SERVICES AGREEMENT
by and between
CITY OF ANAHEIM
and
Smart City Networks
Dated as of ____________ ,2024
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TABLE OF CONTENTS
Page
PART I - OBLIGATIONS OF SCN ............................................................................................... 2
1.0. Scope of Services ........................................................................................ 2
1.1. The Contract Documents and Order of Precedence .................................... 2
1.2. Administration ............................................................................................ 2
1.3. Exclusive Technology Provider; Scope of Services ................................... 3
1.4. Multi-Vendor Environment ........................................................................ 3
1.5. Non-Exclusive Services .............................................................................. 4
1.6. New Services .............................................................................................. 5
1.7. Technology Service Team Requirements ................................................... 6
1.8. Certified Tourism Ambassador Program .................................................. 13
1.9. Uniforms and Appearance ........................................................................ 13
1.10. Quality of Service ..................................................................................... 13
1.11. Marketing and Coordination ..................................................................... 14
1.12. Operations ................................................................................................. 17 PART II - SERVICES TO BE FURNISHED BY ANAHEIM .................................................... 19
2.0. Documents ................................................................................................ 19
2.1. Equipment Installation .............................................................................. 20
2.2. Use of Premises......................................................................................... 20 PART III - TERMS OF AGREEMENT ....................................................................................... 25
3.1. Term .......................................................................................................... 25
3.2. Compensation ........................................................................................... 26
3.3. Authorizations to Procure ......................................................................... 30
3.4. Infrastructure Upgrade .............................................................................. 31
3.5. Extra Services ........................................................................................... 32
3.6. Financial Reports and Budget ................................................................... 34
3.7. Audit, Inspection and Examination of Records ........................................ 36
3.8. Existing Services Agreements .................................................................. 38
3.9. Licenses and Permits................................................................................. 39
3.10. Taxes; Possessory Interest Taxes .............................................................. 39
3.11. Professional Practices ............................................................................... 40
3.12. Indemnification ......................................................................................... 40
3.13. Insurance ................................................................................................... 42
3.14. Conflicts of Interest................................................................................... 45
3.15. Non-Liability of Individuals ..................................................................... 46
3.16. Cost of Litigation ...................................................................................... 46
3.17. Disputes..................................................................................................... 46
3.18. Available Remedies .................................................................................. 47
3.19. Events of Termination............................................................................... 47
3.20. Force Majeure; Extension of Times for Performance............................... 50
3.21. Ownership of Documents ......................................................................... 51
3.22. Confidential Information .......................................................................... 51
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3.23. Non-Discrimination .................................................................................. 53
3.24. Marketing and Publicity ............................................................................ 54 PART IV - GENERAL PROVISIONS......................................................................................... 54
4.1. Notification ............................................................................................... 54
4.2. Successors and Assigns............................................................................. 56
4.3. Entire Agreement ...................................................................................... 56
4.4. Counterparts .............................................................................................. 56
4.5. Effective Date and Authority .................................................................... 57
4.6. Costs .......................................................................................................... 57
4.7. No Third Party Beneficiary Rights ........................................................... 57
4.8. Headings ................................................................................................... 57
4.9. Construction .............................................................................................. 57
4.10. Amendments ............................................................................................. 58
4.11. Waiver ....................................................................................................... 58
4.12. Severability ............................................................................................... 58
4.13. Compliance with all Laws ........................................................................ 59
4.14. Licenses..................................................................................................... 60
4.15. Governing Law ......................................................................................... 60
4.16. Time for Performance ............................................................................... 60 EXHIBIT “A” REQUEST FOR PROPOSALS ......................................................................... A-1 EXHIBIT “B” OPERATIONAL PLAN .................................................................................... B-2 EXHIBIT “C” CUSTOMER SERVICE APPROACH.............................................................. C-3 EXHIBIT “D” INTERNET NETWORK/TELEPHONE SERVICE CONTRACT RATE SCHEDULE .................................................................................................................... D-5 EXHIBIT “E” RATES AND CHARGES FOR TECHNOLOGY SERVICES RENDERED TO ANAHEIM’S BUSINESS PARTNERS ............................................. E-1 EXHIBIT “F” OFFICES OF THE EXECUTIVE DIRECTORS AUTHORIZED REPRESENTATIVES ..................................................................................................... F-1
SERVICES AGREEMENT
This SERVICES AGREEMENT (herein referred to as the “ Agreement”) is made and entered into as of October 1st , 2024 by and between CITY OF ANAHEIM, a municipal corporation and charter city (hereinafter referred to as “ ANAHEIM”), and Smart City Networks, Limited Partnership (“SCN”). All Exhibits attached to or referenced in this Agreement are a part of and incorporated herein by this reference.
W I T N E S S E T H:
WHEREAS, ANAHEIM is the owner and operator of the Anaheim Convention Center, which is located at 800 West Katella Avenue in the City of Anaheim, and inc ludes exhibition space, meeting rooms, a ballroom, lobby and pre -function areas, the Grand Plaza and other exterior function space, parking, and the Arena, together with any and all improvements now and hereafter comprising any portion of the real property upon which the Anaheim Convention Center is located (collectively referred to herein as the “ACC”) ; and WHEREAS, ANAHEIM issued a Request for Proposals dated April 16 th, 2024 (herein referred to as the “ RFP”), seeking proposals from qualified technology service firms for the provision of telecommunications, internet, wireless communications, and network infrastructure management (including all labor, materials, equipment and supervision) needed to provide those technology services throughout the ACC. A c opy of the RFP is attached hereto as Exhibit A; and
WHEREAS, in response to the RFP, SCN submitted a Proposal to ANAHEIM to perform the technology services set forth therein; and
WHEREAS, SCN represents that it possesses the requisite professional skills, qualifications, experience, licenses and resources necessary to provide the Technology Services described in this Agreement and under terms hereof.
2 NOW, THEREFORE, FOR AND IN CONSIDERATION OF THE MUTUAL
PROMISES, COVENANTS, AND CONDITIONS HEREIN CONTAINED , ANAHEIM AND SCN (EACH A “ PARTY”; COLLECTIVELY, THE “ PARTIES”) HERETO AGREE AS FOLLOWS:
PART I - OBLIGATIONS OF SCN
1.0. Scope of Services. "Scope of Services" has the meaning set forth in Exhibit A, Section 5, Scope of Work.
1.1. The Contract Documents and Order of Precedence. The contract documents consist of this document, the RFP and the Proposal. The RFP and the Proposal are deemed to be a part of this Agreement by reference. In the event of any inconsistencies, discrepancies or conflicts among or between any of the contract documents which make up this Agreement, the following shall control:
1.1.1. Any duly executed amendment to this Agreement, with execution date to control as between conflicting amendments such that the more recent amendment shall govern all those prior.
1.1.2. This Agreement (including the Exhibits other than the RFP attached here to as Exhibit A).
1.1.3. The RFP.
1.1.4. The Proposal.
1.2. Administration. This Agreement shall be administered on behalf of ANAHEIM by the Executive Director, Convention, Sports and Entertainment of the City of Anaheim or such person’s authorized representative (herein referred to interchangeably as the “ Executive Director”). For purposes of this Agreement, the Executive Director’s authorized representatives shall be those persons appointed to the of fices designated on Exhibit F and such other persons
3 designated by the Executive Director and communicated to SCN, from time to time. Whenever a reference is made herein to an action or approval to be undertaken by ANAHEIM, the Executive Director is authorized to act unless this Agreement specifically provides otherwise or the context should otherwise require.
1.3. Exclusive Technology Provider; Scope of Services. Except as otherwise provided in Sections 1.5.1, 1.5.2 of this Agreement, SCN hereby agrees to and shall serve as the exclusive Technology Services provider throughout the ACC during the Term of this Agreement in accordance with the Scope of Services. The exclusive rights granted hereunder allow SCN to be the exclusive provider of the Technology Services described in this Agreement to the extent that such services are desired for commercial purposes. The exclusive rights granted hereunder are not intended to restrict the personal use by individual convention attendees of wireless devices they own or otherwise possess, or of licensed wireless services to which they subscribe. In exercising its rights hereunder, SCN shall have the right to refuse service to any of the Business Partners, tenants, exhibitors and attendees using the ACC (or any portion thereof) on a case -by-case basis and/or to offer service on case-specific terms with the approval of ANAHEIM.
1.4. Multi-Vendor Environment. In providing the Technology Services, SCN shall use commercially reasonable efforts to coordinate and cooperate, to the extent consistent with this Agreement, with the Other Technology Provid ers providing technology services to ANAHEIM, which services are not included within SCN’s Scope of Services and are described in Sections
1.5.1, 1.5.2 herein. SCN acknowledges that it will be delivering the Technology Services in a multi-vendor environment. Effective operation of such an environment requires not only cooperation among all service providers, including SCN, but collaboration in addressing service- related issues that may cross over from one service area or provider to another. As part of the
4 Technology Services, SCN will actively support tasks associated with operating and maintaining a collaborative approach to cross -over issues in the same manner a s it delivers its Technology Services. Furthermore, as reasonably directed by the Executive Director, SCN shall coordinate, cooperate and work with (and affirmatively and proactively assist) other providers or vendors of technology services which are not included in the exclusive Technology Services to be provided by SCN hereunder, to accomplish ANAHEIM’s technical, organizational and other objectives, as identified by the Executive Director, provided however, any such coordination, cooperation, work or assistance provided by SCN pursuant to the terms hereof which is unrelated to an event at the ACC shall (i) be mutually agreed upon by the Parties hereto and (ii) only subject SCN to reasonable expenses in connection therewith. If SCN believes that it will incur expenses in connection with its work or assistance described in the immediately preceding sentence that SCN believes are in excess of "reasonable expenses", SCN shall prepare and submit to the Executive Director for his approval prior to the commence ment of such additional work or assistance a cost estimate or proposal that will include a projection of recommended steps to be taken, costs for each step, and the time allotted to complete the work or assistance. Additional work or assistance authorized by the Executive Director shall be completed in such sequence as to assure their completion as expeditiously as is consistent with professional skill and care and in accordance with the approved cost estimate or proposal.
1.5. Non-Exclusive Services.
1.5.1. SCN’s exclusive right granted in this Agreement to be ANAHEIM’s exclusive Technology Services provider shall not include the operational networks and associated technology of ANAHEIM’s “Business Partners”, including, but not limited to, systems used for ACC Administrative Operations, Access Control, Building Automation Systems, Audio Visual or
5 Security/Surveillance systems, and any data that is transported or broadcast via cellular or like data transmission services. “Business Partners” shall mean those third parties with whom ANAHEIM may contract for the (i) provision of food and beverages ; , (b) audio/visual and rigging services, (c) the Anaheim/Orange County Visitors and Convention Bureau (“ AOCVCB”) DBA Visit Anaheim and any and all other persons or entities utilizing space within the ACC and under contract with ANAHEIM for a period of at least three (3) consecutive months. Notwithstanding anything herein to the contrary, ANAHEIM w ill not permit its Business Partners to offer, to any party, any of the Technology Services to be used in the ACC which have been exclusively granted to SCN pursuant to the terms and conditions of this Agreement.
1.5.2. SCN acknowledges and agrees that, in order to enable ANAHEIM to provide network diversity, redundancy, and enhanced service capabilities for the ACC, Business Partners, tenants, exhibitors and attendees using the ACC (or any portion thereof), ANAHEIM has entered into, and reserves unto itself, at all times during the Term of this Agreement, the right to enter into, building access agreements and/or easements with Technology Carriers. These agreements allow for service demarcations and points of presence in the Data Command Center and alternate Ma in Distribution Frame (“ MDF”) or Main Point of Entry (“ MPOE”) locations at the ACC. The Technology Carriers may terminate services at their assigned demarcation points, however, ANAHEIM will not permit such Technology Carriers to extend such services with in the ACC beyond their demarcation points without the prior written consent of SCN, which shall not be unreasonably withheld.
1.6 New Services . Notwithstanding anything herein to the contrary, if ANAHEIM wishes to provide technology services to its Business Partners, exhibitors, tenants, and/or attendees at the ACC, which involve new technologies and/or services not presently being
6 offered by SCN to the Business Partners, exhibitors, tenants and/or attendees at the ACC under its Scope of Services, including, but not limited to, technology services to be provided to any hotel, its clients or guests which are not associated with an event at the AC C (“ New Services ”), ANAHEIM shall give SCN the first opportunity to exclusively provide the New Services. If authorized by the Executive Director, the New Services shall be completed in such sequence as to assure their completion as expeditiously as is co nsistent with professional skill and care, and in accordance with and using for the New Services the same procurement authorization procedures set forth herein. Any procurement authorization form for New Services will include a proposed revenue sharing arrangement. If the parties are unable to mutually agree upon a proposal for the New Services, ANAHEIM is hereby authorized to enter into a contract for the New Services with a third party technology provider of ANAHEIM’s choosing in accordance with ANAHEIM 's competitive selection policies and procedures and otherwise in compliance with Laws related thereto. If so requested by ANAHEIM, SCN hereby agrees to and shall use commercially reasonable efforts (but shall only be subject to reasonable out of pocket e xpenses, as determined by SCN in its sole discretion, in connection therewith) to cooperate with and coordinate any of its Technology Services with such other technology provider(s) as ANAHEIM determines necessary to enable said technology provider(s) to provide the New Services.
1.6. Technology Service Team Requirements.
1.6.1. SCN Personnel. As of the Effective Date of this Agreement, SCN shall provide and assign to the ACC competent and sufficient supervisory and working personnel (“SCN Personnel”) capable of promptly accomplishing on schedule, to the satisfaction of the Executive Director, all Technology Services required under this Agreement. Unless this Agreement
7 specifically provides otherwise or the context should otherwise require, the term “SCN Personnel” shall include SCN Key Personnel.
1.6.2. Designation of SCN Key Personnel . As of the Effective Date of this Agreement, SCN shall designate and advise the Executive Dire ctor of the SCN Key Personnel assigned to perform Technology Services under this Agreement. The initial SCN Key Personnel shall include the General Manager, Operations Manager, Data Operations Manager and Customer Services and Sales Manager (the “SCN Key Personnel”). For each of the SCN Key Personnel, SCN shall only replace such individual when required or permitted pursuant to this Section 1.6.2 or Section 1.6.3. SCN’s appointment of any SCN Key Personnel shall be subject to the Executive Director’s written consent, which shall not be unreasonably withheld. All SCN Key Personnel shall be assigned to perform the Technology Services on such basis (e.g., full-time assignment or otherwise) as needed to ensure that the Technology Services contemplated hereunder are provided in an efficient and timely manner and in accordance with this Agreement. Without the Executive Director’s prior written consent, which shall not be unreasonably withheld, SCN shall not (i) undertake any action with respect to any SCN Key Personnel that would result in the alteration or reduction of time expended by such SCN Key Personnel in performance of SCN’s duties under this Agreement or (ii) transfer, reassign or otherwise redeploy any SCN Key Personnel from performance of SCN’s duties under this Agreement (except for an Approved Reassignment, as defined in Section 1.6.3 below).
1.6.3. Reassignment and Replacement. SCN shall not reassign, replace or redeploy any SCN Key Personnel unless (1) the Executive Director consents in writing to such reassignment or replacement, which consent shall not be unreasonably withheld, (2) the individual (a) voluntarily resigns from SCN, (b) is dismissed by SCN for (i) cause or misconduct ( e.g., fraud,
8 drug abuse, theft) or (ii) unsatisfactory performance in respect of his or her duties and responsibilities to ANAHEIM or SCN, (c) is removed from the SCN Personnel pursuant to Section
1.6.6.1 below, (d) is unable to work due to his or her death or disability or (e) takes a leave of absence from SCN for illness or under the Family and Medical Leave Act or (3) the individual is temporarily reassigned or temporarily redeployed by SCN for a period not to exceed seven (7) days (a “Temporary Reassignment”), provided, however, any such Temporary Reassignment shall not materially interfere with the SCN Key Personnel’s responsibilities (i) at the ACC or (ii) to ANAHEIM pursuant to the terms and conditions of this Agreement (subparts (1), (2) and (3) herein are collectively referred to as “ Approved Reassignments ”). Except for a reassignment, replacement or redeployment of the SCN Key Personnel due to the occurrence of an Approved Reassignment, SCN shall not reassign, replace or redeploy any SCN Key Personnel, if such reassignment, replacement or redeployment would materially disrupt ANAHEIM’s operations, until the completion of any projects to which the SCN Key Personnel is assigned. Except for a Temporary Reassignment, no Approved Reassignment of a SCN Key Personnel shall occur without prompt written notice to ANAHEIM. If within one year from the Effective Date, any SCN Key Personnel becomes incapacitated, disabled, takes a leave of absence, voluntarily terminates his/her employment with SCN, is terminated or removed for cause by SCN, or is transferred, reassigned or redeployed with the consent of the Executive Director, within forty-eight (48) hours after the expiration of a ninety -day period (unless additional time is granted by the Executive Director), SCN shall replace such person with another person approved by the Executive Director in accordance with Section 1.6.6.1 below.
9 1.6.4. Minimum Proficiency Levels and Training.
1.6.4.1. SCN agrees that all SCN Personnel assigned to perform Technology Services under this Agreement must have experience in the areas for which they are responsible under this Agreement. SCN shall be responsible for all costs and expenses associated with providing, equipping, training and retaining SCN Personnel. In the event that, as a result of the actions or inactions of any member of the SCN Personnel (including subcontractors), additional work is required to perform the Technology Services under this Agreement, SCN shall perform all such work at no additional charge to ANAHEIM.
1.6.4.2. Intentionally Blank.
1.6.5. Supervision and Conduct of SCN Personnel. SCN shall be responsible for the management, supervision and conduct of the Technology Services performed by all SCN Personnel (including subcontractors) assigned to provide Technology Services under this Agreement, and shall direct and control the management of such SCN Personnel. For SCN Personnel, SCN shall, at its own sole cost and expense: (a) determine and pay all applicable wages, salaries, benefits, taxes, exactions, including applicable sick leave, vacation leave, holiday pay, overtime and other premium pay, (b) provide welfare and retirement benefits, as it deems necessary or desirable, (c) comply with applicable tax Laws and regulations, including income tax, social security and employment tax withholding L aws and regulations, (d) comply with all applicable Laws governing the employment relationship between SCN and its SCN Personnel, including Laws, as applicable, relating to accommodation of disabilities, equal pay, provision of leave, unlawful discrimination, as well as wage and hour requirements, (e) comply with all workers’ compensation insurance coverage Laws, (f) file all applicable reports with federal, state and local agencies and authorities as required by applicable Laws and (g) maintain all required employment
10 records, personnel and medical files consistent with applicable Laws and customary business practices.
1.6.6. Removal of SCN Personnel.
1.6.6.1. The Executive Director may eject from the ACC any SCN Personnel, SCN agent or subcontractor who use improper language or act in a discourteous, loud, boisterous, inappropriate or offensive manner and whose continued presence at the ACC is considered by the Executive Director to be contrary to the best interests of ANAHEIM.
1.6.6.2. Under circumstances other than as described in Subsection 1.7.6.1, above, in the event that the Executive Director determines (i) that the performance or conduct of any SCN Personnel or SCN agent or subcontractor is unsatisfactory or is not in compliance with the provisions of this Agreement or (ii) that such person’s continued presence at the ACC, as a result of their performance or conduct, is contrary to the best interests of ANAHEIM, and the causes and reasons for such determination are duly reported to SCN in writing, SCN shall, at SCN’s cost, either promptly address the performance or conduct of such SCN Personnel, SCN agent or subcontractor in accordance with SCN’s policies and procedures applicable to its employees, agents and subcontractors or, at the Executive Director’s request, and to the extent permitted by Law and such SCN policies and procedures, take steps to promptly replace such SCN Personnel, or SCN agent or subcontractor with another SCN Personnel or SCN agent or subcontractor reasonably acceptable to the Executive Director and with sufficient knowledge and expertise to perform the Technology Services in accordance with this Agreement. If SCN is unable or unwilling to provide a replacement reasonably acc eptable to the Executive Director, this Agreement shall be deemed to have been breached and ANAHEIM, subject to its compliance with the notice and cure periods provided in Section 3.19.3, may exercise its right to terminate this
11 Agreement. ANAHEIM’s rights under this Section 1.6.6 shall not be exercised in an arbitrary or capricious manner, or with the intent of forcing a termination of this Agreement.
1.6.7. Contact Information of SCN Personnel. SCN shall provide to the Executive Director the names and telephone numbers of SCN’s Key Personnel, and any qualified SCN Personnel who can be called by ANAHEIM when emergency conditions occur. Such personnel shall provide the capability to receive and respond promptly to incidents and calls of an emergency nature during working hours and during hours when SCN’s normal work force is not p resent.
During working hours, SCN shall have the ability to contact and mobilize the appropriate personnel or agents and shall, in fact, mobilize the appropriate personnel or agents to the location of the incident or emergency immediately upon notificatio n by ANAHEIM. SCN shall be available twenty -four (24) hours a day, seven (7) days a week to respond to all incidents or emergencies and, with respect to an incident or emergency occurring during hours when SCN’s normal work force is not present, shall mob ilize the appropriate personnel or agents and respond immediately following notification thereof. SCN shall provide frequent updates to ANAHEIM during the pendency of any incident or emergency, including the steps being taken to make corrective repairs or otherwise remedy the incident or emergency, and shall immediately notify ANAHEIM following completion of any corrective repairs so that ANAHEIM can, in turn, advise its Business Partners, tenants, exhibitors and attendees using the ACC affected by the inc ident or emergency. SCN agrees to complete the corrective repairs or take such other action deemed necessary and appropriate to remedy an incident or emergency within one (1) hour of responding thereto; provided, however, that if the corrective repairs or such other remedial action are of a type that cannot reasonably be performed within such period, SCN hereby agrees to and shall
12 commence the corrective repairs or such other remedial action within such period and proceed diligently thereafter to complete the corrective repairs or such other remedial action.
1.6.8. Independent Contractor. At all times during the Term of this Agreement, SCN, SCN Personnel and SCN’s officers, agents, and subcontractors are and shall be acting as independent contractors and not as employees of ANAHEIM. SCN shall be solely responsible for, and shall indemnify, defend and save ANAHEIM harmless from all matters relating to the payment of SCN Personnel and SCN’s officers, agents, and subcontractors, including compliance with social se curity, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. Notwithstanding any other agency, state or federal policy, rule, regulation, Law or ordinance to the contrary, SCN Personnel and SCN’s officers, agents, and subcontractors providing Technology Services under this Agreement shall not, under any circumstances, be considered employees of ANAHEIM, and shall not be entitled to any of the benefits or rights afforded employees of ANAHEIM, inc luding, but not limited to, sick leave, vacation leave, holiday pay, California Public Employees Retirement System benefits, health, life, dental, long-term disability or workers’ compensation insurance benefits. In the event that any of SCN’s Personnel o r SCN’s officers, agents or subcontractors providing work or Technology Services under this Agreement claims or is determined by a court of competent jurisdiction to be an employee of ANAHEIM for the purposes of any benefit provided by ANAHEIM, SCN shall indemnify, defend, and hold harmless ANAHEIM for any and all liability for payment of any past or future employee and/or employer contributions for such benefits on behalf of SCN or any of SCN’s Personnel or its officers, agents or subcontractors, as well a s for the payment of any penalties and interest on such contributions, which would otherwise be the obligation of SCN.
13 1.7. Certified Tourism Ambassador Program. All SCN Personnel (excluding temporary employees and subcontractors) will be required to participate in ANAHEIM’s Certified Tourism Ambassador (CTA) Program, which is dedicated to promoting the Anaheim/Orange County area and enhancing visitor experience at the AC C. Annual recertification is required. All costs including annual renewals is at SCN’s sole expense.
1.8. Uniforms and Appearance.
1.8.1. The appearance of SCN Personnel and SCN’s subcontractors, while on duty at the ACC, shall project a professional, businesslike image.
1.8.2. All of the SCN Personnel and SCN’s subcontractors assigned to work at the ACC shall wear a distinctive uniform and a photo identification badge that identifies them as an employee of SCN. SCN must obtain the approval of the Executive Director for the uniform design to be worn by its employees and any material changes thereto or alterations thereof, which approval shall not be unreasonably withheld.
1.8.3. The appearance of the SCN Personnel and SCN subcontractors must reflect a natural, clean, professional look and not be of a manner which draws attention to the employee, agent and/or representative while present at the ACC. SCN’s employees and agents shall adhere to ANAHEIM’s Operational Policies for Grooming (PER-001) and Dress Code (PER-002), as set forth more fully in Appendix D of the RFP.
1.9. Quality of Service . SCN acknowledges and agrees tha t providing sufficient and courteous staff, high quality equipment and “Products” (as defined below) at all times to users of the ACC is an essential and integral part of this Agreement. SCN acknowledges that the failure to provide the quality of Technology Services required under this Agreement, on a consistent basis, may be cause for termination of this Agreement, subject to ANAHEIM’s compliance with the
14 notice and cure periods provided in Section 3.19.3. One aspect of measuring the quality of Technology Services provided by SCN hereunder shall be the consistent responses to the quality of Technology Services questionnaires, which may be provided from time to time by the Executive Director to tenants, exhibitors or other users of the ACC that have utilized the Technology Services provided by SCN. The Executive Director shall provide SCN with the responses received from any such Technology Services questionnaires administered by the Executive Director within ten (10) days of receipt of such responses.
1.10. Marketing and Coordination.
1.10.1. SCN shall perform marketing activities in conjunctio n with ANAHEIM and the sales staff of the Visit Anaheim , and implement a marketing plan approved by the Executive Director, which approval shall not be unreasonably withheld, for the provision of technology equipment and Technology Services at the ACC, tha t will inform potential clients, exhibitors and attendees of its capability, expertise and status as the exclusive Technology Services provider for the ACC.
1.10.2. SCN shall independently negotiate and prepare all Technology Services contracts with clients, exhibitors and attendees of the ACC in accordance with the rate schedule attached hereto as Exhibit D. With the exception of a Price Adjustment, i ncreases in the ra tes shown on Exhibit D shall be mutually agreed upon by the Executive Director and SCN. SCN shall, upon request, be responsible for providing ANAHEIM with a copy of its contracts with clients, exhibitors or attendees of the ACC. Regardless of any negotia tions of billable rates by SCN, the License Fee due ANAHEIM shall be applicable to the negotiated invoice amount, unless otherwise agreed to in writing by the Executive Director.
15 1.10.3. Assistance to SCN’s Marketing Program . SCN shall perform marketing activities in conjunction with ACC and Visit Anaheim’s sales staff, and implement a marketing plan approved by ANAHEIM for the provision of technology equipment and services that will inform potential clients, exhibitors and attend ees of its capability, expertise, and status as the “exclusive” in-house technology provider.
SCN shall independently negotiate and prepare all technology contracts with clients, exhibitors and attendees. SCN shall negotiate technology contracts and devia te from all regular or discounted equipment, labor or creative services rates that may have been published by SCN or ANAHEIM; however, SCNS and ANAHEIM shall mutually establish a floor price for services. SCN shall, upon request, be responsible for provid ing ANAHEIM a copy of their contracts with clients, exhibitors or attendees at the time of their execution. Regardless of any negotiations of billable rates by SCN, the standard commission rate due ANAHEIM shall be applicable to the negotiated invoice amount unless agreed to by the ACC ED.
SCN shall establish and make available to ANAHEIM, for purposes of marketing, a Rate Schedule of Charges for technology equipment, services, and labor available to clients, exhibitors and attendees. Prior to publishin g, or revising such a schedule, ANAHEIM shall approve such rates. This provision does not restrict or limit the SCN from deviating from the published schedule of rates when negotiating or entering into a contract, within the limitations as described above.
1.10.4. Schedule of Charges.
1.10.4.1. Voice Services . SCN will implement a hosted, cloud -based solution as described in SCN’s proposal. In conjunction with the Hosted Voice implementation, SCN will perform an Office Cabling Modernization as part of SCN’s Capital Investment. The
16 project will include installing new Cat 6 cabling throughout the ACC staff offices . Beginning on the Effective Date of this Agreement and continuing thereafter throughout the Term, ANAHEIM agrees to and shall pay SCN, subject to any Price Adjustment, the sum of $3500.00 per month for 24/7 monitoring and on-site support of ANAHEIM’S telephony equipment, including all local and domestic telephone usage, moves, adds, or changes and standard telephone equipment for ANAHEIM personnel working at the ACC to ensure the effective operation of telephone and voicemail systems, including the telephone switches, desktop sets, voicemail and communications lines that make up the ACC telephone system. Subject to any Price Adjustment, ANAHEIM agrees to and shall pay SCN at the hourly rates of (i) $50.00 and (ii) $75.00 for overtime, for labor performed by SCN in connection with ANAHEIM’s request fo r upgrades, installation of new hardware and/or software provided by ANAHEIM or related projects (“Supplemental Services”).
In connection with any request made by ANAHEIM for Supplemental Services, SCN will promptly provide the Executive Director with a procurement authorization form describing the scope, cost, projected schedule and projected completion date for such project which the Executive Director shall approve prior to the commencement of work by SCN on the Supplemental Services.
If the procurement authorization form is acceptable to the Executive Director, he shall confirm in writing to SCN his approval of the Supplemental Services. Such scope of work, cost, projected schedule and projected completion date for such project may be modified by the mutual written agreement of the Executive Director and SCN. Monthly fees for voice services and Supplemental Services (if any) shall be invoiced monthly and due thirty (30) days from the receipt and approval by the Executive Director of an invoice therefor. Fractional months shall be prorated.
1.10.4.2. SCN Charges to ANAHEIM’s Business Partners . Beginning on the Effective Date of this Agreement and continuing thereafter throughout the Term, SCN agrees
17 to and shall charge ANAHEIM’s Business Partners for voice, data, television services, demarcation extension, floor work and internet services in accordance with the rates and charges shown on Exhibit D attached hereto, as such rates and charges may be adjusted by the Price Adjustment. Payment for such services furnished to ANAHEIM’s Business Partners shall not be an obligation of ANAHEIM. Rather, SCN shall independently charge ANAHEIM’s Business Partners for such services.
1.11. Operations.
1.11.1. Hours of Operation. At a minimum, SCN shall be staffed during all hours necessary to support event activities at the ACC, including move-in and move-out requirements of ANAHEIM’s tenants, exhibitors and attendees. SCN shall employ sufficient SCN Personnel to provide timely and high -quality support to all users of the ACC. To facilitate staff scheduling, ANAHEIM shall regularly provide SCN with an event schedule, which will include the estimated size and type of events. Each event shall be analyzed by SCN to determine the specific support requirements to ensure that adequate employees and quantities and types of equipment are in place to support the event in a timely and efficient manner. In addition to the staffing required for event coverage, ANAHEIM expects SCN to staff the office space o f the Assigned Premises during regular business hours, which are Monday through Friday from 8 am to 5 pm PST and PDT, each as applicable, and during all other hours of each day when equipment is in use for an event (or events) at the ACC.
1.11.2. Clean up . SCN shall, at its own cost and expense, at all times when providing Technology Services within the ACC, maintain and keep its Assigned Premises and any and all adjacent areas designated by the Executive Director for SCN’s use, including, but not limited to, the catwalks, free and clear from trash and other unsightly, unsafe or unsanitary objects
18 attributable to its operation. For the avoidance of doubt, SCN’s obligations to keep the adjacent areas designated by the Executive Director free and clear of trash and debris pertains only to the performance of the Technology Services it provides in such areas, it being understood that certain designated areas are shared by other vendors of the ACC for which SCN shall have no obligation to ensure their performance of such clean up and maintenance duties.
1.11.3. Deliveries. Deliveries of all supplies, goods, wares, merchandise and equipment shall be made at locations and times mutually agreed to by SCN and the Executive Director, provided, however, that the Executive Director shall not unreasonably withhold its agreement where such locations and times are reasonably established by SCN as necessary to provide the Technology Services and which do not otherwise unreasonably interfere with the operation of the ACC and/or ANAHEIM’s tenants, exhibitors and attendees.
1.11.4. Vehicles. The use of any mechanical or hand -operated vehicles or apparatus by SCN or by its suppliers within the ACC shall be regulated by the Operational Policies of the ACC or the Executive Director. A copy of such policies, as may be adopted or amended from time to time, shall be delivered to SCN in accordance with Section 4.1.
1.11.5. Safety. SCN shall maintain a safe working env ironment at all times and must comply with all Laws which may apply to the performance of this Agreement. SCN shall ensure proper and safe cable routing and equipment locations. Where SCN equipment, materials or labor are deployed, SCN shall likewise ens ure safe and unobstructed passage of pedestrian traffic in all public and leased spaces of the ACC. ANAHEIM reserves the right to inspect SCN’s work to ensure compliance and safe practices. SCN shall promptly correct any identified unsafe conditions. SCN shall participate in the ACC Safety Committee.
19 1.11.6. Americans with Disabilities Act (ADA) Requirements. From time to time, and as required, SCN may be required to augment the Technology Services to include system enhancements to better serve disabled patrons. Such services shall be billable by SCN to the client, exhibitor, attendee or other persons, as appropriate.
1.11.7. Installation and Maintenance of Equipment . SCN agrees that it (i) shall install all equipment, including upgrades and new equipment at the A CC in compliance with all applicable building codes and Laws, (ii) shall take all reasonable precautions to protect the areas of the ACC adjacent to such installation, (iii) shall not cause permanent damage to the ACC, (iv) shall not materially interfere w ith the operation of the ACC or its systems, and (v) shall coordinate such upgrades and installations with the Executive Director, which installations and upgrades shall be subject to the Executive Director’s prior approval, which approval shall not be unreasonably withheld.
SCN shall be liable and responsible for any damages to the ACC resulting from SCN’s actions pursuant to this Agreement. No cutting, drilling, notching or altering of any kind shall be done to the ACC without the prior written permission from the Executive Director, which approval shall not be unreasonably withheld. SCN shall keep its working areas free from debris of any kind and shall remove from the ACC, in a manner reasonably acceptable to the Executive Director, all refuse and debris resulting from SCN’s work at the ACC.
PART II - SERVICES TO BE FURNISHED BY ANAHEIM
2.0. Documents. ANAHEIM will, upon request, provide SCN with copies of existing drawings, maps, and other existing information relevant to the Technology Services to be performed, as may be readily available to or in the possession of ANAHEIM and will assist SCN in researching the records relating to the ACC as may be readily available to ANAHEIM or in its possession.
20 2.1. Equipment Installation . ANAHEIM shall cooperate in the installation, maintenance, testing and repair of equipment required by SCN to provide the Technology Services, including timely provision of necessary records and information, access to the premises and execution of necessary authorizations to permit installation of equipment required by the Scope of Services to be installed by SCN at the ACC. In addition, ANAHEIM shall coordinate, cooperate and work with (and affirmatively and proactively assist) SCN and other providers or vendors of technology services at the ACC with cross-over issues to facilitate SCN’s objectives and to protect SCN’s rights as the exclusive Technology Services provider pursuant to Section 1.3 hereof.
2.2. Use of Premises.
2.2.1. Occupancy and Access by SCN. ANAHEIM hereby agrees to permit SCN to use or occupy, without cost, portions of the ACC as set forth herein.
2.2.2. Space. As of the Effective Date of this Agreement, ANAHEIM shall, at its sole cost and expense, provide office and storage space in the ACC for use by SCN and its staff during the Term of this Agreement (the “Assigned Premises”). SCN shall have the right to occupy the Assigned Premises solely in connection with providing Technology S ervices under this Agreement and for such other business as is necessary and incidental thereto.
2.2.3. The Assigned Premises sh all include office space located on the southern end of the ACC’s Mezzanine Level, consisting of four (4) carpeted offices, approximately 1,565 square feet in size, and storage space in Hall C . The offices shall contain the standard power, air conditioning, telephone and data outlets. SCN shall be responsible for the cost of any further improvements or alterations desired in the offi ces, including the installation of all necessary cabinets, furniture, fixtures, equipment and any additional power, air-conditioning, telephone and data outlets, which are appropriate to meet the needs of SCN and its staff for the provision of
21 Technology Services pursuant to this Agreement. SCN will also have non-exclusive access to the “Switch Room” located on the ACC Mezzanine Level, consisting of approximately 1,840 square feet. ANAHEIM agrees that it will only prov ide Switch Room access to authorized personnel approved in advance by the Executive Director. It is understood and agreed that, as of the Effective Date of this Agreement, ANAHEIM has provided an adequate amount of space commensurate with existing staffing levels.
2.2.4. Alteration to Premises. No excavation, additions or alterations shall be made by SCN to the ACC and its Assigned Premises without the prior written consent of the Executive Director, which consent he may give or withhold in his sole discretion. The use of the ACC and the Assigned Premises by SCN and its personnel and subcontractors in any manner other than that authorized herein must be approved by the Executive Director.
2.2.5. ANAHEIM will make available to SCN exclusive secured space in the ACC’s Switch Room and exclusive storage space as may be reasonably required by SCN to provide the Technology Services. ANAHEIM shall, at all times, have access to such space upon reasonable notice to SCN. Notwithstanding t he above, in case of emergency, ANAHEIM shall have immediate access without notice to SCN. SCN shall secure the space allocated to it as approved by the Executive Director.
2.2.6. ANAHEIM will provide necessary space for risers, conduit sleeves and similar equipment and rooftop access, as determined to be necessary by SCN, for the erection, use and maintenance of SCN’s antennae at the ACC.
2.2.7. Telephone and Data Services. The Assigned Premises will include standard telephone and data outlets for SCN’s use; howev er, SCN is responsible for paying for its own equipment, monthly telephone charges, and long-distance charges.
22 2.2.8. Utility Services. ANAHEIM shall provide, at no additional cost to SCN, adequate lighting, electrical sources, air conditioning, heat, water, a nd ventilation for areas occupied or used by SCN, including separate electrical source, circuits, and power as necessary to meet the manufacturers’ specifications for equipment used by SCN to provide the Technology Services.
2.2.9. Access for SCN. Access will be provided for SCN Personnel (including temporary employees), and SCN’s subcontractors, agents, and representatives to all areas of the ACC as necessary to provide the Technology Services, subject to compliance by such persons with the security policie s and procedures set forth in Section 2.2.11. Following such compliance, security badges shall be issued to such persons.
2.2.10. Parking. ANAHEIM will provide to SCN, parking spaces for SCN Personnel (including temporary employees) and SCN’s subcontractors, all at no cost to SCN, in a location specified by the Executive Director, in his sole discretion, as such parking is reasonably available.
2.2.11. Access to ACC. Access to all areas of the ACC by SCN Personnel and SCN’s subcontractors, temporary employees, agents, and/or representatives shall be subject to ANAHEIM’s security policies and procedures, as may be established by ANAHEIM from time to time. ANAHEIM shall have th e power to adopt, amend and repeal such policies and procedures as it deems reasonable. A copy of the policies and procedures, as they may from time to time be adopted, amended or repealed, or a notice setting forth the adoption, amendment or repeal of specific portions of said policies and procedures shall be delivered to SCN in accordance with Section 4.1. SCN shall ensure that its personnel (including temporary employees), subcontractors, agents, and representatives comply with such policies and procedures.
23 2.2.12. SCN shall not use the Assigned Premises or any other portion of the ACC to which it has access for any purpose outside the scope of this Agreement.
2.2.13. Acceptance of Premises. SCN accepts the Assigned Premises in its present condition and acknowledges it has inspected same and is fully cognizant of existing conditions.
Improvements made to the Assigned Pre mises must be approved by the Executive Director prior to the commencement of any work, which approval shall not be unreasonably withheld.
2.2.14. Incidental Expenses. SCN acknowledges that, except as expressly provided otherwise in this Agreement, expenses tha t SCN incurs in performing the Technology Services (including clerical, administrative, insurance, management, travel and lodging, document reproduction and shipping, desktop equipment and other office equipment required by SCN Personnel other than furnitu re and equipment provided by ANAHEIM) are included in SCN’s charges and rates set forth in this Agreement. Accordingly, such SCN expenses are not separately reimbursable by ANAHEIM unless ANAHEIM, in its sole discretion, has agreed in advance and in writing to reimburse SCN for such expense.
2.2.15. Protection and Repair.
2.2.15.1. SCN shall take timely, reasonable, and necessary action to protect and preserve all property in the possession of SCN in which ANAHEIM has an interest.
2.2.15.2. SCN agrees to use commercially reasonable efforts to not commit, permit, or allow any injury or damage to any part of the ACC, the Assigned Premises and any appurtenances thereto. If SCN breaches the conditions hereof, ANAHEIM, subject to its compliance with the notice and cure periods provided in Section 3.19.3, is expressly authorized to restore the ACC, the Assigned Premises or other appurtenances (as may be applicable) and to make such repairs a s may be necessitated by any such injury or damage, and SCN agrees to pay
24 ANAHEIM within ten (10) calendar days after the receipt of a statement of the cost of such repairs the full amount due as shown on the statement.
2.2.16. ANAHEIM’s Access to Premises. ANAHEIM shall have the right to enter the Assigned Premises, at reasonable times during normal operating hours, to inspect and determine if SCN has complied and is complying with the terms and conditions of this Agreement.
ANAHEIM may enter the Assigned Prem ises at any time, in the case of an emergency affecting the public interest or property.
2.2.17. Surrender of Assigned Premises.
2.2.17.1. SCN shall peaceably surrender and deliver to ANAHEIM possession of the Assigned Premises with appurtenances and improvements thereupon (other than those owned by SCN), together with any other portion of the ACC occupied by or in the possession of SCN under the terms of this Agreement, on the date of termination of this Agreement in the same condition as when received or to a condition reasonably satisfactory to ANAHEIM, and in a good, clean and sanitary condition, ordinary use and wear thereof and damage by fire, other casualty, act of God or by the elements excepted.
2.2.17.2. Upon termination of this Agreement, SCN shall remove from the Assigned Premises, under the supervision of the Executive Director, its office furniture and/or fixtures, and other personal property in such a manner as to cause no damage to the Assigned Premises or to any other portion of the ACC occupied by or in the po ssession of SCN under the terms of this Agreement, and in the event of any such damage, SCN agrees, at its own cost and expense, to repair and/or restore the Assigned Premises or any other portion of the ACC occupied by or in the possession of SCN under the terms of this Agreement to the same condition as when received or to a condition reasonably satisfactory to ANAHEIM, and in a good, clean and sanitary
25 condition, ordinary use and wear thereof and damage by fire, other casualty, act of God or by the elements excepted. ANAHEIM shall bear no responsibility for any lost or stolen items or personal property owned by SCN or SCN’s Personnel or subcontractors.
2.2.17.3. If SCN fails or neglects to remove all or any portion of its office furniture or fixtures, and/or per sonal property within fifteen (15) calendar days after the termination of this Agreement, ANAHEIM, through the Executive Director, at his sole option and upon five (5) days prior written notice to SCN, may either remove and/or dispose of the same and charge the cost of such removal and/or disposal to SCN, which costs SCN hereby agrees to pay, or ANAHEIM may consider the same to be abandoned and take title thereto in the name of the City of Anaheim.
PART III - TERMS OF AGREEMENT
3.1. Term. The initial term of this Agreement shall commence on the Effective Date and shall terminate on the close of business on September 30, 2031 (the “Initial Term”), unless sooner terminated as provided herein. At the conclusion of the Initial Term, the Parties shall have the right, by mutual consent, to extend the Initial Term of this Agreement for the following successive one-year periods:
• Extension commencing on October 1, 20 31 and terminating on September 30, 2032; and
• Extension commencing on October 1, 20 32 and terminating on September 30, 2033; and
• Extension commencing on October 1, 20 33 and terminating on September 30, 2034.
The Parties acknowledge and agree that this Agreement is subject to annual fiscal appropriations by ANAHEIM’s City Council. In the event that the City Council of ANAHEIM
26 fails to appropriate sufficient money for any year during the Term, the Parties agree to attempt to renegotiate the terms of this Agreement to coincide with the levels of appropriation. Subject to Section 3.19.3, if the Parties are unable to renegotiate such terms, either Party may cancel this Agreement. SCN and ANAHEIM shall be entitled to compensation according to this Agreement to the date the cancellation becomes effective. Termination for lack of appropriation shall not be deemed termination for cause.
3.2. Compensation.
3.2.1. License Fee. No later than the twentieth (20th) day of each month during the Term of this Agreement, SCN shall provide an accurate and complete statement of Gross Revenue for the preceding month, including year-to-date totals, which shall include a detailed statement of all receipts or revenue generated at the ACC by SCN. Concurrent with the delivery of each monthly financial statement of Gross Revenue, SCN hereby agrees to and shall pay to ANAHEIM 60% of Gross Revenue received by SCN for the preceding month (herein referred to as the “License Fee”). At any reasonable time and from time to time, but not more than once per year, as ANAHEIM may deem appropriate, ANAHEIM may audit SCN’s books and records, in so far as they relate to Gros s Revenue, to verify that SCN’s payments to ANAHEIM pursuant to this Section 3.2.1 have been properly and accurately calculated. If any monthly License Fee is not received by ANAHEIM on or before the twentieth (20 th) day of each month, then, in addition to the remedies conferred upon ANAHEIM under this Agreement (including the right to declare such late payment, which remains uncured pursuant to Section 3.19.3, an event of default), a late charge of ten percent (10%) of the amount due and unpaid will be added to the delinquent amount to compensate ANAHEIM for the expense of handling the delinquency (“Late Fee”). In addition, so long as such payment is delinquent, the unpaid License Fee (or any unpaid portion thereof) shall
27 bear interest at the rate of the lesser of (a) twelve percent (12%) simple interest per annum (the “Default Rate”) or (b) the maximum interest rate that may lawfully be charged by ANAHEIM, calculated based on a three hundred sixty (360) day year, but computed for the actual number of days in the period for which interest is charged (“Default Interest”).
3.2.1.1. “Gross Revenue ” shall mean, without duplication, the amount billed by SCN to ANAHEIM’s clients, exhibitors, attendees, and any other person or entity as a result of the service rights granted under this License Agreement, not including applicable sales taxes, regulatory fees, regulatory surcharges (not surcharges billed by ANAHEIM), or regulatory and other tax surcharges billed by SCN, deposits (until used for Technology Services), service adjustments, cancellations and refunds, billings for recovery of non -returned, lost or damaged service equipment, amounts billed to ANAHEIM, revenue paid directly to ANAHEIM from third party contracts administered by SCN, and pass -through equipment rental fees (without mark -up by SCN) approved by ANAHEIM. Any mark -up on rental equipment, above SCN’s actual cost, shall be considered Gross Revenue. For the avoidance of doubt, the term “ Gross Revenue” (i) shall include revenues received by SCN as a result of services provided to any hotel, its clients or guests which are asso ciated with an event at the ACC and (ii) shall not include revenues from services provided to ACC business partners, including but not limited to : (a) Exclusive Food and Beverage Provides; (b) Preferred Audio -Visual & Exclusive Rigging Provider; and, (c) Anaheim/Orange County Visitor & Convention Bureau..
3.2.2. Technology Reserve Fund.
3.2.2.1. Creation of Technology Reserve Fund . Within ten (10) business days following the Effective Date of this Agreement, SCN shall establish a Technology Reserve Fund (“Technology Reserve Fund”). During the Term, SCN shall not make any expenditure from
28 the Technology Reserve Fund without the approval of ANAHEIM, which approval shall not be unreasonably withheld or delayed.
3.2.2.2. Technology Reserve Funds. In addition to and concurrent ly with payment of the License Fee each month, SCN hereby agrees to and shall allocate three percent (3%) of its Gross Revenue for the preceding month to be used in connection with expenditures to be made from the Technology Reserve Fund (herein referred t o as the “ Technology Reserve Funds”).
3.2.2.3. Use of the Technology Reserve Funds . During the Term of this Agreement, the Technology Reserve Fund shall be used by SCN to procure such hardware, software, materials and equipment, and for the installation, addit ion, alteration or changes to the ACC deemed necessary and appropriate for the integration thereof into the ACC, and for such other uses as shall be agreed to in writing by both Parties. All hardware, software, materials and equipment procured by SCN using funds from the Technology Reserve Fund and Capital Investment Commitment shall be referred to herein collectively as the “Products”.
All charges and costs incurred by SCN in connection with the installation, alterations, additions or changes to the ACC deemed necessary and appropriate for the integration of Products in or at the ACC shall be paid out of the funds referenced in and pursuant to Sections
3.2.2 and 3.2.3, as applicable. ANAHEIM shall not be required to pay any costs or any portion of the price for the procurement, installation, alteration, addition or change to the ACC in connection with the integration of the Products in or at the ACC. All Products procured out of the Technology Reserve Fund, that may be installed or placed in or about the ACC from time to time, during the Term of this Agreement, shall be and become the property of ANAHEIM upon the time of acceptance by ANAHEIM.
29 At the end of the Term any amounts allocated to the Technology Reserve Fund shall be paid over to ANAHEIM and be used at the ACC in the sole discretion of ANAHEIM, and SCN shall have no rights with respect to such amounts.
3.2.3. Capital Investment In addition to the License Fee and the Technology Reserve Funds, SCN hereby agrees to and shall allocate up to the sum of Two Million One Hundred Fifty Thousand and No/100 Dollars ($2,150,000) in accordance with the terms of this Section 3.2.3 (“Capital Investment in order to complete the Infrastructure Upgrade, which amount shall be allocated and available for use to complete the Infrastructure Upgrade upon the date that such funds are deemed by the Executive Director to be needed for such purposes. The Capital Investment shall be used by SCN to procure new hardware, software and materials and equipment, as more fully described in Exhibit B hereto, and for installation thereof, including the alteration, addition or changes to the ACC, needed for (a) replacement of the entire existing network c ore gear, access and edge switches and access points at the ACC for which SCN assumes operational responsibility under this Agreement, which will include, among other things, a certified Cisco survey and wireless network design to ensure comprehensive cove rage throughout the ACC (the “Network Upgrade ”), and, together with, the Network Upgrade Commitment, collectively, the “Infrastructure Upgrade”). The Capital Investment shall be allocated by SCN as follows:
(A) The sum of $2,000,000 for the Network Upgrade (the “Network Upgrade”). For the avoidance of doubt, any amount in excess of the Network Upgrade necessary to complete the Network Upgrade Commitment shall be allocated from and paid for with the Technology Reserve Funds; (B) The sum of $150,000 for (the Hosted Voice Upgrade Commitment) SCN will replace the current PBX system and implement a hosted, cloud-based
30 solution as described in SCN’s proposal. In conjunction with the Hosted Voice implementation, SCN will perform an Office Cabling Modernization. The project will include installing new Cat 6 cabling throughout the ACC staff offices.
3.2.4. Smartphones and Tablets. SCN shall provide to ANAHEIM, at no cost or expense to ANAHEIM, a total of four (4) \smartphones (iPhones or similar) and a total of four (4) \tablet computers (iPad or similar), the selection of the type and model thereof shall be as determined by the Executive Director. SCN shall arrange for delivery of the smartphones and tablet computers within thirty (30) days following the Executive Directo r’s notice to SCN of the identification of the type and model thereof; provided, however, the timing of delivery for such devices shall be subject to availability and shipping time from the vendor. Each such smartphone will be upgraded/replaced by SCN every two (2) years and each such tablet computer will be upgraded/replaced by SCN every three (3) years. The previous devices will be returned to Smart City, reset to factory settings, and working condition upon delivery of the upgraded devices. If in the event that any of the smartphones or tablets are damaged, the cost to repair or replace such damaged equipment shall be paid out of funds available in the Technology Reserve Fund.
Smartphones and tablets shall include applicable cellular data/Wi -Fi connection capabilities and SCN shall pay for the costs of such equipment and the associated data plans selected by SCN, provided that SCN shall not be responsible for data plan overage charges or for breakage or loss of such smart phones or tablet computers.
3.3. Authorizations to Procure . The Parties acknowledge and understand that SCN’s right to procure Products pursuant to this Agreement is dependent upon the pricing and/or other terms that SCN may secure on behalf of ANAHEIM. SCN’s right to procure Products pursuant to
31 this Agreement shall be subject to the procurement authorization procedures set forth in Section
1.10.4.1. Procurement authorizations must be executed by authorized representatives of the Parties to be valid. The following terms and conditions shall apply with respect to all Products procured by SCN pursuant to this Agreement:
3.3.1. SCN shall procure and maintain all software and hardware, including annually recurring maintenance and licensing agreements, in its name until the time of acceptance by ANAHEIM. Thereafter, the license agreements pertai ning to the software and title to the hardware will automatically transfer to ANAHEIM.
3.3.2. All software procured will be subject to the third party vendor’s standard licensing agreement.
3.3.3. To the maximum extent allowable by the third party hardware and software vendors, with regard to the Products, SCN shall pass-through to ANAHEIM all manufacturers’ warranties offered by such third party vendors. SCN makes no other warranties whatsoever, express or implied, with regard to the Products provided.
3.4. Infrastructure Upgrade . SCN shall commence and continuously perform the services in connection with the Infrastructure Upgrade, as further described in this Agreement and in Exhibit B hereto, until the completion of such upgrade in accordance with a schedule approved by the Executive Director. Within sixty (60) days of the Effective Date of this Agreement, SCN shall provide to the Executive Director an Infrastructure Upgrade plan, setting forth a schedule and detailed requirements and procedures relating to the implementation and performance of the Infrastructure Upgrade. SCN shall cause the Infrastructure Upgrade to comply with the Infrastructure Upgrade plan, all applicable Laws and the reasonable requirements of ANAHEIM’s
32 hazard insurance carrier (to the extent that SCN is informed of any reasonable requirement of such insurer).
3.5. Extra Services. Except as specifically set forth under Section 0 (New Services) of this Agreement or in this Section 3.5, no additional services beyond the Scope of Services shall be rendered by SCN unless previously authorized in writing by the Executive Director or otherwise in accordance with this Section 3.5.
3.5.1. Technological Improvements. The Parties agree that the Scope of Services may evolve and be supplemented, modified, enhanced, and/or replaced from time to time during the Term. From time to time during the Term, but not less than once each year, SCN shall suggest, and the Parties will consider, along with other factors affecting ANAHEIM’s need for Technology Services, any changes needed or desired to keep pace with and utilize, the latest and most useful technological advancements and improvements. Procurement of Products associated with any such technological advancements and improvements shall be subject to Section 3.3 of this Agreement.
3.5.2. SCN Improvements. As part of the Scope of Services, SCN shall continuously evaluate new and better ways to improve its performance of the Technology Services, including evaluating changes derived from improved performance capabilities based upon advances in available techn ology and methods that are suitable for use in performing the Technology Services, the increased capabilities of any hardware or software used or acquired for use by ANAHEIM, changes in the operations of ANAHEIM and the environment of the ACC, and other changes in circumstances, and shall suggest improvements that are commercially reasonable to ANAHEIM and implement such improvements, which shall be paid out of the Technology Reserve Fund, for ANAHEIM as soon as practicable, subject to the approval of the Executive
33 Director. Procurement of Products associated with any such technological improvements shall be subject to Section 3.3 of this Agreement.
3.5.3 Management of Cellular Service Providers.
3.5.3.1 SCN will function as liaison with the three (3) cellular service providers that currently have equipment located at the ACC. This would include reviewing requests from current cellular service providers for installations, upgrades, modifications, removals, etc., and providing recommendations regarding subsequent requests from the carriers to the ACC as their business par tner and technology consultant for a total of ten (10) hours of managed services per month at no cost. Should services be required during the month that are either in excess of (ten) 10 hours or for a provider not currently contracted with, SCN shall bill ANAHEIM a rate of $150 per hour.
3.5.3.2 SCN also acknowledges that ANAHEIM may amend, modify, supplement or extend the Existing Cellular Services Agreements, or may enter into new agreements after the expiration of the Existing Cellular Services Agreements with one or more of said licensees or lessees or with other entities for the installation, operation and maintenance of facilities and equipment necessary for receiving and/or transmitting cellular voice and cellular data services to the cellular customers of the licensees or lessees with whom ANAHEIM may contract. SCN hereby agrees to and shall notify ANAHEIM if SCN determines that the signal of any Technology Carrier, including those that are parties to an Existing Cellular Services Agreement, have interfered with the provision of any signal or Technology Services provided by SCN pursuant to the terms and conditions of this Agreement. Upon receipt of such notice from SCN and in consultation and cooperation
34 with SCN and its recommendations, ANAHEIM agrees to use best efforts to rectify any such i nterference in a timely manner. ANAHEIM represents the Existing Voice/Data Services Agreements are limited to the provision of cellular voice and cellular data services to cellular customers and will not authorize the provision of services competitive wit h the Technology Services that have been exclusively granted to SCN pursuant to the terms and conditions of this Agreement
3.6. Financial Reports and Budget.
3.6.1. Reports. In addition to the periodic reports described in Section 3.2.1 (License Fee) and herein below, SCN shall furnish ANAHEIM with any non-financial reports that ANAHEIM may reasonably request from time to time in such form, covering such information concerning its operations at the ACC, and with such frequency, as the Executive Director may reasonably request. The provision of such reports shall be considered part of the Scope of Services, and requested reports may include, but are not limited to, information regarding SCN’s performance of the Technology Services, end-user satisfaction and asset management. SCN shall promptly, but no later than two (2) business days after gaining knowledge thereof, inform ANAHEIM of any material deficiencies, omissions, or irregularities in ANAHEIM’s requirements or in SCN’s performance of the Technology Services that come to SCN’s attention. SCN shall furnish to ANAHEIM any existin g and future research and development resources, such as published materials and industry studies, that might assist ANAHEIM in setting its Technology Services policies, goals, requirements and standards.
SCN shall keep complete records of its accounts, op erations and all transactions associated with the performance of Technology Services throughout the Term of this Agreement and for a minimum period of three (3) years beyond the termination of this Agreement. If any
35 litigation or other similar claim is ma de or audit commenced during the Term of this Agreement or within three (3) years following the termination of this Agreement, SCN shall maintain the records until all such litigation or claims or audit findings involving records has been fully resolved.
3.6.2. Financial Reports . SCN shall maintain and submit to ANAHEIM upon request, at a minimum, the following reports pertaining to the Technology Services performed in accordance with and during the Term of this Agreement:
3.6.2.1. Statement of Revenue and Annual Reports. Within sixty (60) days of the end of each calendar year of the Term, SCN shall provide ANAHEIM a complete statement of revenue showing in all reasonable detail the amount of Gross Revenue received by SCN from the performance of the Technology Services during the just-completed calendar year.
3.6.2.2. Summary of Sales by Show or Event . SCN shall submit a report on a monthly basis to ANAHEIM showing sales generated by SCN at the ACC in accordance with the reasonable requirements of ANAHEIM. Such report shall be included with each payment of the License Fee and shall indicate the Gross Revenue earned on a “show-by-show” basis.
3.6.3. Annual Budget. SCN shall, on an annual basis, prior to December 31st of each calendar year remaining during the Term of this Agreement, provide to the Executive Director a sales and marketing plan that details SCN’s sales and marketing plans for the next year, which shall be subject to the review and approval of the Executive Director, which approval shall not be unreasonably withheld or delayed. A budgetary projection of the anticipated Gross Revenue for the upcoming fiscal year (ACC fiscal year is July 1 – June 30) shall be included in the sales and marketing plan.
36 3.6.4. Schedule Rate Sheet of Charges. SCN’s Schedules for the Rate of Charges for all Technology Services proposed to be charged to ANAHEIM’s Business Partners, tenants, exhibitors and attendees for the initial contract year of the Term are attached hereto as Exhibits D and E, respectively. Subject to any Price Adjustment, th e proposed adjustments to the Schedule for Rate of Charges for outlying years shall be mutually agreed upon by the Executive Director and SCN.
3.7. Audit, Inspection and Examination of Records.
3.7.1. General. In order to fully realize its objectives, with reasonable advance written notice at reasonable times and not more frequently than once per year, ANAHEIM shall have full and free access to, and the right to audit and to make excerpts and transcripts from , any and all pertinent books, accounting records, documents, invoices, papers and the like of SCN or in the possession of SCN, regarding the Technology Services provided under this Agreement to the extent reasonably necessary to ensure that ANAHEIM is receiving the appropriate amount due to it and is paying only the amounts to which SCN is properly entitled (“Contract Records”).
3.7.2. Contract Records. With respect to the performance of Technology Services and as reasonably needed to validate SCN’s compliance with this Agreement, SCN shall maintain complete and accurate Contract Records on an ongoing basis, prepared during the same time period as the performance of the Technology Services, and in sufficient detail for an auditor to understand the nature and sc ope of such services. During the Term of this Agreement, SCN shall retain Contract Records and reports provided to ANAHEIM pursuant to Section 3.6.1 in accordance with ANAHEIM’s record retention policy which, as of the Effective Date, is for a period of ten (10) years following the termination or expiration of this Agreement (the “ Record Retention Policy”).
The Parties hereto agree that the Record Retention Policy may be modified from time to time by
37 ANAHEIM, in which event ANAHEIM agrees to promptly provide SCN with a copy thereof in accordance with Section 4.1. SCN shall ensure that as part of its disaster recovery and business continuity obligations, it will protect all Contract Records and reports provided to ANAHEIM pursuant to Section 3.6.1 and ensure that they are fully and completely backed-up and recoverable in the event of a disaster.
3.7.3. Recordkeeping. SCN shall maintain the Contract Records, including, transaction-level documentation, such as supporting invoices, purchase orders, bills of lading, exemption certificates and other relevant documents, and in so doing shall comply in all material respects with all applicable Laws. Such records and books, and the accounting controls related thereto, shall be sufficient to provi de reasonable assurances that: (a) transactions are recorded so as to permit the preparation of SCN’s financial statements to maintain accountability for its assets and (b) the recorded accountability for assets is compared with the existing assets at reas onable intervals and appropriate action is taken with respect to any differences. SCN shall retain and maintain accurate records and documents relating to performance of the Technology Services under this Agreement in accordance with the procedures set forth in Section 3.7.2 until the end of the record retention period set forth in the Record Retention Policy.
3.7.4. Third Party Audits. ANAHEIM may be subject to regulat ion and audit by governmental bodies, standards organizations, other regulatory authorities, or other parties under contract with ANAHEIM under applicable Laws, rules, regulations, standards or contract provisions. If a governmental body, standards organization, other regulatory authority, customer, client or other party to a contract with ANAHEIM exercises its right to examine or audit ANAHEIM’s books, records, documents or accounting practices and procedures pursuant to such Laws, rules, regulations, sta ndards or contract provisions, SCN shall provide all assistance
38 reasonably requested by ANAHEIM in responding to such audits or requests for information to the extent they relate to SCN’s obligations under this Agreement (including allowing ANAHEIM to cond uct an audit to the extent permitted pursuant to Section 3.7.1), and shall do so in an expeditious manner to facilitate the prompt closure of such third party audit or request.
3.7.5. SCN will be notified in writing of any exception taken as a result of an audit.
Any adjustments and/or payments which must be made as a result of any such audit or inspection of SCN’s invoices and/or records shall be made within thirty (30) days from presentation of ANAHEIM’s findings to SCN. If SCN fails to make such payment, SCN agrees to pay interest, accruing monthly, at a rate of ten percent (10%) per annum. Interest will be computed from the date of written notification of exception(s) to the date SCN reimburses ANAHEIM for any such exception(s). If an audit inspection or ex amination in accordance with this Section 3.7 discloses overcharges or under reporting (of any nature) by SCN to ANAHEIM in excess of one percent (1%) of the amoun t of the License Fee of the contract that was audited, the actual cost of ANAHEIM’s audit shall be reimbursed to ANAHEIM by SCN. SCN reserves the right to review ANAHEIM’s audit and contest any exception it takes therewith. ANAHEIM shall, and cause its representatives to, in an expeditious manner, cooperate with and provide all assistance reasonably requested by SCN in responding to any request made by SCN in connection with its review of or exception taken to any such audit conducted by ANAHEIM.
3.8. Existing Services Agreements.
3.8.1. It is expressly understood that ANAHEIM has contractual agreements for various services on an exclusive or partially-exclusive basis (the “Existing Services Agreements”) with the following SCNs:
A. Food and Beverage (Aramark Sports & Entertainment Services, LLC)
39 B. Audio-Visual/Rigging Services ((Encore)
CONTRACTOR also acknowledges that ANAHEIM may amend, modify, supplement or extend the Existing Serv ices Agreements, or may enter into new agreements after the expiration of the Existing Services Agreements with one or more of said contractors or with other entities for the services provided under the Existing Services Agreements.
3.9. Licenses and Permits . SCN is responsible for obtaining all licenses, approvals, permits and authorizations required by applicable Laws which SCN is required to have in order to perform the Technology Services and, except as otherwise agreed to in writing by the Parties or as otherwise provided in this Agreement, has financial responsibility for all fees, costs and taxes associated with such licenses, approvals, permits and authorizations. SCN shall provi de to ANAHEIM all such licenses, approvals, permits and authorizations within three (3) business days after SCN’s receipt of ANAHEIM’s request therefor.
3.10. Taxes; Possessory Interest Taxes.
3.10.1. SCN shall pay any and all taxes, including, but not limited to, real property, personal property, sales tax and possessory interest or use tax, assessed or levied on SCN’s interest in this Agreement, SCN’s real or personal property, and/or improvements owned by SCN constructed in ANAHEIM’s property by SCN.
3.10.2. SCN acknowledges and agrees that this Agreement may create a possessory interest in SCN in the otherwise tax-exempt facilities at the ACC. SCN agrees that it shall be liable to pay any such applicable possessory interest assessments or taxes as may be levied against the ACC due to use of, or Technology Services performed at, the ACC by SCN; provided however, that nothing herein shall be construed to limit SCN’s right to challenge all or any part of any such
40 assessment or tax. SCN expressly indemnifies ANAHEIM from any liability for such possessory interest assessments or taxes imposed on SCN during the Term.
3.11. Professional Practices.
3.11.1. All Technology Services to be provided by SCN pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional contractors providing similar services to the convention and meeting industry and which reflect current trends and technologies in that industry. SCN warrants that it is familiar with all L aws that may affect its performance of this Agreement and shall advise ANAHEIM of any changes in any Laws that may materially and adversely affect SCN’s performance hereunder. Failure to comply with these provisions shall constitute a material breach for purposes of Section 3.19.3 of this Agreement and shall be subject to the notice and cure periods set forth therein.
3.11.2. SCN assumes responsibility for any and all negligence, errors or omissions that SCN commits and any and all such negligence, errors or omissions committed by a subcontractor of SCN in performance of this Agreement.
3.12. Indemnification.
3.12.1 As respects acts, errors or omissions in the performance of professional services, SCN agrees to indemnify and hold harmless ANAHEIM, its officials, officers, and employees from and against any and all claims, losses, damages, defense costs, or liability, of any kind or nature, to the extent directly arising out of the negligent acts, errors or omissions of the SCN or any SUB-AGENT in the performance of professional services under this Agreement.
3.12.2 As respects all acts, errors or omissions that do not directly arise out of the performance of professional services, including but not limited to those acts, errors or
41 omissions typically covered by general and automobile liability insurance, SCN agrees to indemnify, defend (at ANAHEIM'S option), and hold harmless ANAHEIM, its officials, officers, employees, agents, and representatives from and against any and all claims, losses, damages, defense costs, or liability, of any kind or nature (collectively referred to hereinafter as “Claims”), arising out of or in connection with SCN’S (or SCN'S AGENT or SUB-AGENT, if any) acts, errors, omissions, or work, relative to this Agreement; except for those Claims that arise out of the sole negligence or willful misconduct of ANAHEIM.
3.12.3 The obligations set forth in this indemnification provision (i) shall be in effect without regard to whether or not ANAHEIM, SCN, or any other person maintains, or fails to maintain, insurance coverage, or a self-insurance program, for any such Claims; and (ii) shall survive the termination of this Agreement.
3.12.4 Each Party hereto shall give to the other prompt and timely written notice pursuant to Section 4.1 (a “Claim Notice”) of any claim made or suit initiated within its knowledge that in any way, directly or indirectly, contingently or otherwise, affects or might affect the other Party. SCN may assume, at its sole option, control of the defense, appeal or settlement of any third party claim that is reasonably likely to give rise to an indemnification claim pursuant to this Section
3.12 (an “Indemnified Claim”) by sending written notice of the assumption to the ANAHEIM Indemnitee on or before ten (10) business days after receipt of a Claim Notice to acknowledge responsibility for the defense of such Indemnified Claim and undertake, conduct and control, through reputable independent counsel of its own choosing and at SCN’s sole cost and expense, the settlement or defense thereof. If SCN assumes control of the defense pursuant to this Section3.12, the ANAHEIM Indemnitee (a) shall fully cooperate with SCN in connection therewith and (b) may participate in the defense of the same to the extent of its own interest and
42 employ, at any time, separate counsel to represent it, provided that, if the ANAHEIM Indemnitee chooses to use its own counsel, it is solely res ponsible for the costs and expenses of any such separate counsel and SCN shall continue to control such defense. In the event that SCN is required to defend the ANAHEIM Indemnitees (or any of them), ANAHEIM shall have and retain the right to approve any a nd all settlements in connection therewith, which approval shall not be unreasonably withheld.
3.13 Insurance. Without limiting ANAHEIM’S right to indemnification, it is agreed that SCN shall secure, prior to commencing any activities under this Agreement, and maintain, during the term of this Agreement, insurance coverage as follows:
Workers’ Compensation Insurance as required by California law and Employers Liability Insurance in an amount not less than $1,000,000 per occurrence/accident/illness/injury.
Commercial General Liability Insurance, including coverage for Premises and Operations, Contractual Liability, Personal Injury Liability, Products/Completed Operations Liability, as well as Independent SCN’S Liability where appropriate, in an amount not less than $5,000,000 per occurrence. Such insurance shall be written on a primary basis but may include a deductible or self-insured retention of more than $10,000 per occurrence, provided that such deductible or self- insured retention is disclosed to ANAHEIM, in writing, at the inception of this Agreement.
Commercial Automobile Liability Coverage including—as applicable —owned, non - owned, and hired autos, in an amount not less than $2,000,000 per occurrence, combined single limit, as required by California law.
Professional Liability Insurance, inclusive of Cyber Liability Insurance where required, in an amount not less than $2,000,000 per occurrence or per claim. Such insurance shall be written on a primary basis but may include a deductible or self -insured retention of more than
43 $10,000 per occurrence, provided that such deductible or self -insured retention is disclosed to ANAHEIM, in writing, at the inception of this Agreement.
Any required coverage written with primary and excess layers to satisfy the minimum requirements of this Agreement must be submitted for approval by ANAHEIM’s Risk Manager prior to the inception of the final Agreement.
SCN agrees that this insurance shall not be voluntarily cancelled or limited in scope or coverage by SCN until after thirty (30) days prior written notice has been given to the City Clerk, City of Anaheim, 200 S. Anaheim Blvd., Anaheim, CA 92805. This does not apply to cancellation for non-payment of premium, which requires notice of not less than ten (10) days.
Each insurance policy required by this Agreement, except policies for Professional Liability and Workers’ Compensation, shall contain the following clauses or shall otherwise provide for the following conditions:
“It is agreed that any insurance maintained by SCN pursuant to this Agreement shall be primary to, and not contribute with, any insurance or self- insurance maintained by the City of Anaheim.”
“The City of Anaheim, its officers, agents, employees, representatives and ANAHEIM - designated volunteers are added as additional insured as respects the acts, omissions, operations and activities of, or on behalf of, the named insured, in regard to products supplied to, or work or services performed for, or related to, the City of Anaheim.” Prior to commencing any work under this Agreement, SCN shall deliver to ANAHEIM insurance certificates confirming the existence of the insurance required under this Agreement, and including the applicable clauses referenced above. Also, within thirty (30) days of the execution date of this Agreement, SCN shall provide ANAHEIM (i) endorsements to the
44 insurance policies that add to these policies the applicable clauses referenced above, or (ii) in lieu of said endorsements, documentation acceptable to ANAHEIM evidencing that the coverage, terms, and conditions set forth in the above -referenced clauses are otherwise included in said insurance policies. Insurance required hereunder shall be placed with insurers (i) admitted to write insurance in California, (ii) possessing an A. M. Best’s rating of A VII or higher, or (iii) otherwise acceptable to ANAHEIM, with prior written permission from ANAHEIM. In the event that a claim or other legal action is filed against ANAHEIM, and if ANAHEIM, in its good faith opinion, believes it may have coverage under any of the insurance required herein, then ANAHEIM has the right to demand, and to receive within a reasonable time period, copies of the insurance policies related to such required insurance; provided, however, that this provision shall not apply if the parties agree that SCN shall fully defend, hold harmless, and indemnify ANAHEIM against any such claim or other legal action.
In addition to other remedies ANAHEIM may have if SCN fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, ANAHEIM may, at its sole option:
Order SCN to stop work under this Agreement and/or withhold any payment(s) that become due to SCN hereunder until SCN demonstrates compliance with the requirements hereof; Terminate this Agreement.
Exercise of any of the above remedies, however, is an alternative to other remedies ANAHEIM may have and is not the exclusive remedy for SCN’S failure to maintain insurance or secure appropriate endorsements.
Nothing herein contained shall be construed in any way as limiting the extent that an SCN may be held responsible for payments of damages to persons or property resulting from
45 SCN’S, (or SCN’S AGENT or SUB-AGENT, if any) performance of the work covered under this Agreement.
In the event SCN hires other persons or firms to perform some of the work related to this Agreement, SCN shall ensure (i) that the acts or omissions of such persons o r firms are covered under the above-referenced liability insurance, or (ii) that such firms maintain insurance equal to or better than, and subject to the same limits, terms and conditions as, the insurance required of SCN under this Agreement (except for firms that are not performing professional services—such firms shall not be required to carry the above -referenced professional liability insurance); and in either instance, SCN shall provide, or cause to be provided, evidence of such insurance coverage, reasonably acceptable to ANAHEIM.
ANAHEIM’S Risk Manager is hereby authorized to amend the requirements set forth herein in the event that such reduction is in ANAHEIM’S best interest.
3.14. Conflicts of Interest.
3.14.1 The CONSULTANT or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which: (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement; and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest.
3.14.2 If subject to the Act, CONSULTANT shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by ANAHEIM. CONSULTANT shall indemnify and hold harmless ANAHEIM for any and all claims for damages resulting from CONSULTANT’s violation of this Section.
46 3.15. Non-Liability of Individuals . No officer, agent, employee, representative or volunteer of ANAHEIM or SCN shall be individually or personally liable to the other under any term or provision of this Agreement, or because of his execution or attempted execution of this Agreement, or because of any breach, or attempted or alleged breach, thereof by ANAHEIM or SCN, as applicable.
3.16. Cost of Litigation. Subject to Section 3.12.4, in the event that ANAHEIM, without fault on its part, is made a party to any litigation commenced by or against SCN in connection with this Agreement, SCN shall pay all reasonable costs and expenses incurred by or imposed on ANAHEIM, including reasonable attorney’s fees.
3.17. Disputes. In the event that the par ties have any disagreement, dispute, breach or claim of breach, non -performance, or repudiation arising from, related to, or in connection with this Agreement, or any of the terms or conditions hereof, or any transaction hereunder, including but not limited to either Party’s failure or alleged failure to comply with any of the provisions of this Agreement (hereinafter collectively the “ Dispute”), the parties shall use the following procedures to resolve the Dispute:
3.17.1. Internal Resolution. A Party shall pr ovide notice to the other Party of a Dispute, a copy of which also shall be sent to the Executive Director. Within ten (10) business days of the giving of such notice of a Dispute, the Executive Director and a designated representative of SCN shall conduct a meeting in an attempt to resolve the Dispute.
3.17.2. Mediation. If the parties are unable to resolve the Dispute after meeting pursuant to Section 3.17.1 above, each Party may require the other Party to submit to non-binding mediation for a period not to exceed thirty (30) days. A Party may require mediation by providing the other Party, within ten (10) days after the meeting has taken place as contemplated by Section
47 3.17.1 a notice of demand for mediation, which also shall be filed with the American Arbitration Association (“AAA”) in Anaheim, California. Within ten (10) business days after the demand for mediation, representatives of the parties shall agree on the selection of the mediator, who shall be on the list of mediators that exists or is compiled by the AAA. In the event the Parties cannot agree upon the selectio n of a mediator, the AAA rules for the selection of a mediator shall be followed. The parties shall move with all deliberate speed to commence the mediation proceedings and shall negotiate in good faith in an attempt to resolve the Dispute. Each Party sh all pay one half of the fees of the mediator.
3.18. Available Remedies. If the parties are unable to resolve the Dispute after following the procedures set forth in Section 3.17, the parties are entitled to pursue all their remedies at Law and in equity. Notwithstanding the provisions of Section 3.17, either Party may seek equitable relief at any time without the necessity of first complying with the provisions of Section 7.
3.19. Events of Termination . This Agreement may be terminated:
3.19.1. By either Party, to the extent permitted under applicable Law, if the other ceases to function as a going concern, becomes insolvent, makes an assignment for the benefit of its creditors, files a pe tition in bankruptcy, permits a petition in bankruptcy to be filed against it (which is not stayed or dismissed within sixty (60) days) or admits in writing its inability to pay its debts as they mature, or if a receiver is appointed over a substantial par t of its assets (which is not stayed or dismissed within sixty (60) days).
3.19.2. By ANAHEIM for the non -payment by SCN of any License Fee or the failure by SCN to allocate the required amounts of Technology Reserve Funds, Carryover Funds or Capital Investment Commitment funds in accordance with Sections 3.2.2.2, and 3.2.3,
48 respectively, which non-payment or non-allocation, each as applicable, continues for a period of thirty (30) days after written notice of such default from ANAHEIM.
3.19.3. By either Party in the event of a material breach or nonperformance by the other of any provision of this Agreement within the time periods provided herein following notice and failure to cure as described hereafter. Written notice of the breach must be given pursuant to Section 4.1 and an opportunity to cure the breach within thirty (30) days will be provided. If the remedy or cure requires more than thirty (30) days, the breaching Party must have commenced and diligently initiated efforts to cure the brea ch and thereafter continue and complete all reasonable and necessary steps sufficient to produce compliance as soon as reasonably practical.
Subject to Section 3.19.9, upon the termination of this Agreement, ANAHEIM shall pay SCN for Technology Services satisfactorily provided and all allowable reimbursements incurred to the date of termination in compliance with this Agreement. Likewise, SCN shall pay ANAHEIM all sums, including, but not limited to, Carryover Funds, the balance of any funds in the Technology Reserve Fund, and such other funds or sums of money either allocated or that are required to be allocated to ANAHEIM under this Agreement. This Agreement shal l not be terminated if such alleged breach is submitted to the dispute resolution procedures set forth in Section 3.17.
3.19.4. By ANAHEIM in the event that SCN is unable or unwilling to provide replacement personnel reasonably acceptable to the Executive Direct or in accordance with the procedures set forth in Section 1.6.6.1.
3.19.5. By ANAHEIM in the event that SCN fails to provide the quality of Technology Services required under this Agreement on a consistent basis in accordance with the standards set forth in Section 1.9.
49 3.19.6. By either Party in the event that the City Council of ANAHEI M fails to appropriate sufficient money for any year during the Term and the Parties are unable to renegotiate the terms of this Agreement to coincide with the levels of appropriation provided in accordance with Section 3.1.
3.19.7. By either Party, in the event that the other Party fails to comply with its performance obligations within the extension period set forth in Section 3.18.
3.19.8. By ANAHEIM in the event that SCN fails to comply with the anti - assignment and transfer provisions of Section 4.2.
3.19.9. Payment of Capital Investment Commitment at Termination. In the event that ANAHEIM terminates or cancels this Agreement prior to the expiration of the Initial Term ANAHEIM shall pay SCN the unamortized portion of the Capital Investment Commitment cost as described in Section 3.19.10. Such payment shall be made on or before the sixtieth (60 th) day after the effective date of termination.
3.19.10. Amortization. SCN shall maintain a schedule of amortization of the Capital Investment Commitment related to the Infrastructure Upgrade, including the unamortized balance of the capital investment cost of such upgrade as of December 31 st, annually. SCN shall amortize the Capital Investment Commitment costs, including, but not limited to, the cost of equipment, materials, installation and costs of all said improvements in connection with the Infrastructure Upgrade (i) over the Initial Term of the Agreement and (ii) commencing on the first day of the following month from the date that the said improvement has been placed in service.
SCN will provide documentation, certified as true and accurate by a corporate officer, without personal liability of such officer, stating the amount to be amortized, providing back -up and affirming that such amount was paid for the equipment installed at the ACC.
50 3.20. Force Majeure; Extension of Times for Performance. In the event that either Party to this Agreement is prevented from proceeding with any of its obligations under this Agreement by reason of events that are beyond that Party’s control, such as strikes, lockouts, earthquake, war, insurrection, riots, floods, acts of God, acts of the public enemy, epidemics, quarantine restrictions, freight embargoes, unusually severe weather, delays or inaction of independent contractors, delays caused by a shortage of materials or skilled labor due to circumstances beyon d SCN’s control, delays caused by actions or omissions of ANAHEIM or any public or governmental entity (provided that the acts of, or failure to act by, ANAHEIM shall not excuse performance by ANAHEIM), litigation brought against a Party without that Party’s consent, including remediation of hazardous materials located upon the ACC, or similar events which are beyond that Party’s control, then that Party shall be entitled to an additional grace period or extension of time in which to perform the obligations whose performance is precluded or materially affected by such event, equal to the period of delay caused by such event beyond that Party’s control, which period shall commence to run from the time of the commencement of the cause for delay and shall termi nate upon termination of that cause. A Party wishing to invoke this Section 3.20 shall notify in writing the other Party to this Agreement of that intention within thirty (30) days of the commencement of any such cause for delay and shall, at that time, s pecify the reasons therefor, the provisions of this Agreement that will be delayed as a result, and the period of such extension, if known, or, if not known, the Party’s best estimate thereof. The failure to so notify the other Party within that period as to the cause for delay shall constitute a waiver of any right to later rely upon this Section
3.20 with respect to that cause. In the event any such extension continues for more than one hundred eighty (180) days, any Party not then in default of its obl igations hereunder, shall be
51 entitled to terminate this Agreement upon written notice to the other and, in that event, subject to Section 3.19.9, the parties shall have no further obligations hereunder.
3.21. Ownership of Documents . All specifications, sketches, documents, drawings, tracing, technical or business documents, detail, data diskette s, computer software developed or modified specifically pursuant to this Agreement and other materials obtained by a Party hereunder or in contemplation hereof (collectively the “Information”) shall remain the property of that Party.
All copies of the Inf ormation in written, graphic or other tangible form shall be returned to the owner upon request or upon termination of this Agreement. Subject to the conditions stated herein, in the event of termination, all finished or unfinished documents related to cu stomer services and customer orders prepared by SCN shall become ANAHEIM’s property and be promptly submitted to ANAHEIM upon request.
3.22. SCN Confidential Information.
3.22.1. SCN understands that ANAHEIM is subject to the California Public Records Act (California Government Code Section 7920.000 et seq.) (“PRA”) and the Freedom of Information Act (5 USC Section 552 et seq.) (“FOIA”) and that, unless one or more exemptions apply, this Agreement, or portions thereof (depending on any applicable exemptions), the Proposal (or portions thereof), and all records, documents, information, and data related hereto and prepared by SCN or any of its subcontractors, and provided to ANAHEIM du ring the Term of this Agreement may be regarded as public information and subject to disclosure as required under the PRA and/or the FOIA, with the exception of those elements of the Proposal which have been identified by SCN as business or trades secrets, confidential or proprietary , or where otherwise applicable exemptions under the PRA and/or FOIA apply . ANAHEIM will take reasonable measures to hold in confidence all such documents identified by SCN as business or trades secrets,
52 confidential or proprietary, provided, however, ANAHEIM shall not in any way be liable or responsible for the disclosure or release of any such records or part thereof, including those records so marked if disclosure is required by Law or court order, whether pursuant to the PRA, the FOIA or otherwise (despite SCN’s request for confidentiality). Further, ANAHEIM shall also be immune from liability for disclosure or release of such information under such circumstances.
SCN confidential information shall not include infor mation that ANAHEIM can demonstrate was: (i) at the time of disclosure to ANAHEIM, in the public domain, (ii) after disclosure to ANAHEIM, published or otherwise made a part of the public domain through no fault of ANAHEIM, (iii) in the possession of ANAH EIM at the time of disclosure to it, if ANAHEIM was not then under an obligation of confidentiality with respect thereto, (iv) received after disclosure by SCN to ANAHEIM from a third party who had a lawful right to disclose such information to ANAHEIM or (v) independently developed by ANAHEIM without reference to SCN confidential information. For purposes of this provision, information is in the public domain if it is generally known (through no fault of ANAHEIM) to third parties who are not subject to nondisclosure restrictions similar to those in this Agreement.
3.22.2. Should a request be made under the PRA or FOIA for disclosure of any such documents, ANAHEIM will immediately notify SCN in accordance with the procedures set forth in Section 4.1. SCN shall assume all responsibility for any challenges it wishes to make resulting from the non-disclosure, including, but not limited to, the timely filing of any motions or other court actions with Orange County Superior Court, or such court where any action has been filed, to protect such records, in accordance with the PRA and/or FOIA. SCN shall indemnify, defend and hold harmless the ANAHEIM Indemnitees, from and against a ll liability and/or damages including, but not limited to, reasonable attorneys’ fees, expert witness fees, court fees
53 or any other costs or exactions associated with such litigation, that may be incurred and/or awarded to the party requesting the informat ion. SCN shall further pay any and all costs and expenses related to the withholding of that information. Subject to ANAHEIM’s obligation to notify SCN under this Section 3.22.2, SCN hereby waives any and all rights to make a claim, file a lawsuit or maintain any legal action against the ANAHEIM Indemnitees in connection with ANAHEIM’s disclosure or failure to disclose such information requested to be maintained a s confidential by SCN.
3.23. Non-Discrimination.
3.23.1. In connection with the Technology Services provided pursuant to this Agreement, SCN agrees that it will not, nor permit its employees, officers, agents or subcontractors to discriminate against any employees or applicants for employment because of race, religion, marital status, sexual orientation, physical disability, mental disability, medical condition, marital status, sexual gender o r sexual orientation, color, age, ancestry or national origin, except as permitted pursuant to Section 12940 of the California Government Code. This provision shall include, but not be limited to, employment, upgrading, demotion or transfer, recruitment advertising, layoff or termination, rates of pay, other forms of compensation, and selection for training including apprenticeship. SCN agrees to post in conspicuous places accessible to employees and applicants for employment, notices to be provided by ANAHEIM setting forth the provisions of the non-discrimination clause. SCN and its employees shall not discriminate because of race, religion, marital status, physical disability, mental disability, color, sex, age, sexual orientation, ancestry or national origin against any person by refusing to furnish such person any accommodations, facilities, services or privileges in any manner which would directly or indirectly reflect upon or question the acceptability of the patronage of any person because of race, religion,
54 marital status, physical disability, mental disability, color, sex, age, sexual orientation, ancestry or national origin.
3.23.2. SCN agrees that it will not discriminate against disabled persons in the provision of Technology Services and shall prov ide reasonable accommodations, to the extent readily achievable, for disabled persons to the Technology Services provided under this Agreement. SCN shall comply with all applicable requirements of the Americans with Disabilities Act of 1990 and implementi ng regulations (28 CFR Parts 35 -36), in order to provide disability accessibility to the extent readily achievable.
3.24. Marketing and Publicity. Any press release, marketing materials, publicity or other public statement by SCN concerning this Agreement or the Technology Services provided pursuant hereto or which incorporates or utilizes ACC’s logo or image, shall be submitted for review and approval by the Executive Director, whi ch approval shall not be unreasonably withheld, prior to publication, use or dissemination. Notwithstanding the above, SCN shall not imply nor make any representation, oral or written, which asserts or implies any endorsement of SCN by ANAHEIM.
PART IV - GENERAL PROVISIONS
4.1. Notification. Formal notices, demands and communications between ANAHEIM and SCN shall be deemed sufficiently given if delivered to the principal offices of ANAHEIM or SCN, as a pplicable, by (i) personal service or (ii) express mail, federal express, or other like overnight delivery service, (iii) facsimile, if such facsimile is followed by a notice sent out on the same day by mail or overnight delivery service, or (iv) registered or certified mail, postage prepaid, return receipt requested. Such notice shall be addressed:
If to ANAHEIM: City of Anaheim
200 S. Anaheim Boulevard, 2nd Floor
Anaheim, CA 92805
55 Attention: City Clerk
Telephone: (714) 765-5166
Facsimile: (714) 765-4105
with a copy to: Anaheim Convention Center
800 West Katella Ave.
Anaheim, California 92802
Attention: Executive Director
Telephone: (714) 765-8920
Facsimile: (714) 765-8967
If to SCN: Smart City Networks, Limited Partnership
5795 W. Badura Avenue, Suite 110
Las Vegas, NV 89118
Attention: President
Any such notices shall be deemed given on (i) actual receipt, if delivered personally, (ii) the date of actual or attempted delivery provided such attempted delivery is made on a business day, if by federal express, express mail or other like overnight delivery service, (iii) upon transmission on any business day (if prior to 5:00 p.m. in the recipient’s time zone; but if after 5:00 p.m., then as of 9:00 a.m. on the next business day after such tr ansmission) if transmitted by facsimile, if such facsimile is followed by a notice sent by mail or overnight delivery service on the same day as the facsimile transmission or (iv) the date of actual delivery as shown by the addressee’s registry or certification of receipt, if mailed to the person to whom notice is to be given, by first class mail, registered or certified, postage prepaid, return receipt requested and properly addressed as provided above. Any notice required of either Party pursuant to the terms of this Agreement shall be delivered in accordance with the terms of this Section 4.1. The person and the place to which notices are to be mailed may be changed by either Party by notice to the other in accordance with this Section 4.1.
56 4.2. Successors and Assigns. Except in connection with a sale of all or substantially all of its assets or a grant of a security interest to its lenders, SCN shall not voluntarily or by operation of law assign, transfer or encumber all or any part of SCN’s interest in this Agreement without ANAHEIM’s prior written consent, which shall not be unreasonably withheld. Subject to Section
3.19.3, any other attempted assignment, transfer or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination. Regardless of ANAHEIM’s consent, no assignment shall release SCN of its obligation to perform the Technology Services provided herein for the Term of this Agreement. All of the terms, conditions and provisions hereof shall inure to the benefit of and be binding upon the Parties hereto and their respective successors and assigns, provided, however, that no assignment of the Agreement shall be made without the prior written consent of ANAHEIM, except as provided for above.
4.3. Entire Agreement . This writing constitutes the entire agreement between the Parties with respect to the subject matter hereof, and supersedes all oral or written representations or written agreements which may have been entered into between the Parties. No modification or revision shall be of any force or effect, unless the same is in writing and executed by the Parties hereto. If any provision of this Agreement shall be held invalid, such invalidity shall not affect the other provisions hereof, and to this extent, the provisions of this Agreement are intended to be and shall be deemed severable.
4.4. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
57 4.5. Effective Date and Authority.
4.5.1. The “ Effective Date ” of this Agreement shall be the date on which this Agreement is executed by ANAHEIM (“Effective Date”) .
4.5.2. The Parties and their signators represent that such signators hold the positions set forth below their signatures and that such signators are authorized to execute this Agreement on behalf of and to bind each of the respective Parties hereto. Should SCN fail to insert the date of execution of this Agreement opposite the name of SCN’s signator, SCN hereby authorizes ANAHEIM, by and through its representative, to insert the date of execution by ANAHEIM’s signators, as the date this Agreement, as executed b y SCN, is received by ANAHEIM.
4.6. Costs. Each Party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunde r except as expressly provided herein.
4.7. No Third Party Beneficiary Rights . This Agreement is entered into for the sole benefit of ANAHEIM and SCN and no other parties a re intended to be direct or incidental beneficiaries of this Agreement; nor shall any third party have any right in, under, or to this Agreement.
4.8. Headings. Section and sub section headings cont ained in this Agreement are included solely for convenience and are not intended to modify, explain, or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.
4.9. Construction. The Parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with
58 respect to this A greement, this Agreement shall be construed as if drafted jointly by the Parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any Party by virtue of the authorship of any of the provisions of this Agreement.
4.10. Amendments. This Agreement constitutes the entire agreement of the Parties. No other agreement, oral or written, pertaining to the work or Technology Services to be p erformed under this Agreement shall be of any force or effect unless it is in writing and signed by duly authorized representatives of both Parties. Any work or Technology Services performed which is inconsistent with or in violation of the provisions of this Agreement shall not be compensated.
4.11. Waiver. The delay or failure of either Party at any time to require performance or compliance by the other of any of its obligations under this Agreement shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event; nor shall any waiver constitute a continuing waiver.
4.12. Severability. If any provision of this A greement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. In the event any provision of this Agreement is deemed unenforceable, the Parties agree to enter into good faith negotiations in an effort to arrive at substitute provisions to replace the ones deemed unenforceable in order to effectuate the intent of the Parties in entering into this Agreement.
59 4.13. Compliance with all Laws . SCN shall be knowledgeable of and abide by and comply with (and shall require that SCN’s subcontractors, if any, shall abide by and conform to) all local, state and federal laws, rules and regulations, which may apply to the performance of this Agreement, including, but not limited to, laws related to minimum hours and wages, occupational health and safety, fair employment and employment practices, Health Insurance Portability and Accountability Act (HIPAA), workers’ compensation insurance and safety in employment, and business licenses (herein referred to collectively as the “Laws”).
4.13.1. SCN warrants and represents that all of its SCN Personnel, including any and all prospective employees (whether permanent or temporary) hired to perform Technology Services for ANAHEIM under this Agreement and the employees of any subcontractor retained by SCN to perform a portion of the Technology Services under this Agreement, are and will be authorized to perform the Technology Services contemplated by this Agreement in full compliance with all applicable Laws which may apply to the performance of this Agreement . SCN agrees to indemnify and hold the ANAHEIM Indemnitees harmless for, of and from, any loss, including, but not limited to, fines, penalties and corrective measures, the ANAHEIM Indemnitees may sustain by reason of SCN’s failure to comply with said Laws in connection with the performance of this Agreement and from and against any and all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description, including reasonable attorneys’ fees and costs, presented, brought, or recovered against the ANAHEIM Indemnitees for, or on account of, any liability under any of the Laws, which may be incurred by reason of SCN’s (or the employees of any subcontractor retained by SCN) failure to abide by such Laws in its performance of this Agreement. ANAHEIM shall promptly provide notice to SCN of any claim that SCN or any subcontractor retained by SCN has failed to comply with Laws.
60 4.14. Licenses. SCN represents that it and its employees, officers, agents, and subcontractors possess any and all regulatory permits and licenses which are required under any applicable Laws to perform the work and Technology Services contemplated by this Agreement and that SCN and its employees, officers, agents, and subcontractors shall maintain all appropriate regulatory permits and licenses, including a City of Anaheim business license, at its cost, during the Term of this Agreement.
4.15. Governing Law. This Agreement is entered into and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this Agreement, the Parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California.
4.16. Time for Performance. SCN shall perform and complete all Technology Services in a timely and expeditious manner and in accordance with schedules which SCN and ANAHEIM may mutually agree to as to any particular work or services. [Remainder of page intentionally left blank. Signatures appear on next page.]
61 IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed on the dates hereinafter respectively set forth.
“ANAHEIM”
DATE OF EXECUTION:
CITY OF ANAHEIM, a municipal corporation and
charter city
By:
Tom Morton
Executive Director, Convention, Sports and
Entertainment
ATTEST:
THERESA BASS, CITY CLERK
By:
DATE OF EXECUTION:
SMART CITY NETWORKS, Limited Partnership
By:
Mark Haley
President
Smart City Networks
APPROVED AS TO FORM:
ROBERT FABELA, CITY ATTORNEY
By:
Dated:
151678.4
62 A-1
EXHIBIT “A”
REQUEST FOR PROPOSALS
[Behind this page.]
REQUEST FOR PROPOSALS
FOR
EXCLUSIVE TECHNOLOGY
PROVIDER
AT THE
ANAHEIM CONVENTION CENTER
MARCH 7, 2024
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 2
Contents
1.0 INVITATION ................................................................................................................................... 5
2.0 OVERVIEW / HISTORY ................................................................................................................. 6
2.1 The Anaheim Convention Center ................................................................................................. 6
2.2 Annual Activity ............................................................................................................................. 7
3.0 EXPECTATIONS / CONTRACT TERM ........................................................................................ 7
3.1 Expectations for Technology Service Provider ............................................................................. 7
3.2 Term Of Contract Agreement ....................................................................................................... 8
4.0 PROPOSAL SUBMITTAL .............................................................................................................. 8
4.1 Objective ....................................................................................................................................... 8
4.2 Critical Dates ................................................................................................................................ 8
4.2.1 Mandatory Pre-Submittal Conference ................................................................................... 9
4.3 Clarification and Questions Regarding Request For Proposal ...................................................... 9
4.4 Proposal Conditions .................................................................................................................... 10
4.4.1 Examination of the ACC Facility and Its Operation ........................................................... 10
4.4.2 Historical Revenues ............................................................................................................ 10
4.4.3 Expenses Incurred by Proposer ........................................................................................... 11
4.5 Financial Proposal ....................................................................................................................... 11
4.5.1 License Fee ......................................................................................................................... 11
4.5.2 Technology Reserve Fund .................................................................................................. 12
4.5.3 Capital Investments ............................................................................................................. 12
4.5.4 Smartphones & Tablets ....................................................................................................... 12
4.5.5 Rate Schedule Sheet of Charges ......................................................................................... 12
4.6 Proposer Requirements ............................................................................................................... 13
4.6.1 Qualification of Proposers .................................................................................................. 13
4.6.2 Disqualification of Proposers .............................................................................................. 13
4.7 Evaluation Criteria ...................................................................................................................... 14
4.8 Bid Proposal Form & General Questionnaire ............................................................................. 14
4.9 Bid Proposal Opening ................................................................................................................. 14
4.10 Award of Contract ....................................................................................................................... 15
4.11 Execution of Contract – Approval by Anaheim City Council .................................................... 15
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 3
5.0 SCOPE OF WORK ......................................................................................................................... 15
5.1 Exclusive Services: ..................................................................................................................... 15
5.1.1 Technology Services Provided: .......................................................................................... 16
5.1.2 Comprehensive Network Management Services: ............................................................... 16
5.1.3 Wi-Fi Wireless Services: .................................................................................................... 17
5.1.4 Provide and Coordinate On-site Hardware Management For: ............................................ 17
5.1.5 TV Services: ........................................................................................................................ 18
5.1.6 Management of Cellular Service Providers: ....................................................................... 18
5.1.7 Additional Services ............................................................................................................. 18
5.1.8 New Services ...................................................................................................................... 19
5.1.9 General Service Expectations ............................................................................................. 19
5.2 Transition Plan ............................................................................................................................ 21
5.3 Future Expansions of ACC ......................................................................................................... 21
5.4 Client Service and Technology Service Team ............................................................................ 22
5.4.1 Client Service ...................................................................................................................... 22
5.4.2 Technology Service Team Requirements ........................................................................... 22
5.4.3 Certified Tourism Ambassador Program ............................................................................ 22
5.4.4 Uniforms & Appearance ..................................................................................................... 23
5.4.5 Quality of Service ............................................................................................................... 23
5.4.6 Marketing & Coordination .................................................................................................. 23
5.5 Operations ................................................................................................................................... 24
5.5.1 Hours of Operation.............................................................................................................. 24
5.5.2 Rules of Operation .............................................................................................................. 24
5.5.3 Cleanup ............................................................................................................................... 24
5.5.4 Deliveries ............................................................................................................................ 24
5.5.5 Vehicles ............................................................................................................................... 25
5.5.6 Safety .................................................................................................................................. 25
5.5.7 ADA (Americans with Disabilities Act) Requirements ...................................................... 25
5.6 Use of Premises ........................................................................................................................... 25
5.6.1 Space ................................................................................................................................... 25
5.6.2 Protection & Repair ............................................................................................................ 26
5.6.3 Telephone and Data Services .............................................................................................. 26
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 4
5.6.4 Acceptance of Premises ...................................................................................................... 26
5.6.5 ACC Access to Premises ..................................................................................................... 26
5.6.6 Surrender of Premises ......................................................................................................... 26
5.6.7 Alteration To Premises ........................................................................................................ 27
5.6.8 Compensation to ACC ........................................................................................................ 27
5.7 Payments. Financial Reports & Budget ...................................................................................... 27
5.7.1 Payment ............................................................................................................................... 27
5.7.2 Annual Financial Reports .................................................................................................... 28
5.7.3 Monthly Financial Reports .................................................................................................. 28
5.7.4 Annual Budget .................................................................................................................... 28
5.7.5 Schedule Rate Sheet of Charges ......................................................................................... 29
5.7.6 Existing Agreements ........................................................................................................... 29
6.0 GENERAL REQUIREMENTS ...................................................................................................... 30
6.1 Insurance and Indemnification Provisions .................................................................................. 30
6.2 Conflicts of Interest ..................................................................................................................... 30
6.3 Confidentiality of Material.......................................................................................................... 30
6.4 Notice Regarding Disclosure of Contents of Proposals; Trade Secrets ...................................... 30 Appendix A ................................................................................................................................................. 38 Appendix B ................................................................................................................................................. 39 Appendix C ................................................................................................................................................. 41 Appendix D ................................................................................................................................................. 42 Appendix E ................................................................................................................................................. 47 Appendix F.................................................................................................................................................. 54
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 5
R E Q U E S T F O R P R O P O S A L
ANAHEIM CONVENTION CENTER
TECHNOLOGY SERVICE S
1.0 INVITATION
The City of Anaheim, which owns and operates the Anaheim Convention Center (ACC), is soliciting proposals from prospective and qualified candidates for the provision of all telecommunications, internet, wireless communications, and network infrastructure management, including all labor, materials, equipment, and supervision, needed to furnish and provide these exclusive Technology Services throughout the ACC. Provider shall also liaison with cellular service providers for the ACC for current and future services and equipment located at the ACC. Interested and qualified Providers who have successfully demonstrated the ability to perform comparable work in a convention/meeting environment and meet the minimum requirements as stated herein are invited to submit proposals.
Please submit your RFP response digitally via the City’s Planet Bids Vendor Portal, http://www.anaheim.net/vendorportal RFP# 560 EXCLUSIVE _TECHNOLOGY SERVICES_PROVIDER_3_7_2024, by Tuesday, April 16, 2024, at 2:00 PM Pacific Daylight Time in the following format:
• Appendix A completed Proposal Form signed by an officer of the company that has contract signatory powers, i.e., President, Vice-President, or an individual authorized by corporate resolution or company by-laws.
• Appendix B General Questionnaire Experience and Qualifications with all sections and questions completed including, but not limited to:
o General Business Information
o Proposed Service and Inventory
o Financial Proposal
o Qualifications and Experience
o Proposed Business Plan & Marketing Strategy completed (created using Providers individual format)
• Letter-sized, 8-½ x 11in portrait format for text pages • Any spreadsheets, PowerPoints, or diagrams can be letter-sized, landscape format if necessary • Must contain a cover page with the name of the firm, date of submission and the words: “ANAHEIM
CONVENTION CENTER AUDIO-VISUAL AND RIGGING SERVICES
RFP# 560 EXCLUSIVE _TECHNOLOGY SERVICES_PROVIDER_3_7_2024 City’s Planet Bids Vendor Portal, www.anaheim.net/vendorportal will not accept submittals after the deadline.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 6
A mandatory pre-submittal conference and site visit will be conducted on Tuesday, March 19, 2024 at 1:00 P.M., in the Arena Lobby of the ACC located at:
Anaheim Convention Center
800 W. Katella Avenue
Anaheim, CA 92802
All Proposers must have a representative present at the pre -submittal conference and site visit in order for their bid to be considered as responsive.
Communication between a proposer and any elected City of Anaheim official regarding the selection of a proposal, a proposer or the award of a contract for the work for which this RFP has been issued is prohibited from the time the Request for Proposals (R FP) is advertised until the award of a contract to the proposer selected by the City.
Nothing contained in this RFP shall create any contractual relationship between the Proposer and the Anaheim Convention Center (ACC). This RFP does not commit the ACC to award a contract. The ACC accepts no financial responsibility for any costs incurred by any Proposer regarding this RFP and the preparation of a proposal in response to this RFP.
The ACC reserves the right to accept or reject any or all proposals received as a result of this request, to negotiate with any qualified sources, or to cancel, in part or in whole, this RFP.
The ACC also reserves the right to:
1) Waive any informalities or irregularities in any proposal or submission procedure. 2) Accept or reject any or all proposal(s), or any part thereof. 3) Reissue or cancel this RFP, with or without modification. 4) Investigate thoroughly the financial status, experience and record of each Proposer.
Any Proposer may withdraw their proposal from the City’s Planet Bids Vendor Portal, www.anaheim.net/vendorportal at any time prior to the submittal deadline.
The City’s Planet Bids Vendor Portal, www.anaheim.net/vendorportal will not accept submittals after the deadline.
2.0 OVERVIEW / HISTORY
2.1 The Anaheim Convention Center
The Anaheim Convention Center (ACC) is the largest exhibit facility on the West Coast.
Originally opened in 1967, the convention center currently spans 53 acres and offers 1.8 million square feet of function space and many dynamic features. Each year this outstanding facility welcomes in excess of 1.1 million guests. In September 2017, the ACC celebrated the completion of its seventh expansion with the opening of ACC North.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 7
2.2 Annual Activity
The ACC is marketed by Visit Anaheim’s convention sales staff. The figures below represent the actual calendar year bookings held for 2018- 2023 as well as actual/projected events through 2024 . Note 2020/2021 are combined due to event postponements and cancellations during the pandemic closure period.
3.0 EXPECTATIONS / CONTRACT TERM
3.1 Expectations for Technology Service Provider
The provision of technology services to our clients is critical and such services are strongest for trade shows, conventions, corporate and meeting events; however, such services are also required by our consumer shows, dances, religious events and sporting events. The Anaheim Convention Center (ACC) is seeking to partner with a Technology Service Provider that is highly qualified and will contribute to our success.
Proposers are expected to conduct their own independent investigation of technology service requirements for the ACC. Proposers shall assume all risks arising from any reliance upon information that may have been provided by ACC and/or Visit Anaheim related to potential technology service activity. Proposers hereby acknowledge and knowingly waive any claim for damages or loss, including consequential damages, arising from reliance upon any information that may have been provided by ACC or Visit Anaheim.
Type of Event
Actual
2018
Actual
2019
Actual
2020/2021
Actual
2022
Actual
2023
Projected
2024
Trade Shows/Conventions/Corporate 64 74 21 49 51 53
Consumer Shows 14 20 7 14 14 11
Meetings 14 23 2 10 6 2
Dances/Sporting/Family/Concert 26 29 18 30 19 20
Social Banquet/Other Events 40 54 26 21 18 14
TOTAL EVENTS 158 200 74 124 108 100
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 8
3.2 Term Of Contract Agreement
Base Period
Seven (7) Years (proposed - October 1, 2024 through September 30, 2031)
Extensions to Base Period
At the conclusion of the base seven-year period, the contract may be extended, for up to three (3) one-year option periods, the first from October 1, 2031 through September 30, 2032; the second from October 1, 2032 through September 30, 2033; and the third and final extension from October 1, 2033 through September 30, 2034.
The Extensions to the Base Period will be by mutual consent of the ACC and the Proposer.
ACC shall notify the Proposer of its desire to exercise its option to extend at least 12 months prior to the end of the base or extended period and Proposer shall confirm consent within 30 days of notice.
4.0 PROPOSAL SUBMITTAL
4.1 Objective
The purpose of this Request for Proposal is to seek a Technology Service Provider that is highly qualified, has demonstrated experience at providing exceptional technology services at like venues and submit the financial proposal which the ACC deems most beneficial.
4.2 Critical Dates
Request For Proposals Issued Thursday, March 7, 2024
Mandatory Pre-Submittal Conference Tuesday, March 19, 2024 - 1:00 PM (PST) Last Day to Submit Written Questions for Clarification Tuesday, March 26, 2024 - 2:00 PM (PST) City to Issue Addendum (if needed) Tuesday, April 2, 2024 Request For Proposal Due and
Uploaded to Planet Bids and Bid Opening Tuesday, April 16, 2024 - 2:00 PM (PST) Notice of Intent to Award of Bid Tuesday, April 30, 2024* Contract Negotiation Commences Wednesday, May 1, 2024
Final Contractual Agreement from Proposer Friday, June 21, 2024* Proposer to Submit Evidence of Insurance Documents Friday, June 21, 2024* City Council Review & Agreement Approval Tuesday, July 16, 2024* Proposed Agreement Commencement Date Tuesday, October 1, 2024* Proposer Commences On-site Operation Tuesday, October 1, 2024*
*Indicates that dates are tentative as they reflect optimal circumstances for the evaluation phase and preparation of the contractual agreement.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 9
4.2.1 Mandatory Pre-Submittal Conference
A Mandatory Pre-Submittal conference and Site Visit will be held on Tuesday, March 19, 2024, at 1:00 P.M., in the Arena Lobby, at the Anaheim Convention Center, 800 W. Katella Avenue, Anaheim, California.
Attendance at the Pre-Submittal Conference and Site Visit is mandatory. The purpose of the Pre-Submittal Conference and Site Visit is to provide Proposers an opportunity to attend a briefing presented by the City. Proposers are requested to submit any questions concerning the requirements of this bid solicitation through the City’s Planet Bids Vendor Portal, www.anaheim.net/vendorportal, for RFP# 560 EXCLUSIVE _TECHNOLOGY SERVICES_PROVIDER_3_7_2024,
preferably in advance of the Pre-Submittal Conference.
No transcript of the Pre-Submittal Conference and Site Visit shall be prepared; however, a summary of questions and answers may be provided in the form of a subsequent Addendum.
4.3 Clarification and Questions Regarding Request For Proposal
At any time during this bid solicitation period up to Tuesday, March 26, 2024, at 1:00 PM Pacific Daylight Time, Proposers may request a clarification of any aspect of the bid proposal. Requests shall be made through the City’s Planet Bids Vendor Portal, www.anaheim.net/vendorportal, for RFP# 560 EXCLUSIVE _TECHNOLOGY SERVICES_PROVIDER_3_7_2024. The City’s Planet Bids Vendor Portal, www.anaheim.net/vendorportal will not accept submittals after the deadline.
The City shall not respond to oral requests except those made at the pre -submittal conference. Oral responses given at the pre -submittal conference shall be tentative responses. A written summary of the pre -submittal conference shall contain official responses, if any. Any oral response at the pre-submittal conference that is not confirmed in the summary of the pre -submittal conference or any subsequent addendum will not be official or binding on the City. Only written responses provided as addenda shall be official and all other forms of communication with any officer, employee or agent of the City shall not be binding on the City. Any addenda prepared in response to a request for clarification will be sent to all Proposers in attendance at the Pre-Submittal Conference.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 10
4.4 Proposal Conditions
4.4.1 Examination of the ACC Facility and Its Operation
Proposers are responsible for making all necessary investigations and examinations of bid documents and existing exclusive facility contract documents and exhibits, as well as investigations and examinations of the ACC facility and its operation. The Proposers shall be responsible for acquainting themselves with the physical locations and characteristics of the ACC and the utilities and other facilities available thereto. Proposers shall judge for themselves all of the circumstances affecting their bid proposal. Failure to do so will not be grounds for any claim that the Proposer did not understand the conditions of this bid solicitation and will not act to relieve any condition of the contract or bid proposal documents.
The submission of a bid proposal shall be considered conclusive evidence that the Proposer has made such investigations and examinations.
An inspection tour will follow the Pre-bid Submittal conference.
The Proposer shall adhere to the guidelines as defined in the Instructions to Proposer as reflected in Appendix C.
4.4.2 Historical Revenues
The ACC has long benefited from a partnership with an exclusive technology provider. The table below illustrates the gross revenues earned from technology services at the ACC and the amounts paid to the ACC for the last five years:
Fiscal Year Ending Technology Services
Gross Revenues
Commissions Paid
to ACC
2018 $7,433,200 $3,419,272
2019 $5,835,264 $2,684,221
2020/2021 $5,318,600 $2,445,556
2022 $3,993,829 $1,837,161
2023 $6,770,659 $3,114,503
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 11
4.4.3 Expenses Incurred by Proposer
All expenses incurred by Proposer in responding to the RFP shall be the sole responsibility of the Proposer. Should the successful Proposer pay or incur expenses for plans, preparation, materials, supplies and equipment prior to execution of the contract by the City, such expenses shall be considered as having been made at Proposer’s sole risk and expense and shall not obligate the ACC in any way to reimburse such expenses.
4.5 Financial Proposal
4.5.1 License Fee
During the term, the Proposer shall pay the ACC a percentage of Gross Revenue as a License Fee. Proposer shall prepare a com plete business model and specif y the percentage it intends to pay the ACC on a monthly basis.
The proposed License Fee percentage should be realistic and attainable based on the Proposer’s business model projections. Renegotiation of the License Fee percentage should not be expected by either the Proposer or the ACC for the duration of the initial base contract period.
Gross Revenue shall mean, without duplication, the amount billed by Proposer to ACC’s clients, exhibitors, attendees, and any other person or entity as a result of the service rights granted under this License Agreement, not including applicable sales taxes, regulatory fees, regulatory surcharges (not surcharges imposed by Proposer), deposits (until used for services), service adjustments, cancellations and refunds, billings for recovery of non-returned, lost or damaged service equipment, amounts billed to ACC revenue paid directly to ACC from third-party contracts administered by Proposer, and pass-through equipment rental fees (without mark- up by Proposer) approved by ACC. Any mark-up on capital equipment, above the Proposer’s actual cost, shall be considered Gross Revenue.
Gross Revenues shall not include revenues from services provided to current ACC business partners, including but not limited to:
a. Exclusive In-House Food and Beverage provider - Aramark b. Preferred Audio-Visual & Exclusive Rigging Provider - Encore c. Anaheim/Orange County Visitor & Convention Bureau - Visit Anaheim
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 12
4.5.2 Technology Reserve Fund
In addition to the License Fee, Proposer will pay three percent (3%) of its Gross Revenues into a reserve fund created and held by it (Technology Reserve Fund).
The Technology Reserve Fund will be used for the following: equipment maintenance and repair ; equipment purchases ; new technologies ; hardware or software upgrades; and marketing.
Use of any funds from the Technology Reserve Fund may not be made until written approved by the ACC ED or his designee is obtained. Any equipment, software or n ew technologies purchased with funds from the Technology Reserve Fund shall become the property of the ACC. At the end of the Agreement term, including any term extensions beyond the base term, Proposer shall pay ACC any unused balance in the Technology Reserve Fund within five (5) business days.
4.5.3 Capital Investments
The ACC recognizes that it is not uncommo n for Proposers to include a Capital Investment as part of their Bid Proposal. Should Proposer elect to include a Capital Investment as part of their Bid Proposal , such investment will be evaluated as contributing to the overall Financial Proposal.
4.5.4 Smartphones & Tablets
Proposer to provide to the ACC a total of four (4) smart phones (iPhones or similar) and a total of four (4) tablet computers (iPad or si milar) as selected by ACC.
Smartphones and tablets shall include applicable cellular data/Wi-Fi connection capabilities and Proposer to pay for costs of equipment and associated data plans, and bi-annual upgrades/replacements.
4.5.5 Rate Schedule Sheet of Charges
Proposer to provide a proposed Rate Schedule Sheet of Charges for services that it provides to events, including voice, data, television, demarcation extension, floor work and internet services for both regular and incentive event pricing. W hile ACC acknowledges that the charges to our clients, exhibitors and attendees should be competitive and comparable to charges for like services at other like venues, ACC also recognizes that one of the most consistent areas of complaint that is received in regard to technology services is that the costs for services provided by the Technology Provider are excessive given cost in today’s market and often prohibitive to use.
Proposer to provide a proposed Rate Schedule Sheet of Charges for services th at it provides to ACC and permanent building tenants; including voice, data, television services, demarcation extension, floor work, and internet services.
Proposed Rate Schedule Sheet of Charges shall be subject to approval by the ACC.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 13
4.6 Proposer Requirements
4.6.1 Qualification of Proposers
The Qualifications and Experience of all proposers will be evaluated as part of the bid proposal. In addition to the Bid Proposal Form (Appendix A), Proposers must also provide sufficient documentation and references to demonstrate experience within the industry and its qualifications and ability to perform the duties expected of the Proposer (Appendix B).
The minimum qualifications required are as follows:
A. Experience in providing comprehensive technology services, including, but not limited to the provision of voice, data, television, internet and network management within a convention center, exposition center, major hotel and/or similar facility.
B. Satisfactorily demonstrate to the ACC that the Proposer is qualified to provide high quality technology services to clients, exhibitors, attendees, and permanent tenants within the ACC.
C. Financial resources, which in the opinion of the ACC, are sufficient to meet the operating requirements, including inventory and staff, necessary to provide technology services to clients, exhibitors and attendees of the ACC.
D. Ability to begin full operations on October 1, 2024.
4.6.2 Disqualification of Proposers
In addition to any provision provided in this bid solicitation, any one or more of the following causes will be considered as sufficient for the disqualification of a Proposer and the rejection of the Proposer’s bid:
A. Non-compliance with Section 4.6.1 “Qualification of Proposers.” B. Delivery of proposals after the deadline for specified bid opening.
C. Failure to attend the mandatory pre-submittal conference and site visit.
D. Failure to provide Financial Statements as defined in Appendix B.
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4.7 Evaluation Criteria
Proposals will be evaluated by members of an Evaluation Committee in accordance with the following criteria:
Evaluation Criteria Points
Experience (Years in business in related Convention/Event industry of similar sized venues, experience and qualifications of key personnel, references) 100
Operating Plan/Infrastructure Management (Plan for providing service to clients, proposed services and equipment to be supplied and conformance to technical specifications within the RFP, identify and provide voice/data networking experience, business model, project plans, Wi-Fi technology, and television services). 200
Client Service Approach (Provide staffing models and philosophy of customer service) 200 Financial Proposal (Commission on gross revenues, Rate Schedules for Services to clients, attendees, ACC and permanent partners, and Capital Investment if offered) 400
Financial Strength (Provide 3 years of audited financial statements) 100 TOTAL 1,000
4.8 Bid Proposal Form & General Questionnaire
All bids must be made on the official Bid Proposal form furnished by ACC, submitted digitally via the ACC’s Vendor Portal, www.anaheim.net/vendorportal RFP# 560 EXCLUSIVE _TECHNOLOGY SERVICES_PROVIDER_3_7_2024 , no later than 2:00 PM Pacific Daylight Time on Tuesday, April 16, 2024.
The written bid proposal must be signed in ink by a company/corporate representative duly authorized to sign the bid proposal in the space provided for signature on the bid proposal form. The proposal shall provide the name, title, address and telephone n umber of representatives with authority to contractually bind the company and who may be contacted during the contract term. A copy of the Bid Proposal form is attached hereto and incorporated herein as Appendix A. Facsimile transmission of the executed bid proposal form is not acceptable and shall be rejected.
The information sought on the General Questionnaire must be provided to the ACC in order to properly evaluate the experience , operating plan/infrastructure management, client service approach and financial proposal and strength of Proposer.
4.9 Bid Proposal Opening
All bids will be downloaded and opened from the ACC’s Vendor Portal, www.anaheim.net/vendorportal for review by members of an Evaluation Committee.
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4.10 Award of Contract
Contract will be awarded by the ACC, if at all, to the Proposer who is in compliance with the submittal requirements of the RFP, whose reputation, business and financial capabilities are judged to be most responsible and whose proposal best meets the evaluation criteria as determined by the Evaluation Committee. An Evaluation Committee comprised of ACC staff will evaluate proposals. Outside experts may be consulted during this process.
Proposers may be required to give an oral presentation of their proposal to the Evaluation Committee. This will provide an opportunity for the proposer to clarify or elaborate on their proposal, but not change the proposer’s original proposal.
4.11 Execution of Contract – Approval by Anaheim City Council
Within forty-five (45) calendar days after the Bid Award, or within such further time as ACC may allow, the successful Proposer shall execute and submit to the ACC the contract together with the proof of the insurance required in Appendix F.
Failure to execute and submit the contract together with the proof of insurance as foresaid shall be just cause for the cancellation of the award. If the successful Proposer refuses or fails to timely execute the contract, ACC may award the agreement to the next highest responsible Proposer.
ACC reserves the right to cancel the award of the agreement at any time prior to the signing of the agreement by the Anaheim City Council.
5.0 SCOPE OF WORK
5.1 Exclusive Services:
Proposer shall be the exclusive technology service provider at the Anaheim Convention Center for the following services:
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5.1.1 Technology Services Provided:
It is the ACC's expectation that the Proposer who is selected will update and provide the technology and services, as needed, to ensure state -of-the-art communication services throughout the term of the agreement and any subsequent renewal options.
At a minimum, Proposer must support, install and be capable of troubleshooting the following types of connections/circuits for customers:
A. Dedicated and/or PBX voice lines
B. ISDN PRI and BRI trunks
C. Fractional T-1
D. Full T-1
E. 10/100/1000 Base T (10/100/1000Mbps)
F. Wireless LAN (Wi-Fi) 802.11a/b/g/n
G. DS3 Services (45Mbps)
H. Optical Ethernet
I. OC-3 and OC-12 SONET services
J. ADSL circuits
K. SDSL circuits
L. VDSL circuits
M. CATV lines
N. Satellite antenna lines
Service offerings and pricing will be evaluated every two years or sooner as technology changes dictate.
5.1.2 Comprehensive Network Management Services:
A. Coordinate the installation, repairs and upgrades for telecommunication services with wireline, wireless and liaison with cellular technology carriers.
B. Fault tolerant, high speed connections to the Internet with adequate capacity to accommodate all shows, business partners, guest access, and internal the Authority business operations.
C. Network Planning and Design.
D. Network security and intrusion detection.
E. Complete operation of Exhibitor Voice and Data Network.
F. Coordination with the ACC of the Nortel Voice Communication platform, or the ACC’s current technology platform.
G. On-site Equipment (telephones, switches, routers, etc.).
H. Bandwidth Management and Control.
I. DHCP configuration and IP address allocation for show networks.
J. IP addressing to include all Subnet addressing requirements to meet the reasonable level and quantity requested by clients.
K. High-Speed Connections between the adjacent hotels may be required.
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5.1.3 Wi-Fi Wireless Services:
A. Provide, operate and maintain a facility -wide, 100% coverage , wireless data network at the A CC utilizing 802.11 (Wi -Fi) as a minimum, based services.
B. Paid Wi-Fi access will be provided at the ACC.
C. Complimentary Wi -Fi (currently at 1.5 mb up/1.5 mb down) shall be provided throughout all areas of the ACC at all times.
D. Secure Wi -Fi services shall be provided in A CC administrative office areas and have the potential to extend services to exterior locations to support future point of sale systems, as needed.
E. Wi-Fi network must be capable of supporting multiple VLANs and SSIDs both in a secure (WPA2) and open network architecture mode.
F. Coordinate with shows to supply special Wi -Fi enhanced areas (lounges, business centers, hot spots) in order to effectively provide Wi -Fi service in high density usage show areas.
G. Wi-Fi network shall be centrally managed and controlled by automated systems in order to provide:
i. Access control
ii. Bandwidth management and application prioritization iii. RF power management
iv. Access Point diagnostics
v. Interference mitigation
H. Review Wi-Fi technology every 2 years or as needed and deploy upgrade solutions as new technologies are introduced through the Technology Fund or other revenue sources.
I. Recommended upgrade strategy i s to deploy 802.11ac based Wi -Fi technologies as soon as the standard is approved by the IEEE.
5.1.4 Provide and Coordinate On-site Hardware Management For:
A. Managed Network Devices
B. Routers
C. Switches
D. Firewalls
E. Network Authentication systems
F. Traffic shaping and prioritization systems
G. Wi-Fi access points and Controllers
H. Hybrid IP/TDM Telephone system
I. Voice Mail system
J. IP Telephones
K. Analog and Digital Phones
L. Call Detail Reporting
M. Cable Management including:
i. Fiber
ii. Copper
iii. Coax
iv. Miscellaneous cable types
N. Miscellaneous telecom equipment
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5.1.5 TV Services:
A. Proposer shall manage services with an existing TV service provider to supply standard definition (SD) and high definition (HD) TV services to shows including installation of coax cable and provisioning of set top boxes if needed.
5.1.6 Management of Cellular Service Providers:
A. Proposer shall liaison with the cellular service providers that currently have or request equipment to be located at the ACC in the future . Provider ’s responsibilities shall include, but not be limited to, reviewing requests from cellular service providers for installations, upgrades, modifications, removals, etc. and providing recommendations to ACC. Currently the ACC has agreements with three (3) cellular service providers with equipment that is located at the ACC.
5.1.7 Additional Services
Exclusivity does not include the ACC’s or Partner’s operational networks and associated technology including, but not limited to, systems used for ACC Administrative Operations, Building Automation Systems, Access Control, Audio Visual systems, or Security/Surveillance systems, and any data that is transported or broadcast via cellular or like data transmission services.
Proposer acknowledges that in order to provide network diversity, redundancy, and enhanced service capabilities for the ACC and its clients, the ACC has, and may enter into new, building access agreements and/or easements with Technology Carriers. These agreements allow for service demarcations and points-of-presence in the Data Command Center and alternate MDF locations at the ACC. The carriers may terminate services at their assigned demarcation points; however, they are not permitted to extend services beyond their demarcation points unless such extension is mutually agreed upon by the Proposer and the ACC.
The following Technology Carriers have established service demarcations and points-of presence:
A. Time Warner Business Class (band width)
B. XO Communications (back-up band width)
C. XO Communications (dial tone)
D. AT&T Communications
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5.1.8 New Services
If the ACC wishes to provide a specialized technology service to its clients, exhibitors or attendees, which involves new technologies and/or services not presently being offered by the Proposer, ACC and Proposer shall mutually agree upon the rates and commissions to be paid for such New Services.
If ACC and Proposer are unable to reach agreement on provision of the New Services, ACC may obtain such services from another technology provider and Proposer shall cooperate and coordinate, consistent with this Agreement, with other providers as necessary to provide the New Services.
5.1.9 General Service Expectations
As the City’s exclusive Technology Services Provider, the Proposer shall provide or comply with the following:
A. Provide Strategic direction and act as the City’s telecom consultant and business partner.
B. Identify trends and analyze their impact on operations and capital.
C. Adhere to the guidelines as written in Appendix C.
D. Continually work to enhance its quality of services, service delivery, and products that will improve the marketability of the ACC’s facilities as well as the ACC’s profitability through increased revenue opportunities and cost reduction strategies.
E. Honor all pre -existing technology agreements enter into with clients, exhibitors and attendees prior to Proposer’s commencement date.
F. Identify individuals to be contacted for emergency purposes and technical support via phone or in person on a 24 hour/7 day per week basis.
G. Market and Promote technology services.
H. Hold Client contact meetings and focus groups.
I. Verify client satisfaction, remedy issues, when appropriate.
J. Maintain continuous dialogue and communications with clients with timely updates. Conduct Client Surveys at least quarterly and follow up after each event for Client feedback.
K. Provide emergency onsite support response within 15 minutes of an incident and corrective repairs shall be made within one hour.
L. Supply any and all materials or equipment necessary for the installation and the operation of any and all technology services, whether the materials or equipment are specified herein or not.
M. Manage and maintain the Voice Communication Equipment as specified in Appendix E and the Anaheim Convention Center Network and Fiber Connectivity.
N. Manage technology and infrastructure systems to include: Fault isolation and Restoration; Hardware, Software Maintenance, Change Management and Configuration Back up.
O. Provide performance reporting for hardware and network (wired and wireless).
P. Maintain security policies and enforce network access restrictions from internal and external threats. Monitor systems and networks for fraud as well as recommend procedures and practices for effective fraud mitigation.
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Q. Provide technology equipment, labor and services as required for routine ACC internal meetings and or marketing presentations that are held at the ACC, at no cost to the ACC. In the event that ACC requires technology services in support of a major special event, Proposer shall provide all such technology equipment, labor and creative services without including a profit to Proposer or a commission to the ACC.
R. The provisioning, installation, maintenance, sale, marketing, operation and invoicing of services to clients shall be the responsibility of Proposer.
S. Stay current with technology requirements and upgrade its technology as needed in order to provide shows, tenants, and guests with up -to-date technology in order to meet their requirements and to allow the ACC to maintain a competitive advantage in the industry.
T. Maintain service areas in a clean and orderly fashion.
U. Be responsible for all costs associated with obtaining its own Technology support, cellular phones, radios, pagers, wireless, operations, and office supplies. Radio communication to be compatible with ACC radio system. In the case that Proposer’s authorized to use ACC owned or leased equipment, Proposer’s manager shall be responsible for issuance, distribution and recovery of all equipment. Use of ACC equipment is subject to its availability.
V. Repairs, upgrades, or replacement of equipment as needed.
W. Compensation for any personnel provided or contracted by Proposer shall be the responsibility of Proposer. This includes the maintenance and installation workers required to support turnkey operations.
X. Comply with the ACC’s rules and regulations governing access to and conduct on the ACC’s property and the rules and regulations of the Lessees of the ACC. Proposer's employees shall enter the building through entrances designated by the ACC. Proposer shall furnish the ACC with a list of the names of its employees, immediately notify the ACC of all personnel changes, and provide updates to said list as changes occur.
Y. Assign sufficient personnel and allocate sufficient hours to provide the services required by this Proposal. ACC shall provide Proposer with appropriate advance notice of all events occurring at the ACC. ACC shall not be liable to Proposer for any uncompensated costs resulting from cancelled events or scheduling changes.
Z. Employ fully trained professionals, qualified to perform the technology services identified in this Bid Proposal.
AA. Participate in ACC’s event -related meetings and committees, including the weekly ACC staff and operations meetings.
BB. Obtain ACC’s approval, which shall not be unreasonably withheld, prior to the temporary re -assignment or “loan” of any of its ACC team to another venue on a temporary basis.
CC. Maintain 100% network uptime during all event activity or when sold services are in place. Redundancy must be engineered into the system to prevent single points of failure.
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The ACC shall be responsible for the following:
A. Provide adequate office space and storage space in the AC C for the Proposer onsite team as defined in Section 5.10.1.
B. Provide a reasonable number of parking spaces required for onsite management and a reasonable number of parking passes to support the onsite Proposer team at no cost to Proposer. Location of parking to be determined by ACC.
C. Provide identification badges, for security purposes, to each of Proposer's onsite employees. These badges shall be recovered for security purposes from terminated or reassigned employees. Proposer may be required to reimburse ACC the cost of the badges.
D. Grant Proposer the right to use the rooms where ACC's Main Distribution Frame (MDF) and any Intermediate Distribution Frame (IDF) are located.
Proposer may use portions of the ACC’s Data Command Center (DCC) to be determined mutually by Proposer and the City.
E. Be responsible to provide the electrical power necessary to operate all equipment installed by Proposer. It shall be Proposer's responsibility to advise the ACC of the adequacy of the available power and to notify the ACC of all power requirements, giving as much advance notice as possible.
5.2 Transition Plan
Proposer shall submit a detailed forty-five (45) day Transition Plan which will describe how the Proposer plans to start operations and bring about a smooth transition of the work to be performed. Such plan shall consist of a schedule of how Proposer will handle any anticipated problems and shall include the time period needed for the hiring and training of employees, planned interface with the ACC, processing of uniforms (as applicable), issuance of keys, site tours, etc.
5.3 Future Expansions of ACC
The ACC has no immediate expansion plans. In the past the ACC has had seven expansions, as a part of future expansions under the terms of this proposed agreement , it shall be the Proposer’s responsibility to provide technology services under this Agreement for such an expansion and or administrative support as specified in the Scope of Work and deemed necessary by the ACC if and when the ACC expands.
A. Continue to provide all necessary services to meet the needs of all clients during the course of any expansion project during the agreement period.
B. Work with the construction team to resolve any and all construction issues related to design, implementation, timeframes, maintenance, and operations, related to the cabling and wireless infrastructure.
C. The ACC may require Proposer to relocate staff and other operational areas during the expansion project. Responsibility for relocation expenses would be negotiated between the ACC and Proposer depending on the specific requirements, scope, duration, and square footage of the area(s) needing relocation.
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5.4 Client Service and Technology Service Team
5.4.1 Client Service
Proposer shall commit to quality customer service that is demonstrated on a daily basis in maintaining and continually improving customer services processes, while also initiating and maintaining close relationships with show management, exhibitors, event contractors and the City.
5.4.2 Technology Service Team Requirements
A. Proposer shall provide the following, or equivalent, minimum onsite, dedicated management team to the ACC during normal ACC business hours and during all event hours when equipment is in use and/or technology services are being provided:
i. General Manager
ii. Operations Manager
iii. Data Operations Manager
iv. Customer Service and Sales Manager
B. The above onsite team shall be dedicated to the ACC throughout the term of the agreement and they shall make timely decisions regarding client support operations. These key team members are to be knowledgeable about the expectations of the public assembly facility industry and shall train all onsite staff to maintain the ACC’s Anaheim Way service standards.
C. The ACC Executive Director (ED) or his designated agent may eject from the premises any manager or employee of the Proposer who uses improper language or acts in any discourteous, loud, boisterous, inappropriate, or offensive manner.
D. ACC ED or his designated agent shall have the right to approve the persons selected by Proposer as the onsite General Manager and the Operations Manager.
Neither employee shall be replaced without ACC’s prior approval, which shall not be unreasonably withheld. In the event the ACC determines that the performance of either employee is unsatisfactory, and the causes and reasons for such determination are duly reported to the Proposer in writing, Proposer shall, within thirty (30) days, replace that employee. If the Proposer is unabl e or unwilling to provide a replacement acceptable to the ACC ED, the agreement shall be deemed to have been breached and City shall have the right to terminate the agreement.
5.4.3 Certified Tourism Ambassador Program
All full time and other key employees of the Proposer will be required to participate in the Certified Tourism Ambassador (CTA) program, which is dedicated to promoting the Anaheim/Orange County area and enhancing visitor experience at the ACC. Annual recertification is required. This program is managed by Visit Anaheim, all costs including annual renewals is the at Proposer expense.
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5.4.4 Uniforms & Appearance
It is the City’s position that the employee’s appearance while on duty is intended to enhance and project a professional, businesslike image. The appearance of all employees adds to the overall presentation of the facility.
All Proposer employees assigned to work at the ACC shall wear a distinctive uniform and a photo identification badge that identifies them as an employee. The Proposer must obtain the approval of the ACC ED for the uniform design to be worn by its employees. The ACC ED will not withhold approval unreasonably.
The Proposer employees’ appearance should reflect a natural, clean, professional look and not be of a manner, which draws attention to the employee. Proposer employees shall adhere to the ACC’s Operational Polices for Grooming (PER-001) and Dress Code (PER-002) as attached as Appendix D.
5.4.5 Quality of Service
Proposer acknowledges and agrees that providing sufficient and courteous staff, high quality equipment and products at all times to users of the ACC is an essential and integral part of the contract. Proposer acknowledges that the failure to provide the quality of services required under the contract, on a consistent basis, may be cause for termination. One aspect of measuring the quality of service provided by the Proposer shall be the responses to a quality of service questionnaire Client Critique provided by conventioneers, delegates, tenants, or other users of the ACC that have utilized the services provided by the Proposer.
5.4.6 Marketing & Coordination
Proposer shall perform marketing activities in conjunction with ACC and Visit Anaheim’s sales staff, and implement a marketing plan approved by ACC for the provision of technology equipment and services that will inform potential clients, exhibitors and attendees of its capability, expertise, and status as the “exclusive” in-house technology provider.
Proposer shall independently negotiate and prepare all technology contracts with clients, exhibitors and attendees. Proposer shall be free to negotiate technology contracts and deviate from all regular or discounted equipment, labor or creative services rates that may have been published by Proposer or City; however, Proposer and the ACC shall mutually establish a floor price for services. Proposer shall, upon request, be responsible for providing ACC a copy of their contracts with clients, exhibitors or attendees at the time of their execution. Regardless of any negotiations of billable rates by Proposer, the standard commission rate due the ACC shall be applicable to the negotiated invoice amount unless agreed to by the ACC ED.
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Proposer shall establish and make available to ACC, for purposes of marketing, a Rate Schedule of Charges for technology equipment, services, and labor available to clients, exhibitors and attendees and as part of the response to this RFP. Prior to publishing, or revising such a schedule, ACC shall approve such rates. This provision does not restrict or limit the Proposer from deviating from the published schedule of rates when negotiating or entering into a cont ract, within the limitations as described above.
5.5 Operations
5.5.1 Hours of Operation
At a minimum, the Proposer shall be staffed during all hours necessary to support event activities at the ACC, including move -in and move-out requirements. The Proposer shall employ sufficient staff to provide timely and high -quality support to all users of the ACC. To facilitate staff scheduling, ACC shall regularly provide the Proposer with an event schedule, to include the size and type of events. Each event shall be analyzed by the Proposer to determine the specific support requirements to ensure that adequate employees and quantities and types of equipment are in place to support the event in a timely and efficient manner. In addition to the staffing required for event coverage, ACC expects the Proposer to staff the ACC office during regular business hours, which are Monday through Friday from 8 am to 5 pm.
5.5.2 Rules of Operation
Within thirty (30) calendar days after the award of the contract, the Proposer shall prepare and submit to the ACC ED for approval, a set of rules of operation for the Technology Service office. The rules shall contain, but not be limited to, the type of services and manner in which the Proposer will provide the services and products required by this bid solicitation.
5.5.3 Cleanup
The Proposer shall, at its own cost and expense, shall at all times when providing technology services within the ACC, maintain and keep its premises and adjacent areas designated by the ACC ED, including but not limited to the catwalks, free and clear from trash and other unsightly, unsafe or unsanitary objects attributable to its operation.
5.5.4 Deliveries
Deliveries of all supplies, goods, wares, merchandise and equipment shall be made at locations and times mutually agreed by Proposer and ACC, provided however, that ACC shall not unreasonably withhold its agreement where such locations and times are reasonably established by Proposer as necessary to provide the services and which do not otherwise unreasonably interfere with the operation of the ACC.
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5.5.5 Vehicles
The use of any mechanical or hand-operated vehicles or apparatus by the Proposer or by its suppliers within the ACC facility shall be regulated by the Operational Policies of the facility or the ACC ED.
5.5.6 Safety
Proposer shall be required to comply with all Federal, State, County, City, and OSHA requirements. Proposer shall ensure proper and safe cable routing and equipment locations.
Where Proposer equipment, materials or labor are deployed, Proposer shall likewise insure safe and unobstructed passage of pedestrian traffic in all public and leased spaces of the ACC. ACC reserves the right to inspect Proposer’s work to insure compliance and safe practices. Proposer shall promptly correct any identified unsafe conditions. Proposer shall participate in ACC Safety Committee.
5.5.7 ADA (Americans with Disabilities Act) Requirements
Proposer shall be required to comply with all ADA requirements as may be applicable.
5.6 Use of Premises
5.6.1 Space
ACC shall provide office and storage space in the ACC facility for Proposer’s use during the term of the proposed agreement (the “Assigned Premises”). Proposer shall have the right to occupy the Assigned Premises solely in connection with providing the services, and for such other business as is necessary and incidental thereto.
An office space will be located on the southern end of the ACC’s Mezzanine Level consisting of three carpeted offices, approximately 1,265 square footage; storage space in Hall C, approximately 400 square feet. The office contains the standard power, telephone, and data outlets. The Proposer shall be responsible for the cost of any further improvements desired in the area, including installation of all necessary cabinets, furniture, fixtures, equipment and any additional power, air - conditioning, telephone and data outlets. The Proposer will also have non- exclusive access to the “Switch room” located on ACC Mezzanine Level , consisting of approximately 1,840 square feet.
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5.6.2 Protection & Repair
Proposer shall take timely, reasonable, and necessary action to protect and preserve all property in the possession of the Proposer in which the ACC has an interest.
Proposer agrees not to commit, permit, or allow any injury or damage to any part of the ACC facility, premises, and appurtenances thereto. If the Proposer breaches the conditions hereof, ACC is expressly authorized to restore the ACC facility, premises or other appurtenances and to make such repairs, as may be necessitated by any such injury or damage, and the Proposer agrees to pay the ACC within ten (10) calendar days after the receipt of a statement of the cost of such repairs the full amount due as shown on the statement.
5.6.3 Telephone and Data Services
The space will include standard telephone outlets for the Proposer’s use; however, the Proposer is responsible for paying for its own equipment, monthly telephone charges, and long-distance charges.
5.6.4 Acceptance of Premises
Proposer accepts the premises in its present condition and acknowledges it has inspected same and is fully cognizant of existing conditions. Improvements made to the area designated for the Technology Office/space must be approved by the ACC ED or his designee prior to the commencement of any work.
5.6.5 ACC Access to Premises
ACC shall have the right to enter the premises to inspect at reasonable times during operating hours, to determine if Proposer has complied and is complying with the terms and conditions of the awarded contract. The ACC may enter the premises at any time, in the case of an emergency affecting the public interest or property.
5.6.6 Surrender of Premises
The Proposer shall peaceably surrender and deliver to the ACC possession of the premises and improvements thereupon on the date of termination of the agreement.
Upon termination of the agreement designating the Proposer’s Exclusive status, the Proposer shall remove from the premises, under the supervision of the ACC ED or his designee, its merchandise, removable equipment, trade fixtures and other personal property in such a manner as to cause no damage to the technology service center or to the ACC facility, and in the event of any such damage, the Proposer agrees, at its own cost and expense, to repair and/or restore premises to the original condition or to a condition satisfactory to the ACC.
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If the Proposer fails or neglects to remove all or any portion of its merchandise, equipment, trade fixtures and/or personal property within fifteen (15) calendar days after the termination of the contract, ACC, at its sole option and without prior notice to the Proposer, may either remove and/or dispose of the same and charge the cost of such removal and/or disposal to the Proposer, which costs the Proposer hereby agrees to pay, or ACC may consider the same to be abandoned and take title thereto in the name of the ACC.
5.6.7 Alteration To Premises
No excavation, additions or alterations shall be made by the Proposer to the ACC facility and its premises and/or appurtenances without the prior written consent of the ACC ED. The use of the ACC and its appurtenances by the Proposer and its employees or agents in any manner other than that authorized herein must be approved by the ACC ED.
5.6.8 Compensation to ACC
In consideration for the designation as the “Exclusive Technology Provider” for the ACC, the Proposer shall pay the ACC certain percentage commissions (License Fee and Contribution to Technology Reserve Fund) as identified by the Proposer, and accepted by the ACC, based on Gross Revenues generated from the provision of services to clients, exhibitors, attendees and other visitors of the ACC.
The percentage commission rate submitted by the Proposer shall be reflected on the official bid proposal form (Appendix A) and filed in the manner prescribed in Section 4.9. Percentage commissions will commence upon the first event serviced following the execution of the Exclusive Technology Service Agreement.
Gross Revenues are defined in Section 4.6.
5.7 Payments. Financial Reports & Budget
5.7.1 Payment
No later than the 20th day of each month, prepare and submit to ACC payment for all commissions due to the ACC for previous month’s gross billings, including documentation to verify gross billings for services and rentals provided at the ACC.
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5.7.2 Annual Financial Reports
The Proposer shall keep complete records of its accounts and operations and all transactions associated with the performance of Services. If any litigation or other similar claim is made or audit commenced prior to the termination of this License or any extension thereof, Proposer shall maintain the rec ords until all such litigations or claims or audit findings involving such records has been fully resolved.
Proposer shall maintain and submit to the Authority upon request, at a minimum, the following reports pertaining to the Services performed by Proposer during the Initial Term of this License:
A. Statement of Revenue and Annual Reports : Within forty -five (45) days of the end of each calendar year of the Term or any extension thereof, Proposer shall provide the Authority a complete statement of revenue showing in all reasonable detail the amount of Gross Revenue made by Proposer from the performance of the Services during the just-completed calendar year. Annual Reports shall be submitted on a yearly basis as they become available.
5.7.3 Monthly Financial Reports
A. No later than the 20th day of each month the Proposer shall provide an accurate and complete statement of Gross Revenues, including year -to-date totals which shall include a detailed statement of all receipts or revenue generated at the ACC and the resulting commission payment owed to the ACC. With each monthly financial statement, the Proposer shall include its commission payment that reflects all receipts and revenues for services provided and billed by the Proposer during the preceding month.
Late payments may be subject to additional charges of one percent (1%) per month.
B. Summary of Sales by Show or Event : Proposer shall submit a report on a monthly basis to the ACC showing sales generated by Proposer at the ACC in accordance with requirements of the City. Such report shall be included with each payment of the License Fee and shall indicate the Gross Revenue earned on a "show by show” basis.
5.7.4 Annual Budget
The Proposer shall, prior to commencement of delivery of Services, and on an annual basis prior to December 31st of each year remaining during the Term of this License, provide to the ACC a sales and marketing plan that details Proposer’s sale and marketing plans for the review and approval of the City, which approval shall not be unreasonably withheld or delayed. A budgetary projection of the anticipated Gross Revenues for the upcoming fiscal period (ACC fiscal year is July 1st – June 30th) shall be included in the sales and marketing plan.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 29
5.7.5 Schedule Rate Sheet of Charges
Provide Schedule Rate of Charges for all technology services proposed to be charged to client, exhibitors, attendees and permanent partners for initial contract year. The proposed adjustments to Schedule Rate of Charges for outlying years shall be mutually agreed upon by ACC and Proposer.
5.7.6 Existing Agreements
It is expressly understood that ACC has contractual agreements for various services on an exclusive or partial -exclusive basis with the contractors listed below:
• Food and Beverage (Aramark Sports and Entertainment Services) • Audio-Visual preferred /Exclusive Rigging Services in outlined locations (Encore)
It is the responsibility of the Proposer to ensure that any services proposed shall not conflict or violate the terms of these existing agreements.
5.7.6.1 Taxes
Proposer shall pay any and all taxes, including but not limited to, real property, personal property, sales tax and possessory interest or use tax, assessed or levied on Proposer’s or ACC's interest in the agreement, Proposer’s real or personal property, and/or improvements constructed in ACC’s property by Proposer.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 30
6.0 GENERAL REQUIREMENTS
6.1 Insurance and Indemnification Provisions
See Appendix F for Insurance and Indemnification requirements.
6.2 Conflicts of Interest
The Proposer represents that neither the Proposer, nor any employee or agent of the Proposer, presently has any interest, and promises that no such interest, direct or indirect, shall be acquired, that would or might conflict in any manner or degree with the Proposer’s performance under the contract.
6.3 Confidentiality of Material
All material given to or made available to the Proposer by virtue of the contract documents, which is identified as proprietary or confidential information, will be safeguarded by the Proposer and shall not be disclosed to any individual or organization without the prior written approval of the City.
6.4 Notice Regarding Disclosure of Contents of Proposals; Trade Secrets
All responses to this RFP accepted by the ACC shall become the exclusive property of the City. Upon opening, all proposals accepted by the ACC shall become a matter of public record and shall be regarded as public, with the exception of those elements of each proposal which are identified by the proposer as business or trade secrets and plainly marked as “trade secret”, “confidential” or “proprie tary”. Each element of a proposal which a proposer desires not to be considered a public record must be clearly marked as set forth above, and any blanket statement (i.e., regarding entire pages, documents, or other non-specific designations) shall not be sufficient and shall not bind the ACC in any way whatsoever. The ACC will take reasonable measures to hold in confidence all such labeled information and documentation; provided, however, the ACC shall not in any way be liable or responsible for the disclosure or release of any such records or part thereof when authorized or required by law or court order to do so, whether pursuant to the California Public Records Act or otherwise (despite the bidder’s request for confidentiality). Further, the ACC shall also be immune from liability for disclosure or release of information under the circumstances.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 38
Appendix A
P R O P O S A L F O R M
EXCLUVSIVE TECHNOLOGY SERVICE PROVIDER
ANAHEIM CONVENTION CENTER
IN ORDER TO BE CONSIDERED FOR DESIGNATION AS THE EXCLUSIVE TECHNOLOGY SERVICES
PROVIDER AT THE ANAHEIM CONVENTION CENTER, ALL COMPANIES RESPONDING TO THIS
REQUEST FOR PROPOSAL MUST COMPLETE AND SUBMIT THIS PROPOSAL FORM AND PROVIDE THE INFORMATION SOUGHT IN THE GENERAL QUESTIONNAIRE, ATTACHED AS APPENDIX B.
COMPANY NAME
ADDRESS
CITY STATE ZIP
TELEPHONE FAX
FINANCIAL PROPOSAL:
_____________% LICENSE FEE: The percentage of Gross Revenues (as defined in Section 4.5 of the RFP) to be paid by Proposer to ACC for the provision of all Technology Services Provided at the ACC.
3 % TECHNOLOGY RESERVE FUND: Percentage of Gross Revenues (as defined in Section 4.5.2 of the RFP) to be paid by Proposer to ACC.
$ CAPITAL INVESTMENT: Total Projected Dollar Investment.
SUBMITTED BY:
PRINT NAME DATE
SIGNATURE
TITLE
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 39
Appendix B
G E N E R A L Q U E S T I O N N A I R E
E X P E R I E N C E A N D Q U A L I F I C A T I O N S
The Anaheim Convention Center (ACC) asks that each Proposer include responses to the following questions. The information provided will assist in the evaluation of your experience and qualification to perform the anticipated technology services at the ACC.
GENERAL BUSINESS INFORMATION TO BE PROVIDED
1. Name of Firm.
2. Type of entity (e.g., corporation, partnership, sole proprietorship).
3. Names and titles of principals.
Experience 100 Points
1. What is the management structure of your firm, locally, regionally and company-wide?
2. Please provide relevant information pertaining to your experience in providing world class technology solutions in a convention and trade show industry environment, including the length of time you have been providing these services.
3. How many events does your firm presently provide technology services for? Please identify the venue and define the types of services you provide. Are these services provided on an exclusive, preferred or non-exclusive basis?
4. Please provide references at the venues you provide services that would be suitable for us to contact regarding your firm's performance.
5. Please identify your firm’s total sales company wide and also your firm’s total sales generated from the provision of the type of technology services as defined in this RFP over the past three (3) years.
6. Have any of your firm's contracts been terminated prior to their expiration date? If so, what were the circumstances?
7. Proposer to obtain an opinion from legal counsel stating whether or not litigation is pending or is contemplated that could affect Proposer’s ability to undertake its proposal under this RFP.
Operating Plan and Infrastructure Management 200 points
1. Identify the proposed services and equipment to be supplied for conformance to the RFP specifications?
2. Provide a summary of your Operational Plan, including but not limited to:
A. Project management, including equipment and installation schedules B. Staffing Plans
C. Network, Security/Vulnerability management
D. Vulnerability remediation
E. Service Delivery
F. Response times
G. Redundancy, business continuity and disaster recovery plans H. Incident response procedures
I. Complaint resolution procedures
J. System/equipment management (monitoring, alerts, replacement cycles)
3. Identify and provide your experience and management plan in the area of voice/data networking services, Wi -Fi technology and television services?
4. How many full-time employees are on staff within your firm? Do not include independent contractors or individuals who are not on your regular payroll. Indicate the total number of full-time employees, including their title and role that you propose to employ at the ACC.
5. Please provide a brief professional history of each employee that will be assigned full-time to the ACC?
6. Describe your intended marketing plan for technology services at the ACC.
7. What kind of collateral or sales material will your firm provide the ACC?
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 40
Client Service Approach 200 points
1. Tell us about your customer service philosophy and the kind of service your firm will provide to Clients, exhibitors and guests at the ACC.
2. Please describe the type of customer service training program you have in place for your employees? Does your firm have an operation procedures manual?
3. Provide staffing models for events and fulfillment capabilities?
4. How will your employees interact with our clients, exhibitors and attendees: i.e. when does your staff "get involved"? What special skills do your employees bring to their jobs that may positively impact our clients and staff?
5. Describe the service methods your firm will establish to meet requirements of ACC’s clients, exhibitors, attendees and permanent partners?
Financial Proposal 400 points
1. Provide schedule of proposed charges to clients, exhibitors, attendees and permanent partners (ACC, Food & Beverage Catering. Audio-Visual Preferred provider, etc.)
2. Provide a summary of your Business plan as it relates to projected technology services within the ACC, including the projected Gross Revenues to be earned. The proposed Business plan should tie to the Gross Revenues projected to be earned at the ACC.
3. Identify the proposed Percentage C ommissions amount to be paid to the ACC for all Gross Revenues earned by Proposer.
4. Identify a description and projected value for any Capital Investments proposed as part of Proposal.
Financial Strength 100 points
1. Provide a minimum of three business references and three financial references respectively for a total of six references. A financial reference can be a bank, creditor or lending institution.
2. Provide Proposer’s Financial Statement, including a balance sheet, income statement, and statement of cash flow with all footnotes and disclosures in accordance with Generally Accepted Accounting Principles (GAAP) for the last three full fiscal years of operation.
3. What person(s) will be responsible for financial accounting of revenue generated at the ACC? Provide a description of his/her qualifications and experience.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 41
Appendix C
ALL CONTRACTORS AND PROVIDERS OF SERVICES
Welcome to the Anaheim Convention Center! We hope that you will enjoy our beautiful facility as much as we do. In order to maintain our facility, we ask that you follow the simple procedures listed below:
1. All move-ins/outs must take place on the west (loading dock) side of the facility, with the exception of ACC North, which must take place in the south loading dock of ACC North off of Hotel Way.
2. To access the second and third floor meeting rooms with equipment, please use the west side service corridor, which is located at the Hall E loading docks. The two north docks have been reserved for loading and unloading into the service corridor. Take the service corridor east to the freight elevator.
3. All access to all the meeting rooms must take place through the service corridors. Please do not roll carts in the lobbies.
4. Additional protection of the 3rd level ballroom, ACC North, and all level Lobby carpet is required:
a. When rolling handcarts, show boxes, electric carts, hand pulled pallet jacks, etc. on these carpets, reinforced visqueen, masonite, or similar protective material must be used to create a path for all equipment. b. When employing any heavy mechanized lift (forklift, scissor lift; cherry picker, motorized pallet jack, etc.), you must lay down a path of visqueen covered by masonite, or similar protective material that is approved in advance by the Anaheim Convention Center (ACC).
This protection is required on both the move-in and the move-out.
5. The use of duct tape to secure wires and cables is not allowed in the Center. 3M 3565 low tack clear tape is the "only" approved tape for use on carpets. No tape is to be used on walls or any other surfaces.
6. Contractor shall n ot remove, disable, disassemble or disconnect any permanentl y attached equipment, hardware, fixture or device in the ACC. This includes, but is not limited to, door hardware or closers, lighting fixtures, fire life/safety devices, movable walls, signage, mechanical equipment, electrical equipment and wiring. Any and all Audio Visual equipment or cables shall only be attached or suspended from locations or devices pre-approved by ACC staff.
7. No equipment should be moved across the terrazzo floor in the Main Lobby. If an exception needs to be made, masonite and visqueen must be used.
8. Storage of AV equipment is not allowed in the service corridors. The red lined areas are for Anaheim Convention Center equipment only.
9. Please do not use the passenger elevators to move equipment between floors. The one exception to this rule would be moving equipment onto the mezzanine level of the Main Lobby. This level is not accessible by freight elevator.
If service is required to this area, please contact us and we will place pads in the elevators to accommodate your equipment movement.
10. Do not to lean equipment against the walls. Any equipment set against the walls will leave marks.
11. No motorized equipment or bicycles are allowed in the lobbies. The only exception to this rule is when lifts are required to hang banners, etc. And, in this instance, the carpet must be protected by the methods listed under #4.
Appendix D
42 43
44 45
46 Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 47
Appendix E
Anaheim Convention Center Technology Services Specifications* 2/28/2024
Network Equipment Page 1/1
Wired Network Equipment – Core and Edge
Model Model Quantity
Cisco WS-C3750X-24U-S 55
Cisco WS-C3850-48U-S 18
Cisco WS-C3750X-48U-S 8
Cisco WS-C3560CG-8PC-S 3
Cisco WS-C3560G-24PS-S 2
Cisco N7K-C7009 1
Cisco ASA5515 2
Cisco AIR-CT8510-K9 2
MikroTik CCR-1036 14
MikroTik RouterBoard 2
TrippLite SU1500RTXLC2U 46
TrippLite BP48V27-2US 46
TrippLite SU3000RTXLCD3U 1
TrippLite BP72V28RT-3U 3
TrippLite SU8000RT3UPM 2
TrippLite BP240V10RT3U 8
Total 215
Wireless Access Points
Mfr Model Quantity
Cisco AIR-CAP3702P-A-K9 624
Cisco AIR-CAP3702P-B-K9 143
Cisco AIR-CAP3502I-A-K9 9
Cisco AIR-CAP1532E-A-K9 9
Cisco AIR-AP3802E-B-K9 8
Cisco AIR-CAP3502E-A-K9 8
Total 801
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 48
Anaheim Convention Center Technology Services Specifications* 2/28/2024
Internet Carriers Page 1/1
The following carriers have Point of Presence at the Anaheim Convention Center:
AT&T
Verizon
Spectrum
Crown Castle
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 49
Anaheim Convention Center Technology Services Specifications* 2/28/2024
Network Nodes Page 1/1
The Anaheim Convention Center event network has a star topology layout. Technology Services supports equipment in 62 network nodes throughout the center, all connecting to one central MDF.
Building Area Nodes Including
ACC North 100 Level 7 ACCN 1.1 – 1.6, MPOE
ACC North 200 Level 6 ACCN 2.1 – 2.6
ACC North Mezz Level 2 ACCN Mezz N, Mezz S
ACC South Arena 7 Dungeon NE, Dungeon SE, AR1,
Scoreboard N, Scoreboard S,
Box Office, Transformer Room
ACC South 1st Floor Lobby 2 1.1, 1.2
ACC South Hall A 5 A1 – A4
ACC South Hall B 3 B1 – B4
ACC South Hall C 3 C1 – C3
ACC South Hall D 6 D1 – D5, D Mezz
ACC South Hall E 3 E1 – E3
ACC South Mezzanine 3 Mezzanine Electrical, MDF, CM08 ACC South 2nd Floor 5 2.1, 2.2, 2.3, 2nd N, 2nd S
ACC South 3rd Floor 2 3.1, 3.2
ACC South Arena Plaza 2 Jewel Box, Katella Sign
ACC South Grand Plaza 3 GP1, GP2, GP3
ACC South Admin 1 Data Center
ACC South CSF 1 CSF Security
ACC South Car Park 6 1 CP6
Total 62
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 50
Anaheim Convention Center Technology Services Specifications* 2/28/2024
Fiber Infrastructure Page 1/2
Building Node / Location Fiber Strands Path
ACC North ACCN 1.1 / 1D08 144 SM / 24 MM ACCN 2.1 > ACCN 1.1 ACC North ACCN 1.2 / 1B14 36 SM / 12 MM ACCN 1.1 > ACCN 1.2 ACC North ACCN 1.3 / 1B03 36 SM / 12 MM ACCN 1.1 > ACCN 1.3 ACC North ACCN 1.4 / 1A07 36 SM / 12 MM ACCN 1.6 > ACCN 1.4 ACC North ACCN 1.5 / 1A13 48 SM / 12 MM ACCN 1.6 > ACCN 1.5 ACC North ACCN 1.6 / 1C02 96 SM / 24 MM ACCN 1.1 > ACCN 1.6 ACC North ACCN MPOE / 1C16 48 SM ACCN 1.1 > ACCN MPOE ACC North ACCN 2.1 / 5D01 216 SM / 60 MM MDF > ACCN 2.1 ACC North ACCN 2.2 / 5B05 36 SM / 12 MM ACCN 2.1 > ACCN 2.2 ACC North ACCN 2.3 / 5B04 36 SM / 12 MM ACCN 2.1 > ACCN 2.3 ACC North ACCN 2.4 / 5A02 36 SM / 12 MM ACCN 2.6 > ACCN 2.4 ACC North ACCN 2.5 / 5A04 36 SM / 12 MM ACCN 2.6 > ACCN 2.5 ACC North ACCN 2.6 / 5C01 96 SM / 24 MM ACCN 2.1 > ACCN 2.6 ACC North ACCN Mezz N / 7B02 24 SM ACCN 2.3 > ACCN Mezz N ACC North ACCN Mezz S / 7D01 24 SM ACCN 2.1 > ACCN Mezz S ACC South Arena SE 6 SM Transformer Room > Arena SE ACC South Arena NE 6 SM Transformer Room > Arena NE ACC South Arena Scoreboard N 12 SM Transformer Room > Arena Scoreboard N ACC South Arena Scoreboard S 12 SM Transformer Room > Arena Scoreboard S ACC South Arena AR2 12 SM Transformer Room > AR2
ACC South Arena Ice Door 24 SM MDF > Arena Ice Door ACC South Arena NW 24 SM MDF > Arena Ice Door > Arena NW ACC South Arena Box Office 12 SM Transformer Room > Arena Box Office ACC South Jewel Box 24 SM MDF > Jewel Box
ACC South Katella Sign 6 SM MDF > Jewel Box > Katella Sign ACC South Admin Transformer Room 24 SM MDF > A4 > Transformer Room ACC South Admin Data Center 24 SM MDF > Admin Data Center ACC South CSF Security 24 SM MDF > CSF Security
ACC South Car Park 6 6 SM / 12 MM MDF > Car Park 6
ACC South A1 6 SM MDF > A4 > A1
ACC South A2 12 SM MDF > A4 > A2
ACC South A3 12 SM / 12 MM MDF > A3
ACC South A4 6 SM MDF > A4
ACC South B1 6 SM / 12 MM MDF > B1
ACC South B2 6 SM / 12 MM MDF > B2
ACC South B3 12 SM / 12 MM MDF > B3
ACC South C1 12 SM / 12 MM MDF > C1
ACC South C2 12 SM / 12 MM MDF > C2
ACC South C3 12 SM / 12 MM MDF > C3
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 51
Anaheim Convention Center Technology Services Specifications* 2/28/2024
Fiber Infrastructure Page 2/2
Building Node / Location Fiber Strands Path
ACC South D1 12 SM / 12 MM MDF > D1
ACC South D2 12 SM / 12 MM MDF > D2
ACC South D3 12 SM / 12 MM MDF > D3
ACC South D4 12 SM / 12 MM MDF > D4
ACC South D5 12 SM / 12 MM MDF > D5
ACC South D Mezz 12 SM MDF > D Mezz
ACC South E1 6 SM MDF > D2 > E1
ACC South E2 6 SM MDF > D5 > E2
ACC South E3 12 SM MDF > E3
ACC South 1.1 / 105 12 SM / 12 MM MDF > 1.1
ACC South 1.2 / 121 12 SM / 12 MM MDF > 1.2
ACC South Mezz Electrical 12 SM MDF > Mezz Electrical ACC South CM08 12 SM / 12 MM MDF > CM08
ACC South 2.1 / 219 12 SM / 12 MM MDF > 2.1
ACC South 2.2 / 225 12 SM / 12 MM MDF > 2.2
ACC South 2.3 / 242 12 SM / 12 MM MDF > 2.3
ACC South 2nd Floor North 12 SM MDF > 2nd Floor North ACC South 2nd Floor South 12 SM MDF > 2nd Floor South ACC South 3.1 / 316 12 SM / 12 MM MDF > 3.1
ACC South 3.2 / 324 12 SM / 12 MM MDF > 3.2
ACC South GP1 48 SM / 24 MM MDF > GP1
ACC South GP2 24 SM / 12 MM GP1 > GP2
ACC South GP3 12 SM / 6 MM GP2 > GP3
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 52
Anaheim Convention Center Technology Services Specifications* 2/28/2024
Voice Network Telephone Switch Page 1/1
Current Equipment
Model - Nortel Meridian Option 81 C
Original Installation Date - 1999
Current Software Version - CS1000M 7.6
Cabinets - 14
Digital Trunk Cards - 7
Analog Trunk Cards -15
Digital Station Cards - 18
Analog Station Cards - 82
VOIP Server Cards - 1
CPU Cards - 2
Power - 48V DC Rectifier System
Battery Backup - AGM – (4) 105FT
Battery Install Date - 1/12/2023
Digital Telephone Sets - 246
Analog Telephone Sets - 524
VOIP Telephone Sets - 6
Current Telecom
Trunks - Lumen SIP
Analog Lines - 51
Capacity Information
Ports Maximum expandable up to 16,000 Ports
Supported Analog Trunk Types Loop or Ground Start CO, FX, WATS, 2 or 4 wire E&M or 4-wire DX, DID, TIE, RAN, Paging, Meridian 1 ITG Trunk Side
Supported Digital Trunk Types DTI, ISDN-PRI, ISDN-BRI, Meridian 1 ITG Trunk Side Gateway 2.1 Compatible Telephone Sets Meridian Digital Telephones: M3900 Series: M3901, M3902, M3903, M3904, M3905; M2000 Series: M2006, M2008, M2008HF, M2616, M2216ACD; M2016S Secure; IP adapter for Meridian Digital Telephones (M200 and M3900 series); i2004 Internet Telephone; i2050 Software Phone
Analog Telephones M8000/M9000 Series; 500/2500 Type
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 53
Anaheim Convention Center Technology Services Specifications* 2/28/2024
Voice Network Voicemail System Page 1/1
Current Equipment
Model BDL-OPTXT-R3030-HP-DL20-R
Description Custom Bundle: HPE ProLiant DL20 Gen10 Plus 4SFF CTO Server for Open Text server, Redundant drives and Power Supply with Microsoft Server OS. Includes 2 REFURBISHED Dialogic cards per server.
Hewlett Packard Equipment (1) HPE ProLiant DL20 Gen10 Plus 4SFF CTO Server (1) HPE INTEL XEON E-2314 FIO CPU F/HPE
(1) HPE 8GB DDR4 SDRAM Memory Module - For Server - 8 GB (1 x 8GB) – DDR4-3200/PC4-25600 DDR4 SDRAM - 3200 MHz Single-rank Memory - CL22 –
1.20 V - Unbuffered - 288-pin – DIMM
(2) HPE 240 GB Solid State Drive - 2.5" Internal - SA TA (SATA/600) - Read Intensive - Server Device Supported - 0.8 DWPD
Comments: Raid 1 set up: 200GB useable space
(1) HPE ProLiant DL20 Gen10 Plus x8/x8 LP Riser Kit
(1) HPE DL20 Gen10 SFF ODD Enablement Kit
(1) HPE ProLiant DL20 Gen10 Plus Serial Port Cable Kit
(1) HPE Microsoft Windows Server 2022 Standard Edition - License - 16 Core - OEM - Reseller Option Kit (ROK) – PC
(1) HPE Integrated Lights-Out Advanced - Subscription License - 1 Server License - 3 Year – Standard
(1) HPE DL20 GEN10+ RPS FIO ENABLE KIT
(1) HPE 500W Flex Slot Platinum Hot Plug Low Halogen Power Supply Kit - 230 V AC, 380 V DC
(1) HPE Mounting Rail Kit for Rack
DuV oice Corporation Equipment (2) DIALOGIC 8 PORT PCI CARD - DIGITAL - (IN Refurbished with 1-year warranty
OpenText Software/Support CX-E ADMINISTRATION VERSION 22.4.0 build 1199 CX-E - 16 PORTS/5 UM/5 PA/
XMEDIUS CX-E/HOSPITALITY EXTENDED SUPPORT
OPENTEXT ASP SUPPORT - 1 SPEECH RESOURCE (ASR AND TTS)
LICENSE (ADD ADDITIONAL PORTS UP TO 500 SPEECH
XMEDIUS CX-E/HOSPITALITY PRIME PROTECT
OPENTEXT ASP SUPPORT - ALTERNATE TUI EMULATIONS
MAINTENANCE
100 UM USER LICENSES MAINTENANCE (MTCE RNWL)
OPENTEXT ASP SUPPORT - 100 PA USER LICENSES MAINTENANCE
NORTEL MERIDIAN STA TION SET EMULATION MAINTENANCE
Original Installation Date 1/18/2023
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 54
Appendix F
INSURANCE AND INDEMNITY
Note: The following represents ANAHEIM’S standard language for the insurance provisions in its professional services contracts. With few exceptions, the language in the final Agreement will be as shown here. If a proposer has any specific concerns regarding any of the ANAHEIM’s insurance language or requirements, which would render the proposer unable or unwilling to enter into an Agreement with the City, the proposer shall identify these concerns in its proposal. Deviations from the ANAHEIM’S standard language may be considered by the City in its evaluation of the responsiveness to a proposal. It is the practice of the City not to enter into agreements with limitations of liability provisions.
INSURANCE
Without limiting ANAHEIM’S right to indemnification, it is agreed that CONTRACTOR shall secure, prior to commencing any activities under this Agreement, and maintain, during the term of this Agreement, insurance coverage as follows:
Workers’ Compensation Insurance as required by California law and Employers Liability Insurance in an amount not less than $1,000,000 per occurrence/accident/illness/injury.
Commercial General Liability Insurance, including coverage for Premises and Operations, Contractual Liability, Personal Injury Liability, Products/Completed Operations Liability, as well as Independent CONTRACTOR’S Liability where appropriate, in an amount not less than $5,000,000 per occurrence. Such insurance shall be written on a primary basis but may include a deductible or self -insured retention of more than $10,000 per occurrence, provided that such deductible or self-insured retention is disclosed to ANAHEIM, in writing, at the inception of this Agreement.
Commercial Automobile Liability Coverage including—as applicable—owned, non-owned, and hired autos, in an amount not less than $2,000,000 per occurrence, combined single limit, as required by California law.
Professional Liability Insurance, inclusive of Cyber Liability Insurance where required, in an amount not less than $2,000,000 per occurrence or per claim. Such insurance shall be written on a primary basis but may include a deductible or self-insured retention of more than $10,000 per occurrence, provided that such deductible or self -insured retention is disclosed to ANAHEIM, in writing, at the inception of this Agreement.
Any required coverage written with primary and excess layers to satisfy the minimum requirements of this Agreement must be submitted for approval by ANAHEIM’s Risk Manager prior to the inception of the final Agreement.
CONTRACTOR agrees that this insurance shall not be voluntarily cancelled or limited in scope or coverage by CONTRACTOR until after thirty (30) days prior written notice has been given to the City Clerk, City of Anaheim, 200 S. Anaheim Blvd., Anaheim, CA 92805. This does not apply to cancellation for non -payment of premium, which requires notice of not less than ten (10) days.
Each insurance policy required by this Agreement, except policies for Professional Liability and Workers’ Compensation, shall contain the following clauses or shall otherwise provide for the following conditions:
“It is agreed that any insurance maintained by CONTRACTOR pursuant to this Agreement shall be primary to, and not contribute with, any insurance or self- insurance maintained by the City of Anaheim.”
“The City of Anaheim, its officers, agents, employees, representatives and ANAHEIM- designated volunteers are added as additional insured as respects the acts, omissions, operations and activities of, or on behalf of, the named insured, in regard to products supplied to, or work or services performed for, or related to, the City of Anaheim.”
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 55
Prior to commencing any work under this Agreement, CONTRACTOR shall deliver to ANAHEIM insurance certificates confirming the existence of the insurance required under this Agreement, and including the applicable clauses referenced above. Also, within thirty (30) days of the execution date of this Agreement, CONTRACTOR shall provide ANAHEIM (i) endorsements to the insurance policies that add to these policies the applicable clauses referenced above, or (ii) in lieu of said endorsements, documentation acceptable to ANAHEIM evidencing that the coverage, terms, and conditions set forth in the above-referenced clauses are otherwise included in said insurance policies. Insurance required hereunder shall be placed with insurers (i) admitted to write insurance in California, (ii) possessing an A. M. Best’s rating of A VII or higher, or (iii) otherwise acceptable to ANAHEIM, with prior written permission from ANAHEIM. In the event that a claim or other legal action is filed against ANAHEIM, and if AN AHEIM, in its good faith opinion, believes it may have coverage under any of the insurance required herein, then ANAHEIM has the right to demand, and to receive within a reasonable time period, copies of the insurance policies related to such r equired insurance; provided, however, that this provision shall not apply if the parties agree that CONTRACTOR shall fully defend, hold harmless, and indemnify ANAHEIM against any such claim or other legal action.
In addition to other remedies ANAHEIM may have if CONTRACTOR fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, ANAHEIM may, at its sole option:
Order CONTRACTOR to stop work under this Agreement and/or withhold any payment(s) that become due to CONTRACTOR hereunder until CONTRACTOR demonstrates compliance with the requirements hereof;
Terminate this Agreement.
Exercise of any of the above remedies, however, is an alternative to other remedies ANAHEIM may have and is not the exclusive remedy for CONTRACTOR’S failure to maintain insurance or secure appropriate endorsements.
Nothing herein contained shall be construed in any way as limiting the extent that an CONTRACTOR may be held responsible for payments of damages to persons or property resulting from CONTRACTOR’S, (or CONTRACTOR’S AGENT or SUB-AGENT, if any) performance of the work covered under this Agreement.
In the event CONTRACTOR hires other persons or firms to perform some of the work related to this Agreement, CONTRACTOR shall ensure (i) that the acts or omissions of such persons or firms are covered under the above-referenced liability insurance, or (ii) that such firms maintain insur ance equal to or better than, and subject to the same limits, terms and conditions as, the insurance required of CONTRACTOR under this Agreement (except for firms that are not performing professional services—such firms shall not be required to carry the above-referenced professional liability insurance); and in either instance, CONTRACTOR shall provide, or cause to be provided, evidence of such insurance coverage, reasonably acceptable to ANAHEIM.
ANAHEIM’S Risk Manager is hereby authorized to amend the requirements set forth herein in the event that such reduction is in ANAHEIM’S best interest.
The following represents the City’s standard language for the indemnification, defense, and hold harmless provisions in its contracts. With very few exceptions, the language in the final Agreement will be as shown here. If a proposer has any concerns regarding any of the City’s indemnification language which would render the proposer unable or unwilling to enter into an Agreement with the City, proposer shall identify these concerns in his proposal. Be specific. Deviations from the City’s standard language may be considered by City in its evaluation of the responsiveness of a proposal.
Request for Proposal - Anaheim Convention Center Technology Services - March 7, 2024 56
INDEMNIFICATION
As respects acts, errors or omissions in the performance of professional services, CONTRACTOR agrees to indemnify and hold harmless ANAHEIM, its officials, officers, and employees from and against any and all claims, losses, damages, defense costs, or liability, of any kind or nature, to the extent directly arising out of the negligent acts, errors or omissions of the CONTRACTOR or any SUB-AGENT in the performance of professional services under this Agreement.
As respects all acts, errors or omissions that do not directly arise out of the performance of professional serv ices, including but not limited to those acts, errors or omissions typically covered by general and automobile liability insurance, CONTRACTOR agrees to indemnify, defend (at ANAHEIM'S option), and hold harmless ANAHEIM, its officials, officers, employees, agents, and representatives from and against any and all claims, losses, damages, defense costs, or liability, of any kind or nature (collectively referred to hereinafter as “Claims”), arising out of or in connection with CONTRACTOR’S (or CONTRACTOR'S AGENT or SUB-AGENT, if any) acts, errors, omissions, or work, relative to this Agreement; except for those Claims that arise out of the sole negligence or willful misconduct of ANAHEIM.
The obligations set forth in this indemnification provision (i) shall be in effect without regard to whether or not ANAHEIM, CONTRACTOR, or any other person maintains, or fails to maintain, insurance coverage, or a self -insurance program, for any such Claims; and (ii) shall survive the termination of this Agreement.
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EXHIBIT “B”
OPERATIONAL PLAN
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OPERATIONAL PLAN
Infrastructure Management
In today's digital age, seamless connectivity, efficient communication channels, and innovative technological solutions are imperative for ensuring the success and smooth execution of any event.
With this understanding, our operational and infrastructure plan aims to leverage cutting -edge technologies to optimize every aspect, from event management custom networking solutio ns and attendee engagement to facility maintenance and security protocols. By prioritizing innovation and adaptability, we aspire to create an environment where technology seamlessly integrates and elevates the convention experience to new heights of effic iency, convenience, and excellence.
Specialized Experience
Operating the network infrastructure in a large convention center demands a deep understanding of network scalability, high-density wireless deployments, security considerations, and the ability to manage network resources effectively in dynamic and demanding environments.
Collaborating with various stakeholders, such as event organizers, exhibitors, and technology vendors, to understand their networking requirements and address their specific needs is necessary. This involves effective communication, management skills, and the ability to coordinate network deployments and configurations to support multiple simultaneous events taking place throughout the venue. Event-specific network management is a specialized type of deployment found only in large-scale conventions and meeting venues. Success includes managing temporary network setups, accommodating diverse types of exhibitors and attendee devices, providing dedicated network services for specific event needs and coordinating with event organizers. Load balancing to minimize congestion and implementing protocols to deliver consistent and secure Wi-Fi coverage throughout a sprawling campus are just a few key aspects.
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EXHIBIT “C”
CUSTOMER SERVICE APPROACH
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CLIENT SERVICE PHILOSOPHY
Customer-Centric Approach
In the dynamic landscape of business today, customer service is not just a department; it is a philosophy that permeates every aspect of an organization. As consumer expectations continue to evolve, the significance of an effective customer service approach cannot be overstated. In the event industry especially, a business will thrive, or falter based on the quality of their customer interactions.
A well -designed customer service program is not merely about resolving issues or answering inquiries; it is about fostering meaningful connections, building trust, and delivering value at every touchpoint. Consumers today seek more than just products or se rvices; they demand seamless personalized experiences, making every interaction along the customer journey crucial.
A customer-centric approach that prioritizes the needs, preferences, and satisfaction of each client must be part of a company -wide commitment focused on customer satisfaction. A client -centric business plan with clear communication channels empowers employees on the frontline to make effective decisions, which ultimately creates trust and builds loyalty. This approach has been the key to Smart City’s longevity and growth within the industry over the last four decades.
From cultivating a culture of empathy and empowerment, to leveraging technology for enhanced efficiency and engagement, every point along the journey plays a crucial role in shaping the Smart City’s approach. The importance of proactive communication, responsiveness, and continuous improvement are all part of our customer-centric philosophy.
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EXHIBIT “D”
CONTRACTOR’S INTERNET NETWORK/TELEPHONE
SERVICE CONTRACT RATE SCHEDULE
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PRICE SCHEDULE
Prices listed are incentive rates and apply to orders received with payment 14 days prior to the first day of move-in. Prices increase by approximately 20% to base rate on orders received less than 14 days prior to the first day of move-in. Orders placed after the first day of move-in will increase to the on-site rate.
Basic Shared Wired Services - Routers not Permitted Incentive Rate 3 Mbps burstable to 5 Mbps (DHCP), 1 Private IP Address $795 Each additional IP Address (only for shared service. Up to 4 devices) $131 Dedicated Wired Bandwidth – Routers Permitted Incentive Rate 6 Mbps Single ethernet drop (1) hardline with 5 Public IP Addresses $3,495 10 Mbps Single ethernet drop (1) hardline with 5 Public IP Addresses $5,900 15 Mbps Single ethernet drop (1) hardline with 5 Public IP Addresses $7,850 20 Mbps Single ethernet drop (1) hardline with 5 Public IP Addresses $11,700 25 Mbps Single ethernet drop (1) hardline with 5 Public IP Addresses $15,500 Wireless Hotspot Services Incentive Rate
5 Mbps up to 5 users $2,339
5 Mbps up to 15 Users $4,133
5 Mbps up to 30 Users $6,762
Additional Access Point $750
Video Streaming Package (Web filter applied ) Incentive Rate 5 Mbps $2,000
10 Mbps $3,000
20 Mbps $5,250
50 Mbps $12,500
100 Mbps $17,000
Cable TV Incentive Rate
Digital or HD (local and premium channels) $500
Telephone Incentive Rate Labor & Equipment
Single Line (Instrument included. unlimited LD) $275 Labor $125 Multi Line (Instrument included. unlimited LD) $415 Cat 5- up to 100 ft $50 Polycom (Instrument included) $465 Switch Rental – up to 24-port $185
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Additional Rates
In addition to our standard tradeshow rates, Smart City will continue to provide contracted one day events with our Daily Rate solutions. The criteria for daily rates are the move-in, event, and move-out all occur on the same day. Expanding upon this model, Smart City has developed Consumer Rates and Live Ticketed Event Rates that may be offered to select events that are mutually agreed upon between the Anaheim Convention Center (City of Anaheim) and Smart City.
The introduction of these additional rates creates more flexibility and enables events that would ordinarily be classified as small, the ability to purchase services at a reduced cost. Consumer events are the 10 X 10 start up, mom and pop shops, local home and garden shows and other local events. Ticketed events would include sports events and concerts.
On-Site Wireless
Exhibitor Internet is available in addition to “ Anaheim Free Wi-Fi”, a Complimentary Internet available throughout the ACC.
Exhibitor Internet (3 Mbps, per device) 1-day $79.99
Exhibitor Internet (3 Mbps, per device) 3-day $227.97
Exhibitor Internet (3 Mbps, per device) 5-day $359.95
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EXHIBIT “E”
CONTRACTOR’S RATES AND CHARGES FOR TECHNOLOGY SERVICES RENDERED TO ANAHEIM’S BUSINESS PARTNERS
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Permanent Tenant Pricing
Internet Services
Prices reflect monthly billing cost for service
Basic Internet Service $ 45
10 Mbps Dedicated Bandwidth $ 157
20 Mbps Dedicated Bandwidth $ 310
50 Mbps Dedicated Bandwidth $ 750
100 Mbps Dedicated Bandwidth $ 1,000
250 Mbps Dedicated Bandwidth $ 1,291
500 Mbps Dedicated Bandwidth $ 1,614
1,000 Mbps Dedicated Bandwidth $ 2,269
Upgrade to 29 Public Static IP Addresses $ 50
Telephone
Unrestricted long distance and instrument included in monthly price Single Line $ 14
Dedicated Line $ 14
Multi‐Line Instr. w/2 Lines $ 21
Polycom Conference Phone $ 24
Special Feature Programming $50
Wireless
Prices reflect monthly billing cost for service
Standard Custom Hotspot - 5 Device $ 117
Standard Custom Hotspot ‐ 15 Device $ 207
Standard Custom Hotspot ‐ 30 Device $ 337
Wireless Network Access ‐ Entire Facility VLAN $ 50
Wireless Internet Access ‐ Monthly Rate $ 20
Special Feature Programming ‐ Wireless $ 50
Cable TV
Prices reflect monthly billing cost for service unless noted as one -time fee Cable TV Service‐ Digital $ 25
Cable TV Service‐ Local & Basic Cable Channels, CNN $ 13 Cable TV Converter/set‐top box $ 10 (one-time)
Labor & Equipment
Prices reflect a one-time fee
Patch Cable ‐ Up to 100ft ‐ Cat5e $ 50 (one‐time)
Switch Rental ‐ Up to 24 ports $ 20 (one‐time)
Custom Cable Run ‐ Network Svcs $ 50 (one-time)
Reprograming Fee ‐ Internet/Networking $ 25 (one-time) Reprograming Fee , Telephone, Labor $ 25 (one‐time)
Special Engineering, Programming, Labor $ 125 (one‐time)
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EXHIBIT “F”
OFFICES OF THE EXECUTIVE DIRECTORS
AUTHORIZED REPRESENTATIVES
1. Deputy Director of Administration and Operations
2. Financial Services Manager
3. Deputy Director, Sales and Services
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