /disk
Recurring maintenance trainin (no cost)
Other Services (optional)
Services ~� Unit price
Ed►�t reformat index, reprint
Editing, indexing and printing, 30 sets
Tables, graphics pages (added)
Su lements: ordinances or revisions
included at the time of reformatting
legal Review: (optional)
MRSC Internet Access: Initial Activation Fee
MRSC Internet Year) Maintenance Fee
Tab dividers: printed, laminated, 30 sets
$ 11 /page
$ 15/page
$ 10/page
$ 12/book
Binders: custom expanding post, embossed
artwork, minimum order 50 1 $ 25 / book
Binders: custom D -ring quantity 30 i $ 15 / book
EXHIBIT 1
I Estimated total +
$ 3,400
$ 250 / ea.
Est. total
850 pages
$ 9,350
$ 2,300
$ 1,000
$ 400
$ 360
$ 1,250
$ 450
Exhibitz
INSURANCE REQUIREMENTS FOR CONTRACTORS
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or
damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, his
agents, representatives, employees or subcontractors.
Minimum Scope of Insurance
Coverage shall be at least as broad as:
1. Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001).
2. Insurance Services Office form number CA 0001 (Ed. 1187) covering Automobile Liability, code 1 (any auto).
3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance.
Minimum Limits of Insurance
Contractor shall maintain limits no less than:
1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial
General Liability or other form with a general aggregate limit is used, either the general aggregate limit shall apply
separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
3. Employer's Liability: $1,000,000 per accident for bodily injury or disease.
Deductibles and Self-Insured_ReWntions
Any deductibles or self-insured retentions must be declared to and approved by the City. At the option of the City, either. the
insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officers, officials,
employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations,
claim administration and defense expenses.
Other Insurance Provisions
The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions:
1. The City, its officers, officials, employees, agents and volunteers are to be covered as insureds as respects: liability
arising out of activities performed by or on behalf of the Contractor; products and completed operations of the
Contractor; premises owned, occupied or used by the Contractor; or automobiles owned leased, hired or borrowed by
the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the City, its
officers, official, employees, agents or volunteers.
2. For any claims related to this project, the Contractors insurance coverage shall be primary insurance as respects the
City, its officers, officials, employees, agents and �,olunteers. Any insurance or self-insurance maintained by the City,
its officers, officials, employees, agents or volunteers shall be excess of the Contractor's insurance and shall not
contribute with it.
3. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect
coverage provided to the City, its officers, officials, employees, agents or volunteers.
4. The Contractors insurance shall apply separately to each insured against whom claim is made or suit is brought,
except with respect to the limits of the insurers liability.
5. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,
voided, cancelled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by
certified mail, return receipt requested, has been given to the City.
ce tabiIi ty of Insurers
Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII.
Verification of Coverage
Contractor shall furnish the City with a certificate of insurance showing required coverage. Original endorsements effecting
general liability and automobile liability coverage are also required by this clause. The endorsements are to be signed by a
person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City
before work commences.
18. SCHEDULE. The Folio Bound VIEWS version of the Code of the City will be kept up-to-
date by the publication of electronic supplements incorporating the new ordinances of a general and
permanent nature enacted by the governing body. The Folio electronic edition is updated at the same
periodic interval as the printed supplements—a new infobase wholly replaces the prior Code version. The
Supplements will be provided within thirty (30) days on computer disk or via E-mail transmissions
depending on the requirements of the City.
MRSC INTERNET ACCESS
19. INTERNET ACCESS. Internet Access to the Folio VIEWS version of the City's Code of
Ordinances will be provided through Municipal Research and Services Center via a link on the City's
existing home page on the World Wide Web.
20. MAINTENANCE. The Internet version of the City's Code of Ordinances will be maintained
and kept up to date in accordance with the schedule for the electronic supplements, addressed herein.
GENERAL
21. SUBSCRIPTIONS. The parties hereto agree that the City retains ownership of and rights to
any subscription list supplied or produced, whether written or electronically prepared, and any additions or
supplements.
22. INSURANCE. The Contractor shall provide proof of insurance in the form, coverages, and
amounts specified in "Exhibit 2" within 10 (ten) calendar days after notice of contract award as a precondition
to contract execution.
23. AMENDMENTS. Any amendment, modification, or variation from the terms of this
Agreement shall be in writing and shall be effective only upon approval of the City.
24. BUSINESS TAX. The Contractor must have a valid City of San Luis Obispo business tax
certificate prior to execution of the contract. Additional information regarding the City's business tax program
may be obtained by calling (805)781-7134.
25. COMPLETE AGREEMENT. This written Agreement, including all writings specifically
incorporated herein by reference, shall constitute the complete agreement between the parties hereto. No oral
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