DATE: May 21, 2024
TO: Board of Supervisors
SUBMITTED BY: Edward Hill, Chief Operating Officer/Interim Director of Internal Services/Chief Information Officer
David Luchini, RN, PHN, Director, Department of Public Health
SUBJECT: Agreement with Central Square Technologies, LLC for CentralSquare Enterprise CAD Software System.
RECOMMENDED ACTION(S):
TITLE
1. Make a finding that it is in the best interest of the County to suspend the competitive bidding process consistent with Administrative Policy No. 34 for unusual or extraordinary circumstances, as Central Square Technologies, LLC is the only vendor able to provide licensing, maintenance, and support for its proprietary CentralSquare Enterprise CAD software system; and
2. Approve and authorize the Chairman to execute a retroactive Agreement with Central Square Technologies, LLC for the licensing, maintenance, and support of the CentralSquare Enterprise CAD software system, effective February 12, 2024, not to exceed five consecutive years, which includes a three-year base contract and two optional one-year extensions, total not to exceed $2,087,227.
REPORT
There is no additional Net County Cost associated with the recommended actions, which will allow the Fresno County Department of Public Health (DPH), Emergency Medical Services Communications Center (EMSCC) to continue to use Central Square Technologies, LLC’s (Central Square) CentralSquare Enterprise CAD software to provide for Emergency Medical Services (EMS) dispatch services to the county. This item is countywide.
ALTERNATIVE ACTION(S):
Should your Board not approve the recommended actions, the DPH, EMSCC will not be able to provide EMS dispatch services to the County. Your Board may direct staff to issue a competitive bid for a new EMS dispatch system; however, changing to a new vendor would result in increased costs and delay, due to the transition, implementation, data conversion, and training for a new software.
SUSPENSION OF COMPETITION/SOLE SOURCE CONTRACT:
The Internal Services Department, Information Technology Division’s (ISD-IT) request, on behalf of DPH, to suspend the competitive bidding process is consistent with Administrative Policy No. 34 under the “unusual or extraordinary circumstances” exception, as Central Square is the only vendor with the ability to provide both licensing, maintenance, and support for its proprietary EMS dispatch software. The DPH EMSCC has been utilizing Central Square’s solution since 1993. While there are other vendors who offer EMS dispatch systems, changing to a new vendor would result in increased costs and delay due to the transition, implementation, and data conversion to a new software. Transition to a new software would also require the County to pay for both old and new systems running concurrently until the transition is complete. The Internal Services Department, Purchasing Division (ISD-Purchasing) concurs with the request to suspend the competitive bidding process.
RETROACTIVE AGREEMENT:
The recommended agreement is retroactive to February 12, 2024, due to the length of time required to prepare the agreement, and have it approved by Central Square, and due to extended contract negotiations regarding the County’s insurance terms, specifically the Technology Professional Liability, Cyber Liability, and the terms of the Data Security Exhibit. The vendor has also requested a limitation on liability, which is a standard request for software agreements.
FISCAL IMPACT:
There is no increase in Net County Cost associated with the recommended actions. The maximum amount payable under the potential five-year term is $2,087,227. Sufficient appropriations and estimated revenues are included in the Department of Public Heath Org 5620 FY 2023-2024 Adopted Budget and will be included in subsequent annual budget requests.
DISCUSSION:
The DPH EMSCC is a regional dispatch center, responsible for the management and dispatch of all ambulance and fire equipment requests in Fresno, Kings, Tulare, and Madera Counties. The overall coordination of ambulance, fire resources, and emergency requests are accomplished with a state-of-the-art dispatch computer system, a product of Central Square, which has been used at the EMSCC since 1993. Central Square has consistently met the expectations of DPH and its products continue to evolve with the needs of the EMSCC.
On February 12, 2019, your Board approved Agreement No. 19-075 with Tritech Software Systems (TriTech), which has since been merged with other companies to become Central Square. The agreement provided 24-hour/7-day a week support, licenses, interfaces, and modules for VisiCAD, renamed to CentralSquare Enterprise CAD software. The CentralSquare Enterprise CAD system handles the EMS and fire request call volume and has been modified to meet the local needs of the EMSCC, integrating with system-wide GPS, computer assisted dispatch to computer assisted dispatch links and records management systems, hospital communication systems, and the County’s radio and paging system.
The recommended agreement has a potential five-year term which includes a three-year base term and two optional one-year extensions. Total maximum compensation for the initial term of the agreement is $1,212,678. If the agreement is extended into years four and five, the total maximum compensation will increase to $1,642,946 and $2,087,227, respectively. The total maximum compensation over the potential five-year agreement includes $1,337,227 for licensing, maintenance, and support, as well as $750,000 for additional as needed services.
Approval of the first recommend action will suspend the competitive bidding process as Central Square is the only vendor able to provide licensing, maintenance, and support services for its proprietary software, and changing to a new software system would cause the County to incur increased costs and man hours due to the acquiring, implementing, and transitioning to new software. Approval of the second recommended action will allow DPH to continue to use Central Square’s CentralSquare Enterprise CAD software to continue to provide EMS dispatch services to the County.
The recommended agreement with Central Square deviates from the County’s standard language as it incorporates a limitation of liability, limiting the Contractor’s total liability in aggregate to the total amount of fees paid by the County to the Contractor in the last 24 months. The County and the Contractor shall not be responsible to each other for indirect, incidental, punitive, exemplary, liquidated, or consequential damages of any kind including but not limited to, replacement costs, and neither party shall be liable to the other party for losses of profit, revenue, income, business, anticipated savings, data, and reputation, and more generally, any losses of an economic or financial nature. The Human Resources Department-Risk Management Division has reviewed the provisions and recommends the agreement not include this limitation of liability language; however, the DPH and ISD-IT believe that the risks associated with these changes are an acceptable business risk.
REFERENCE MATERIAL:
BAI #32, February 12, 2019
ATTACHMENTS INCLUDED AND/OR ON FILE:
Suspension of Competition
On file with Clerk - Agreement with Central Square
CAO ANALYST:
Ahla Yang