HomeMy WebLinkAbout20080425.tiff RESOLUTION
RE: APPROVE PURCHASE OF SERVICE AGREEMENT AND AUTHORIZE CHAIR TO SIGN-
ACS GOVERNMENT SYSTEMS, INC.
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS,the Board has been presented with a Purchase of Service Agreement between
the County of Weld, State of Colorado, by and through the Board of County Commissioners of
Weld County, and ACS Government Systems, Inc., commencing January 1, 2009, and ending
December 31, 2016, with further terms and conditions being as stated in said agreement, and
WHEREAS,after review, the Board deems it advisable to approve said agreement, a copy
of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Purchase of Service Agreement between the County of Weld, State of
Colorado, by and through the Board of County Commissioners of Weld County, and ACS
Government Systems, Inc., be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized to
sign said agreement.
The above and foregoing Resolution was,on motion duly made and seconded, adopted by
the following vote on the 6th day of February, A.D., 2008.
; p BOARD OF COUNTY COMMISSIONERS
1 1'24 WELD COUNTY, COLORADO
ATTEST: T.
tiVk ;; fi ia. H. Jerke, Chair
Weld County Clerk to the (-,..;•";"
R.bert . .en, Pro-Tem
BY: /
D ty Cler to the Board
Willi F. Garcia
APP AS ORM:
David E. Long
my ttorne
21261Oc ouglas ademacher
Date of signature:
2008-0425
DP0015
(%g . r/(cCi 5 ) a,,c 41
WELD COUNTY,COLORADO
PURCHASE OF SERVICE AGREEMENT
THIS AGREEMENT ("Agreement") is made this 1� day of5maol , 200S, by and
between the Weld County Board of County Commissioners, located at 915 10th Street,
Greeley, Colorado 80631 ("County"), and ACS Government Systems, Inc., with offices
located at 1800 M Street, NW, Washington, DC 20036 ("Contractor" or "ACS"). The
County and the Contractor may individually or collectively referred to herein as the
"Party"or"Parties."
The County and the Contractor,for the consideration herein set forth, agree as follows:
1. SERVICES OF THE CONTRACTOR:
Contractor shall provide all information technology support services and personnel (the
"Services") as outlined in Exhibit 1 — Scope of Information Technology Services,
attached hereto and made a part hereof. The Agreement is to be service based and will
cover all equipment and software as listed in Exhibit 2 of this Agreement. Any changes
to the hardware, systems software, and application software contained in Exhibit 2 may
result in (1) the need to reprioritize services, (ii) modification of the methods used to
provide the services, (iii) increased expenses and/or the need or desire for additional
services. ACS shall not be responsible for any additional services or increased expenses
resulting therefrom unless an approved service expansion request is executed by the
Parties in accordance with this Section. Any increase or decrease in ACS staffing levels
at the County shall be agreed upon by both Contractor and the County in writing which
will include any adjustment to the Contractor's fee for services.
Contractor may provide supplemental services to County, as agreed to by the Parties in
writing, and for such mutually agreed-to additional cost. Any supplemental services shall
be provided in accordance with all terms and conditions of this Agreement and shall be
pursuant to an approved Service Expansion Request.
2. RESPONSIBILITIES OF THE COUNTY:
The County shall provide information as necessary or requested by the Contractor to
enable the Contractor's performance under this Agreement.
2.1. Warranty and Service Contracts: All service or maintenance contracts
relating to computer equipment, software, and facilities supported by ACS shall
be the financial responsibility of the County.
2.2. Equipment: The County shall provide all general office equipment, computers,
software, tools, telephone service, security, off-site storage space, office space,
and utilities required for Contractor to perform the services.
2.3. User Rights: County shall be responsible for and inform ACS in writing of the
users authorized to access any of the systems for which ACS has operational
responsibility under this Agreement, describing specifically the rights and types
Weld County Co./ACS Service Agreement l
2008-0425
of access each user is granted, and ACS shall allow such access only as so
authorized by County. County shall not change such rights or types of access
without first informing ACS in writing of such change. ACS shall not be
responsible for any program malfunction or breach of security caused by any
misuse of such systems by anyone other than ACS, whether or not such user
has the right to access the Systems.
2.4. Access Rights. County agrees to permit AC'S' authorized personnel, and third
parties as may be authorized by both County and ACS in writing, access, on a
"need to brow" basis, to the systems for which AC'S has operational
responsibility under this Agreement, and information, data, data communication
services, and communication lines, at such times and for such purposes as
reasonably necessary or appropriate to permit ACS to perform its obligations
hereunder. County's access to the system shall not be limited with respect to
audit,performance and other related functions.
3. TERM:
3.1. Term of Agreement: The term of this Agreement shall be for seven years
starting January 1, 2009 terminating December 31,2016.
3.2. Extension Option: The County, at its sole option, may offer to extend this
Agreement as necessary for up to two, four-year extensions providing
satisfactory services are performed and all material terms and conditions of this
Agreement have been fulfilled. Such extensions must be mutually agreed upon
in writing by the County and the Contractor, and approved by the Weld County
Board of County Commissioners.
4. PAYMENT AND FEE SCHEDULE:
4.1. County shall pay Contractor the annual sum of $3,126,000 for services
specified in this Agreement. This is a fixed fee amount which will also be the
basis for any increases during the balance of the duration of this Agreement.
Contractor shall invoice County in equal monthly installments over the course
of the year. Invoices will be issued on a monthly basis and will be payable on a
net 30 day basis.
4.2. Annual fee increases to the Agreement shall be no less than 3.5%per year, and
no more than 6% per year of the base rate specified in Section 4.1, which
amount may be adjusted for any increase or decrease in staffing levels. Except
as otherwise specified in the previous sentence, increases will be based on the
United States Department of Labor Consumer Price Index for the
Denver/Boulder area.
4.3. On a monthly basis the County will invoice the Contractor, and the Contractor
shall reimburse the County for all long distance calls and postage used by the
Contractor at the County's cost.
4.4. Taxes. Taxes, other than taxes based on ACS' net income or capital stock,
imposed by any taxing authority and based upon any on-site services or other
Weld County Co./ACS Service Agreement 2
goods and services furnished under this Agreement shall be the responsibility of
County and shall be payable in addition to all other amounts and charges.
County may provide ACS, iu lieu of paying any such tax required to be paid by
County, with a certificate of exemption in foam and substance reasonably
satisfactory to ACS. ACS shall be responsible for all sales taxes imposed on
any supplies or other items which ACS is obligated under this Agreement to
provide at its own expense hereunder.
4.5. Pay Agent Status. County hereby designates ACS as County's pay agent for
data processing related purchases and acquisitions, so that ACS can, on behalf
of County, make payments to vendors providing goods and/or services to
County of the type for which ACS assumes operational responsibility under this
Agreement. The Parties acknowledge and understand it may be to their mutual
advantage, from a pricing and/or other standpoint, for ACS at times, as a
value-added remarketer of third party data processing products, and for County
at other times, as a governmental entity, to be the named licensee, lessee or
purchaser of the hardware, systems software, applications software and/or other
data processing products acquired for County during the term of this
Agreement. Notwithstanding the foregoing, however, and without limitation
thereon, upon the expiration or termination of this Agreement, subject to
County's payment to ACS of the amounts then due and owing to ACS under
this Agreement (including without limitation any reasonable software/hardware
transfer fees then applicable), ACS shall take all action reasonably necessary
for County to thereupon be the named licensee, lessee or holder of title, as
applicable, of all hardware, systems software, application software and/or other
data processing products acquired for Client during the term of this Agreement.
Nothing in this Section or in any other Section of this Agreement shall in any
way compromise County's ownership or other proprietary interest in any of the
systems components identified in Exhibit 2, and by entering into this
Agreement, ACS shall not be deemed to have acquired any ownership or other
proprietary interest in any of the systems components identified in Exhibit 2.
The following terms and conditions shall apply with respect to all equipment
and software purchases made by ACS on pay agent basis:
(a) To the maximum extent allowable by the third-party hardware and software
vendors, ACS shall pass-through to the County all manufacturers' warranties
offered by the third-party vendors. ACS makes no other warranties
whatsoever, express or implied, with regard to the materials and software
provided.
(b) All software provided will be subject to the vendor's licensing agreements.
(c) Where services required fall outside the scope of duties set forth in this
agreement, ACS will be eligible for a paid consultant fee which will be
negotiated by the parties and set forth in writing on a project by project basis.
5. INDEPENDENT CONTRACTOR: In providing services under this Agreement,
the Contractor acts as an independent contractor and not as an employee of the
Weld County Co./ACS Service Agreement 3
County. The Contractor shall be solely and entirely responsible for his/her acts, and
the acts of his/her employees, agents, servants, and subcontractors during the term
and performance of this Agreement. No employee, agent, servant, or subcontractor of
the Contractor shall be deemed to be an employee, agent, or servant of the County
because of the performance of any services or work under this Agreement. The
Contractor, at its expense, shall procure and maintain workers' compensation
insurance as required by law. Pursuant to the Workers' Compensation Act § 8-40-
202(2)(b)(IV), C.R.S., as amended, the Contractor understands that it and its
employees and servants are not entitled to workers' compensation benefits from the
County. The Contractor further understands that it is solely obligated for the payment
of federal and state income tax on any moneys earned pursuant to this Agreement.
6. NONDISCRIMINATION: The Contractor shall not discriminate against any
employee or qualified applicant for employment because of age, race, color, religion,
marital status, disability, sex, or national origin. The Contractor agrees to post in
conspicuous places. available to employees and applicants for employment, notices
provided by the local public agency setting forth the provisions of this
nondiscrimination clause.
7. INDEMNIFICATION: Subject to the limitation of liability provisions contained in
Section 11 of this Agreement, the Contractor agrees to indemnify and hold harmless
the County, its officers, agents, and employees for, from, and against any and all
claims, suits, expenses, damages, or other liabilities, including reasonable attorney
fees and court costs, directly arising out of damage or injury to persons, entities, or
property, caused or sustained by any person(s) as a result of the Contractor's or its
subcontractors' negligent performance or failure to perform pursuant to the terms of
this Agreement. If Contractor's negligence combines with the County's negligence to
cause injury, the Parties agree that liability will be equitably apportioned as
determined by a court of competent jurisdiction.
8. INSURANCE: The Contractor agrees to maintain insurance of the following types
and amounts:
8.1_ Cotmnercial General Liability Insurance: to include products liability. completed
operations,contractual,broad fonn property damage and personal injury.
8.1.1. Each Occurrence $1,000.000
8.1.2. General Aggregate $2,000.000
8.2. Business Automobile Liability Insurance: to include all motor vehicles owned,
hired, leased, or borrowed used by Contractor in connection with this
Agreement.
8.2.1. Bodily Injury/Property Damage S1,000,000 (each accident)
8.3. Workers' Compensation Insurance: Per Colorado Statutes
Weld County Co./ACS Service Agreement 4
8.4. Professional Liability Insurance: to include coverage for damages or claims for
damages arising out of Contractor's rendering, or failure to render, any
professional services.
8.4.1. Per claims made basis $1,000,000
8.4.2. This insurance requirement applies only to Contractors who are performing
services under this Agreement as professionals licensed under the laws of
the State of Colorado, such as physicians, lawyers, engineers, nurses, mental
health providers, and any other licensed professionals.
8.5. Weld County as "Additional Insured": The Contractor's commercial general
liability, and business automobile liability insurance policies and/or certificates
of insurance shall be issued to include Weld County as an "additional insured,"
and shall include the following provisions:
8.5.1. Commercial General Liability: Underwriters shall have no right of recovery
or subrogation against the County, it being the intent of the parties that the
insurance policies so effected shall protect both parties and be primary
coverage for any and all losses resulting from the actions or negligence of
the Contractor.
8.5.2. The insurance companies issuing the policy or policies shall have no
recourse against the County for payment of any premiums due or for any
assessments under any form of any policy.
8.5.3. Any and all deductibles contained in any insurance policy shall be assumed
by and at the sole risk of the Contractor.
8.6. Licensed Insurers: All insurers of the Contractor must be licensed to do
business in the State of Colorado. Upon failure of the Contractor to furnish,
deliver standard certificates of insurance and/or maintain such insurance as
provided herein, this Agreement, at the election of the County, may be
immediately declared suspended, discontinued, or terminated. Failure of the
Contractor in obtaining and/or maintaining any required insurance shall not
relieve the Contractor from any liability under this Agreement, nor shall the
insurance requirements be construed to conflict with the obligations of the
Contractor concerning indemnification.
8.7. Provision or Endorsement: Each insurance policy herein required shall include
a provision or be endorsed to state that coverage shall not be suspended, voided,
or canceled without thirty(30)days prior written notice by certified mail, return
receipt requested,to the County.
8.8. Proof of Insurance;, At any time during the term of this Agreement, the County
may require the Contractor to provide proof of the insurance coverages in the
form of a standard ACORD form certificate of insurance.
8.9. No Waiver of Immunity: No portion of this Agreement shall be deemed to
Weld County Co./ACS Service Agreement 5
constitute a waiver of any immunities the parties or their officers or employees
may possess, nor shall any portion of this Agreement be deemed to have
created a duty of care which did not previously exist with respect to any person
not a party to this Agreement.
9. TERMINATION:
9.1. For Cause: If, either Party violates a material covenant, condition, or
stipulation of this Agreement,and fails to remedy such failure after at least (90)
days written notice delivered by the aggrieved Party to the other, then the
aggrieved Party shall thereupon have the right to terminate this Agreement,
upon giving written notice to the other Party and specifying the effective date
thereof.
9.2. For Convenience: The County may terminate this Agreement at any time by
giving written notice as specified herein to the other party, which notice shall
be given at least one-hundred eighty(180) days prior to the effective date of the
termination. If this Agreement is terminated by the County, the Contractor will
be paid an amount that bears the same ratio to the total compensation as the
services actually performed bear to the total services the Contractor was to
perfonn under this Agreement, less payments previously made to the
Contractor under this Agreement, as well as any reasonable and necessary
wind-down expenses incurred by Contractor.
10.MUTUAL UNDERSTANDINGS:
10.1. Jurisdiction and Venue: The laws of the State of Colorado shall govern as to
the interpretation, validity, and effect of this Agreement. The parties agree that
jurisdiction and venue for any disputes arising under this Agreement shall be
with the 19th Judicial District, Colorado.
10.2. Compliance with Laws: During the performance of this Agreement, the
Contractor agrees to strictly adhere to all applicable federal, state, and local
laws, pules and regulations, including all licensing and permit requirements.
The parties hereto aver that they are familiar with § 18-8-301, et seq.. C.R.S.
(Bribery and Corrupt Influences), as amended, and § 18-8-401, et seq., C.R.S.
(Abuse of Public Office), as amended, and that no violation of such provisions
are present. Without limiting the generality of the foregoing, the Contractor
expressly agrees to comply with the privacy and security requirements set forth
in the Business Associate Agreement executed by the Parties on June 17, 2004
(the `BAA"). The BAA is expressly incorporated herein and made part of this
Agreement.
10.3. OSHA: To the extent applicable. Contractor shall comply with the requirements
of the Occupational Safety and Health Act (OSHA) and shall review and
comply with the County's safety regulations while on any County property.
Weld County Co./ACS Service Agreement 6
Failure to comply with any applicable federal, state or local law, rule, or
regulation shall give the County the right to terminate this agreement for cause.
10.4. Record Retention: The Contractor shall maintain records and documentation of
the services provided under this Agreement, including fiscal records, and shall
retain the records for a period of three(3)years from the date this Agreement is
terminated. All records and documents required to verify compliance with this
Agreement shall be subject to inspection,review, or audit by authorized federal,
state, or County personnel. Audits, reviews or inspections shall be performed
on a non-interference basis with ACS' normal delivery of services, unless relief
is granted by the County. In the event the County conducts an audit of the
Contractor's records, the County will allow the Contractor to review and
comment on the audit findings prior to the release of the audit report. Under no
circumstances will County authorize a competitor or potential competitor of
Contractor to perform an audit of Contractor on behalf of the County. For the
avoidance of doubt, County shall not have the right to access information or
data concerning ACS' costs or confidential employee data. Nothing in this
paragraph shall be interpreted to circumvent or otherwise limit the obligations
of the parties under the Colorado Public Records Act, C.R.S. § 24-72-101 et.
seq.
10.5. Assignability: Neither this Agreement, nor any rights hereunder, in whole or in
part, shall be assignable or otherwise transferable by either Party without the
prior written consent of the other; provided, that either may assign its rights and
obligations under this Agreement to an affiliate, or to an entity which acquires
all or substantially all of the assets or voting stock of that party if such affiliate
or entity can demonstrate to the reasonable satisfaction of the other party that it
has the ability to fulfill the obligations of the assigning party under this
Agreement (and in the case of assignment by County, such third party agrees to
pay any charges imposed by third parties relating to such assignments).
10.6. Waiver: Waiver of strict perfornnance or the breach of any provision of this
Agreement shall not be deemed a waiver, nor shall it prejudice the waiving
party's right to require strict performance of the same provision, or any other
provision in the future, unless such waiver has rendered future performance
commercially impossible.
10.7. Force Maieure: Neither party shall be liable for any delay or failure to perform
its obligations hereunder to the extent that such delay or failure is caused by a
force or event beyond the control of such party including, without limitation,
war, embargoes, strikes, governmental restrictions, riots, fires, floods,
earthquakes,or other acts of God.
10.8. Notice: Any notices given under this Agreement are deemed to have been
received and to be effective: (1) three (3) days after the same shall have been
mailed by certified mail, return receipt requested; (2) immediately upon hand
Weld County Co./ACS Service Agreement 7
delivery; or (3) immediately upon receipt of confirmation that a facsimile was
received. For the purposes of this Agreement, any and all notices shall be
addressed to the contacts listed below:
WeldCounty Attorney's Office
915 10th Street
Greeley, Colorado 80631
Phone: 970-356-4000
Weld County : Administration
Contact: Ms. Monica Mika
Address: 915 10th Street, Greeley, CO 80631
Phone: 970-356-4000
ACS Government Systems, Inc_
Contact: Contracts Department
Address:1800 M Street,NW, Washington, DC 20036
Phone: 202-378-2600
Fax: 202-378-1933
10.9. Integration of Understanding: This Agreement contains the entire
understanding of the parties hereto and neither it, nor the lights and obligations
hereunder, may be changed, modified, or waived except by au instrument in
writing that is signed by the parties hereto.
10.10. Severability: If any provision of this Agreement is determined to be
unenforceable or invalid for any reason, the remainder of this Agreement shall
remain in effect, unless otherwise terminated in accordance with the terms
contained herein.
10.11. Authorization: Each Party represents and warrants that it has the power and
ability to enter into this Agreement, to grant the rights granted herein, and to
perform the duties and obligations herein described.
10.12. Hiring of Employees:
Except as specifically provided in this Agreement, during the term of this
Agreement and any extension thereof, neither Party, nor any related or affiliated
organization over which a Party has control, shall offer to hire, hire or in any
way employ or compensate any employee of, or persons who have been
employed during any term hereof by, the other Party, unless the Parties
mutually agree to such arrangement. Notwithstanding the foregoing, the
following exceptions shall apply:
Weld County Co./ACS Service Agreement 8
(a) If this Agreement is rightfully terminated by County pursuant to Section 9.1
hereof, County may hire or employ ACS employees who were, at the time of
termination of this Agreement,permanently assigned to County's site; or,
(b) Either ACS or the Client may hire or solicit for hiring any employee who is
no longer employed by the other and whose employment with the other had
ended for a period of six (6) months or more prior to the date of the offer of
employment by such other Party; or,
(c) Either Party may immediately hire or solicit for hiring any former employee
of the other if such other party involuntarily terminated such former employee's
employment for any reason other than for avoiding the six (6) month "no
hiring"period described in above.
10.13. No Third Party Beneficiary Enforcement:
It is expressly understood and agreed that the enforcement of the terms and
conditions of this Agreement, and all rights of action relating to such
enforcement, shall be strictly reserved to the undersigned parties and nothing in
this Agreement shall give or allow any claim or right of action whatsoever by
any other person not included in this Agreement. It is the express intention of
the undersigned parties that any entity other than the undersigned parties
receiving services or benefits under this Agreement shall be an incidental
beneficiary only.
11.DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY:
11.1 Disclaimer of Warranties: EXCEPT AS EXPRESSLY PROVIDED HEREIN,
ACS HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND,
INCLUDING BUT NOT LIMITED TO, ANY EXPRESS WARRANTIES NOT
INCORPORATED INTO THIS AGREEMENT AND ANY IMPLIED
WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE IMPOSED BY LAW OR WHICH COULD
OTHERWISE ARISE IN CONNECTION WITH ACS' PERFORMANCE
UNDER THIS AGREEMENT.
11.2 Limitation of Liability: ACS AND COUNTY ACKNOWLEDGE AND AGREE
THAT IN NO EVENT WILL ACS' TOTAL AGGREGATE LIABILITY TO
COUNTY, if any, FOR ANY CLAIM or REASON WHATSOEVER
RELATING TO THE SUBJECT MA 1-1 EROF THIS AGREEMENT,
INCLUDING WITHOUT LIMITATION BREACH OF CONTRACT, BREACH
OF WARRANTY, ACS' NEGLIGENCE, STRICT LIABILITY,
MISREPRESENTATION, AND OTHER CAUSES OF ACTION BASED ON
SIMILAR LEGAL THEORIES, EXCEED the FEES THAT COUNTY
ACTUALLY PAID TO ACS FOR ONSITE SERVICES IN THE YEAR THAT
SUCH LIABILITY FIRST AROSE. UNDER NO CIRCUMSTANCES WILL
Weld County Co./ACS Service Agreement 9
EITHER PARTY BE LIABLE TO THE OTHER FOR ANY SPECIAL,
INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT
LIMITATION LOSS OF PROFITS, LOSS OF DATA, AND LOSS OF
REVENUES, EVEN IF INFORMED OF THE POSSIBILITY THEREOF IN
ADVANCE.
ACS AND COUNTY FURTHER ACKNOWLEDGE AND AGREE THAT
THEY ARE ENTERING INTO THIS AGREEMENT ON THE
UNDERSTANDING THAT THE FEES FOR THE GOODS AND SERVICES
TO BE PROVIDED UNDER THIS AGREEMENT HAVE BEEN SET TO
REFLECT THE FACT THAT COUNTY'S REMEDIES, AND ACS'
LIABILITY, WILL BE LIMITED AS EXPRESSLY SET FORTH IN THIS
AGREEMENT, AND IF NOT SO LIMITED, THE FEES FOR THE SAME
WOULD HAVE BEEN SUBSTANTIALLY HIGHER THE PARTIES HAVE
AGREED THAT THE LIMITATIONS SPECIFIED IN THIS SECTION WILL
SURVIVE AND APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN
THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL
PURPOSE
12.CHANGE ORDERS OR EXTENSIONS:
12.1. Change Orders: The County may, from time to time, require changes in the
scope of the services of the Contractor to be performed herein including, but
not limited to, additional instructions, additional work, and the omission of
work previously ordered_ Such changes, including any increases or decreases
in the amount of the Contractor's compensation, must be mutually agreed upon
in writing by the County and the Contractor in accordance with Section 1 of
this Agreement.
12.2. Extensions: The County may, upon mutual written agreement by the parties,
extend the time of completion of services to be performed by the Contractor.
13.CONFIDENTIALITY:
For purposes of this section, the term "Confidential Information" means all application
software and systems software which is licensed or otherwise provided to a Party with
notice of its confidential nature or restrictions as to its use as opposed to software
considered in the public domain; all business, financial, statistical, personnel and
technical data in tangible and/or intangible form which is clearly and conspicuously
marked "CONFIDENTIAL," generally known by the parties to be confidential; and, any
information which is defined as confidential by law, expressly deemed confidential in
this Agreement, or provided or disclosed, by one party to the other, with notice of its
confidential nature, all subject to and as may be limited by or otherwise provided for
under applicable Colorado law.
Weld County Co./ACS Service Agreement 10
13.1 Confidential Information: Both Parties agree that:
(a) Neither Party shall disclose any Confidential Information of the other Party to any
third party without first obtaining written consent, or unless required to do so by law or
court order;
(b) Each Party shall limit dissemination of the other Party's Confidential Information
only to those employees, contractors and agents who require access thereto to perform
their functions under this Agreement and who sign appropriate nondisclosure agreements
to protect such information;
(c) Each Party agrees to return the Confidential Information to the disclosing party upon
receipt of written request therefor, except that the County may keep one archival copy of
this Agreement for its records, subject to all the terms and conditions contained in this
Agreement relating to confidentiality;
(d) Each Party agrees that the standard of care to be applied in the performance of the
obligations set forth above shall be the standard of care applied by the receiving Party in
treating its own Confidential Information of like importance, but at least reasonable care
to prevent unauthorized copying, use, publication or disclosure. Failure to do so could
result in criminal or civil penalties under federal, state, and/or local law_
(e) Subject to Section 13.2, each Party acknowledges and agrees that, in the event of its
threatened or actual breach of the provisions of this Section 13.1, damages alone will be
an inadequate remedy, such breach will cause the other Party great, immediate and
irreparable injury and damage, and such other Party shall therefore be entitled to
injunctive and other equitable relief in addition to, and not in lieu of, any remedies it may
have at law or under this Agreement.
13.2 Exceptions to Confidentiality: The obligation of nondisclosure of Confidential
Information as set forth in Section 13.1 shall not apply to any data or information
that:
(a) Was already rightfully in the possession of the receiving Party or any of its related
companies prior to disclosure;
(b) Was independently developed by employees having no access to Confidential
Information;
(c)Was rightfully received from a third party without restrictions on disclosure or use;
(d) Was available by inspection of products or services marketed without restrictions,
offered for sale or leased in the ordinary course of business by either Party hereto or
others; or
Weld County Co./ACS Service Agreement 11
(e) Was or is required to be produced or disclosed pursuant to applicable laws,
regulations or court order, provided the receiving party has given the disclosing party the
opportunity to defend, limit or protect such production or disclosure, and such disclosure
is not greater than what was required to be produced or disclosed.
13.3 Survival of Obligations:Severability. Section 13 is severable from all other
provisions of this Agreement and shall stand on its own and remain in full force
and effect as if it is an agreement unto itself supported by valid consideration,
receipt of which is hereby acknowledged by the parties. The term of the
provisions of this Section 13 shall survive termination or expiration of this
Agreement or any determination that this Agreement or any portion hereof or
Appendix hereto is void,voidable, invalid or unenforceable.
14.APPLICATION SOFTWARE RIGHTS:
14.1 Rights to Existing Application Software:
Except as otherwise set forth in this Agreement, the County shall retain such right, title
and interest in and to the Application Software (and all derivative works thereof, as that
term is defined under the copyright laws of the United States, without reference as to
which party created such derivative works) listed on Exhibit 2 as it had prior to the
effective date of this Agreement. ACS shall have no right, title or interest in or to such
Application Software (including without limitation in any derivative works thereof, as
that term is defined under the copyright laws of the United States, without reference as to
which party created such derivative works) for any purpose except, to the extent
permitted by the applicable agreement relating thereto, the right to use, modify, enhance
and operate such Application Software in order to perfonn services hereunder and as may
be expressly set forth herein or in a separate written agreement executed between the
Parties. County acknowledges and understands that ACS may be prohibited from using,
modifying, enhancing or operating certain Application Software and Systems Software
set forth in Exhibit 2 as a result of restrictions contained in County's license agreement in
connection therewith. County shall use its best efforts to grant, or have granted to, ACS
the right to use, modify, enhance and operate such Application Software and systems
software. ACS shall have no responsibility to use, modify, enhance or operate any such
Application Software or systems software if ACS is prohibited from doing so by the term
of the applicable license agreement or by applicable law.
14.2 Rights to Newly Developed Application Software:
Each Party shall be deemed to separately own all right, title and interest to any new
Application Software developed by ACS pursuant to this Agreement. ACS shall provide
maintenance in connection with such new Application Software developed by ACS
hereunder during the term of this Agreement. Each Party shall take all actions and
precautions necessary and appropriate to protect the intellectual property rights of the
parties in such new Application Software, such action to include, without limitation,
maintaining such new Application Software as Confidential Information and licensing
Weld County Co./ACS Service Agreement 12
such new Application Software to third parties only pursuant to a written software license
agreement which adequately protects such Intellectual Property Rights. Without limiting
the foregoing, however, County will not enter into any relationship with any third party
(but expressly excluding any existing relationships between County and any third party),
or expand the lights of any existing third party distributor, marketer or sublicensor under
which such third party would have the right to market, sublicense and/or otherwise
distribute any such Newly Developed Application Software, in whole or in part. In no
event, however, shall either Party have any obligation to pay any licensing fee or other
royalty to the other Party in connection with such new Application Software. Further,the
Parties shall have no obligation to market, license or otherwise promote the use of such
new Application Software for or on behalf of the other Party, nor shall a Party have any
obligation whatsoever to advise the other Party of any such licensing, marketing or
promotion that such Party is conducting for its own behalf in connection with such new
Application Software.
Contractor agrees to enter into a fee splitting arrangement with the County for any
Application Software developed by ACS on or after January 1, 2009. Such fee splitting
arrangement shall only apply in the event Contractor distributes or otherwise licenses the
Application Software to third parties and there is no conflict with public domain
requirements. The fee will be negotiated on a project by project basis.
15.COMPLIANCE WITH C.R.S. &8-17.5-101.ET. SEO.:
In accordance with Colorado Revised Statute (C.R.S.), § 8-17.5-101, et. seq., the
Contractor shall meet the following requirements prior to signing this Agreement and
during the duration thereof:
The Contractor shall certify compliance with the Basic Pilot Program (created in Public
Law 208, 104th Congress as amended, and expanded in Public Law 156, 108th congress,
as amended, that is administered by the United States Department of Homeland Security)
on the attached certification.
The Contractor shall not knowingly employ or contract with an illegal alien to perform
work under this contract for services.
The Contractor shall not enter into a contact with a subcontractor that fails to certify to
the Contractor that the subcontractor shall not knowingly employ or contract with an
illegal alien to perform work under this contract for services.
At the time of signing this Agreement (public contract for services), the Contractor has
verified or attempted to verify through participation in the Basic Pilot Program (created
in Public Law 208, 104th Congress as amended, and expanded in Public Law 156, 108th
congress, as amended, that is administered by the United States Department of Homeland
Security, registration available at httus://www.vis-dhs.com\employerregistration), that the
Contractor does not employ any illegal aliens and, if the Contractor was not accepted into
the Basic Pilot Program prior to entering into this public contract for services, the
Weld County Co./ACS Service Agreement 13
contractor shall apply to participate in the Basic Pilot Program every three months until
the Contractor is accepted or this public contract for services has been completed,
whichever is earlier. The provisions specified in this paragraph D shall not be required or
effective in this public contract for services if the Basic Pilot Program is discontinued.
The Contractor shall not use the Basic Pilot Program procedures to undertake pre-
employment screening of job applicants while this public contract for services is being
preformed.
If Contractor obtains actual knowledge that a subcontractor performing work wider this
public contract for services knowingly employs or contracts with an illegal alien, the
Contractor shall: notify the subcontractor and the County within three days that the
Contractor has actual knowledge that the subcontractor is employing or contracting with
an illegal alien; and terminate the subcontract with the subcontractor if within three days
of receiving the notice required pursuant to the previous paragraph, the subcontractor
does not stop employing or contracting with the illegal alien; except that the contractor
shall not terminate the contract with the subcontractor if during such three days the
subcontractor provides information to establish that the subcontractor has not knowingly
employed or contracted with an illegal alien.
Contractor shall comply with any reasonable requests by the Department of Labor and
Employment(the Department)made in the course of an investigation that the Department
is undertaking pursuant to the authority established in C.R.S. § 8-17.5-102 (5).
[NO FURTHER TEXT ON THIS PAGE]
Weld County Co./ACS Service Agreement 14
If Contractor violates this Section 15, of the Agreement, the County may terminate this
Agreement for a breach of the contract.
IN WITNESS WHEREOF, the Parties have caused their names to be affixed hereto.
BOARD OF COUNTY COMMISSIONERS
t.,\v.
,- WELD COUNTY,COLORADO
y .R/ f4\14, i-//--------1
FEB - 6 2008
/ fir,' NtItNilliam H. Jerke Date
!►. 4.4iiiiva APPROVED AS T :
w , f rden ...
%` N. i'. TO THE BOARD f
We unty Attorney's Office, /4141 (kill Flidin _.Dept ' Clerk
ACS GOVERNMENT SYSTEMS,INC.
Name: ��,_l VR_h -. Date
Title: S J Q
Weld County Co./ACS Service Agreement 15
GC2-C-`/-,25
Exhibit 1
SCOPE OF INFORMATION TECHNOLOGY SERVICES
GENERAL
ACS will, as more specifically described in this Exhibit 1, operate and manage Client's
computing enviromnents set forth in Exhibit 2. ACS will provide personnel for the overall
management and operation of the above identified Client's operations, and management support
of specific projects that may change from time to time based on Client business needs, and as
mutually agreed to by the Parties.
II. GENERAL MANAGEMENT AND BUSINESS OPERATIONS
A. Account Management.
ACS will designate a full-time contract services manager ("Accotumt Manager") to
manage the delivery of Services and provide a primary contact point for Client.
Client will designate a contract manager ("Client Contract Administrator") as the
primary contact point for ACS.
B. General Management.
The Account Manager will coordinate provision of the following general
management services:
1. Strategic and tactical technical leadership, planning support. and consulting by
mutual agreement between Client and ACS
2. Active participation in and support of Client Information Technology
Governance Committee:
3. Assistance to Client executive management in:
a. Establishing policies and procedures governing the access, use. and control
of information resources:
b. Evaluating new technologies, and their applicability to Client's computing
operations
4. Management of and involvement with external computing and technology-related
vendor relationships as mutually agreed to:
5. Represent the Information Technology Department in internal Client meetings.
user groups,vendor meetings,and other activities as required by Client
6. Provide timely review, comments and recommendations for any requests for
information technology hardware, software and services within Client
organization
7. Management of the deployment and assignment of ACS and contracted staff
performing Services for Client, including vendor subcontracts, temporary staff
and other non-ACS staff as needed
8. Day to day supervision of ACS staff. and general supervision of non-ACS
resources assigned to the project.
C. Business Operations.
Weld County Co./ACS Service Agreement 16
ACS will provide business support functions for Client's computing
environment,including:
1. Providing timely review and processing of requests for information technology
hardware, software and services within Client organization
2. Under direction of Client Contract Administrator. assisting Client in managing
the Information Technology budget according to Client practices:
a. High level assistance and support in the preparation of Information
Technology budget. Client is responsible for the management of Client
Information Technology budget and cost distribution or allocation of budget
to Client Departments.
3. Review and validate invoices for payment of technology products,services
and/or supplies within the budget;
4. Assist in managing vendor relationships and costs under Client general direction.
5. Providing controls and procedures for invoicing of product and service payments.
acquisition of supplies, and other administrative requirements determined and
funded by Client
6. In cooperation and consultation with Client, developing and maintaining an
Information Technology Department Policies and Procedures Manual.
D. Management Meetings
The ACS Account Manager will on a periodic basis,but no less than quarterly, meet
with Client Contract Administrator to review ACS' delivery performance, the status
of day-to-day operations, issues requiring resolution, and upcoming priorities and
plans. This will take place during the Clients Governance Committee meeting.
In addition, at either party's reasonable request, Client Contract Administrator and
ACS Account Manager and any other personnel designated by either will meet to
review the progress of the parties under this Agreement.
E. Staffing
As part of the base service offering,ACS will provide a total of thirty(30)staff in the
following areas: One(1)person as Account Manager; one(1)administrative support
resource: ten (10) Functional Support resources: ten (10) Technical Service
resources, three (3) GIS resources, three (3) Web Development and support
resources, two (2) Database Administration resources, and a shared Security
resource. ACS and Client will work cooperatively to manage staffing changes in
order to minimize impacts to either party.
ACS will offer at least one training class to each employee per year.
F. Work Location
All ACS employees directly serving this contract shall be located in Weld County,
Colorado, unless another location is approved in writing by Weld County's contract
Weld County CoJACS Service Agreement 17
administrator. No ACS employee directly serving this contract shall be located
outside the United States unless approved by the Board of Weld County
Commissioners in writing.
III. PLANNING AND PROGRESS REPORTING
A. Progress Reporting.
ACS will provide Client Contract Administrator with progress reports during the Client's
Governance Committee meetings which routinely take place every month.
IV. INFORMATION TECHNOLOGY DELIVERY SERVICES
In addition to the management services described above, ACS agrees to provide information
technology services to Client in the following four(4)areas:
• Application Support
• GIS Development and Support
• Web Development and Support
• Technical Services
V. APPLICATION SUPPORT
ACS will provide services required to manage designated Client applications set forth in Exhibit
2 of the Agreement. These services will include development, maintenance and support of
existing applications, as well as management of projects to support these applications and other
technologies in use by Client.
a. Applications Software Update Support.
ACS' responsibilities include:
1. Facilitate Client definition of Application Software requirements to be used
in evaluating new software solutions for the user community.
2. Acquisition support, including coordination of application demonstrations,
providing technical and consultative assistance during Client's negotiation of
software agreements. and in establishing project completion schedules.
3. Management and coordination of existing third-party software vendors in
carrying out their agreements.
B. Application Software Maintenance.
ACS is responsible for providing (either on site at the Location or remotely) routine
maintenance of the Application Software systems referred to in Exhibit 2. These
responsibilities include:
Weld County CoJACS Service Agreement 18
i. Managing installation and testing of third-party Application Software
releases on a periodic basis not to exceed two(2)releases per application per
year:
ii. Testing program changes:
iii. Documenting changes made:and
iv. Implementing changes into the production environment.
Client personnel will be responsible for applications acceptance testing and
approval prior to implementation in accordance with approved operational
procedures and project requirements as appropriate. Client is also responsible for
funding all necessary software purchases,maintenance plans,and upgrades.
ACS will notify Client of any of the above activities that require scheduled
application downtime.
C. Data Base Administration.
ACS is responsible for those tasks necessary to create and maintain the
operational databases designated as official Client repositories as set forth in
Exhibit 2.These responsibilities include:
1. Support of vendor-provided databases and design of databases and associated
file structures where applicable and where designated ACS staffing levels
permit.
2. Provide internal training of technical staff to provide knowledge of data
management processes for supported systems.
3. Tailoring and tuning to keep Client databases performing optimally.
4. Performing and, as necessary, coordinating third-party vendor problem
resolution activities to identify and correct processing errors causing
comrption to databases and files.
5. Performing capacity planning to determine availability of resources and need
for additional resources for the storage and retrieval of data.
Client is responsible for maintaining applications and databases developed by
Client staff or installed by third-party vendors outside of the Data Center test and
production environment. ACS will assist Client in ongoing operation of these
applications, but will not be responsible for their successful operation and use,or
for data accuracy contained therein.
VI. GIS DEVELOPMENT AND SUPPORT
ACS is responsible for providing(either on site at the Location or remotely) continued planning,
development,operation and maintenance of GIS and related functions. Responsibilities include:
A. Hiring.supporting,and training three(3)GIS staff resources
B. Representing the County to vendors of related GIS computer and data
communications equipment,systems and services.
C. In conjunction with the Client Contract Administrator and Governance Committee,
providing the management control necessary to guarantee the most effective use of
GIS resources in the County.
Weld County Co./ACS Service Agreement 19
D. Establishing and enforcing County-wide standards,procedures and necessary security
measures for GIS functions.
E. Providing for project management of GIS computer application development
activities for departments and agencies within the County.
F. Designing,developing or requisitioning the same for all GIS functions and
enhancements to existing systems.
G. Maintaining and modifying GIS functions as necessary.
H. Providing for continued operation of GIS functions.
I. Identifying and coordinating GIS proposals that affect more than one(1)department
or system area.
J. Maintaining au inventory of all GIS computer hardware and software.
K. Establishing and enforcing County-wide standards and procedures and necessary
security measures with GIS.
L. facilitate County-wide sharing of related GIS data.
VII. WEB DEVELOPMENT AND SUPPORT
ACS is responsible for those tasks necessary to create,manage and maintain the client Internet
and Intranet website.This includes management of Web projects for new websites/pages.
1. Intranet
ACS will provide support to develop new web pages and online services to meet the
needs of the client.This includes
1. Meeting with the client to assist with the development of the design for the
web interface or service.
2. Design web pages and websites for the client departments and services.
3. Maintain the websites to keep the information current.
4. Meet security standards required for web based services.
B. Internet
ACS will provide support to develop new web pages and online services to meet
the needs of the client and the public.This includes
1. Meeting with the client to assist with the development and design for the
web pages or websites.
2. Design web pages and websites for the client departments and programs to
provide client requested information/data available for the public.
3. Maintain the websites to keep the information current.
4. Use the most current technology and tools to provide an efficient website,
with quick links for navigating the website.
5. Use current teclmology to develop innovative ideas to bring information to
the public.
6. Meet required security standards to protect the client website,data and
network
7. Provide tools and training for the users that will maintain their own web
pages.
8. Manage and maintain the content management system and provide training
for users that will update their departmental or program pages.
Weld County Co./ACS Service Agreement 20
VIII. TECHNICAL SERVICES
ACS is responsible for providing the following services (either on site or remotely) in
connection with the Systems listed in Exhibit 2:
A. Operations Support.
1. Monitoring system functions through the use of command consoles, network
monitoring tools,and ancillary support devices;
2. Maintenance of records and documentation relating to Hardware and Application
Software listed in Exhibit 2: and
3. Provision of backup for Client-required files and maintenance of tape rotation
policies.
Client is responsible for funding all necessary computer supplies for operations
support. ACS will order supplies through the Client Information Technology budget
as needed and approved by Client Contract Administrator.
b. Technical Services Support.
1. Systems Software.
ACS is responsible for applying third-party-provided maintenance fixes and new
releases of vendor-supported utility and related software utilized in support of
Client's Systems and related Application Software referred to in Exhibit 2. Using
automated software management tools supplied by Client, ACS will assure that
such installed systems software is within two major releases of the latest version
and supported by the vendor.
ACS is responsible for monitoring utilization of existing system support software
and providing recommendations for future support software needs.
2. Technical Support and Capacity Planning.
ACS is responsible for providing technical support and capacity planning in the
form of consultation, problem determination, and general assistance to Client's
information technology community.
c. Vendor Maintenance.
ACS is responsible for applying third-party. vendor-provided maintenance of and
enhancements to Client's production environment on a scheduled basis.
Where a third-party vendor is responsible for providing maintenance services for
their software, databases or other environments. ACS will facilitate the vendor's
activities and monitor such changes to facilitate a successful operation. Deviations
will be reported to Client for follow up with third-party vendor.
Client is responsible for maintaining applications and databases developed by Client
staff or installed by third-party vendors outside of the Data Center test and production
Weld County Co./ACS Service Agreement 21
environment. ACS will assist Client in ongoing operation of these applications, but
will not be responsible for their successful operation and use.
d. Server and Systems Management.
1. Install and maintain servers and associated systems,storage and backup hardware
and software as defined in the hardware list.
2. Perform and maintain system setup, backup restoration and recovery procedures
to avoid loss of data.
3. Configure,manage,and maintain effective and efficient use of storage assets
4. Rotate and test backup tapes per industry standards.
5. Configure virus management software to automatically scan,perform system and
component isolation,and initiate virus repair and removal.
6. Plan for servers and storage to be replaced every five years or as Client funding
allows,and budget annually for UPS and other enviromneutal requirements.
7. Provide recommendations for preferred software tools that offer the highest level
of support for the Client servers and systems.
Client will be responsible for funding all equipment, software and tools needed for
server and systems management. Client will be responsible for developing all
information retention and security policies in consultation with ACS. ACS will
implement such policies within a reasonable time frame with advance notice from
Client.
ACS will notify Client of any of the above activities that require scheduled server
downtime. ACS and Client will work cooperatively to schedule downtime and
minimize impact to Client operations.
e. Help Desk Services
ACS will provide operational control and functional management and staffing of
Help Desk service. This will be the focal point for requests for service related to
Client systems and applications identified in Exhibit 2. The services provided by the
Help Desk include:
1. General Help Desk Services.
a. Telephone support will be provided 24/7.
b. Provide facilities for submission of Help Desk request via telephone. Internet
and electronic mail.
c. Responding to requests from Client staff for desktop service and support.
d. Promptly resolve user requests or problems.
e. Provide assistance in the operation of supported desktop applications
according to the applications support list provided in Exhibit 2.
f. Track service requests and provide feedback and status reporting to Client
requestors and management.
g. Support software applications according to the applications support list
provided in Exhibit 2.
IL Route and track calls which require escalation to the specialized support
teams.
Weld County Co./ACS Service Agreement 22
i. Install, configure and maintain automated tracking and reporting software for
Help Desk.
j. Provide Client staff basic support on "how to" for Microsoft Office
Professional products.
2. Installations and Relocations.
ACS will provide configuration. installation, and redeployment services for
designated installed Client workstations in use. Notwithstanding the foregoing.
ACS will be responsible for providing configuration. installation, and relocation
services for no more than ten (10) workstations in any one (1) business day
except by mutual agreement for specific projects and timeframes. For these
situations,ACS will be relieved of its Help Desk service level obligations during
these periods.
Client will be responsible for all construction, facilities modifications. electrical
requirements,and voice and data cabling for all equipment moves prior to system
relocations. Client will provide adequate advance notice to ACS for multiple
concurrent systems relocations. Client will provide access to the work area for
system relocations or installations during regular work hours and will ensure
cooperation from designated staff to facilitate ACS obligations.
Should ACS need additional staff for distribution and installation of Election
workstations and/or laptops,the county will provide the resources needed.
F. Technology Components
Supported technology components included in these services are:
1. Components of Client's data network including routers, switches and other
installed components purchased by the Client and managed and supported by
ACS
2. Scheduled production activities that require naming processes and jobs on a
regularly-scheduled basis after Normal Working Hours.
3. Remote access hardware and software used to support Virtual Private Network
(VPN)access to Client network via VPN tokens
G. Applications
ACS agrees to troubleshoot and make calls to vendor support within the limits of
hours of vendor support purchased and defined in the vendors' software maintenance
contracts purchased by Client. ACS support services provided outside of the
vendor's defined hours of support will be offered on a"best efforts"basis. If ACS is
unable to resolve any such problem with After Hours Support.its staff will generate
Help Desk tickets to resolve during the next business day.
H. Support Exclusions and Limitations
ACS will not provide After Hours Support for the following products:
1. Any non-Client property including personal computer, laptop or printer located at
Client staffs place of residence.
Weld County Co./ACS Service Agreement 23
2. Microsoft desktop product support, such as Microsoft Office,Visio or other PC-
based products.
3. Employee-owned hardware,software,PDA's,or network access devices.
4. Any test servers not in production use.
5. Exceptions to these support limitations may be made in the following cases by
prior arrangement between ACS and Client:
6. Emergency Support as described in the Definitions.
7. Special projects,meetings,and other non-standard events, such as periodic
fmancial processes or after hours and weekend Client events.
8. Client's elected official and executive leadership technology support needs.
9. Portable data devices defined in Client Standards list.
I Network Services
ACS will provide management. consultative, and administrative support for of
Client's data network and operating environment as indicated in Exhibit 2. These
services will include:
1. Installation.configuration,testing,and maintenance of Client network, including,
but not limited to,routers,hubs,wireless access equipment.and firewalls
2. Maintenance of Client network diagrams and schematics
3. Network and network device maintenance services including monitoring,
troubleshooting, capacity planning. configuration and tuning in accordance with
manufacturer's specifications to promote optimal operation
4. Network software upgrade services to install new vendor certified software
versions. firmware versions.service packs,and patches
5. Network and network device performance monitoring, diagnostics, and tuning to
support network availability
6. Network troubleshooting and problem resolution. When such support requires
access to Client secured areas or systems. Client will provide ACS with timely
and reasonable access
7. Provide planning services to assist Client in long-range network scalability
planning, evaluating the current networking performance and capacity. and
making recommendations on growth and procurement to address Client
objectives
8. Plan for routers and switches to be replaced by Client every five years. Client
will provide all funding for purchase of all replacement network hardware.
ACS will notify Client of any of the above activities that require scheduled network
downtime. ACS and Client will work cooperatively to schedule downtime and
minimize impact to Client operations.
Client will be responsible for finding all equipment. software and tools needed for
network management. Client will provide all Internet Service Provider services,and
internet and fiber connections at designated facilities of its choice.
ACS will not be responsible for third-party services with which it has not contracted
and over which it does not have direct control.
Weld County Co./ACS Service Agreement 24
IX. OTHER CLIENT RESPONSIBILITIES
In addition to all other Client responsibilities set forth in this Statement of Work, Client shall be
responsible as follows:
Client shall notify ACS' designated contact immediately upon discovery of system failures.
Client personnel shall not attempt any repair or maintenance on systems while these systems are under
the purview of this contract unless previously agreed to in writing by ACS as part of normal operator
maintenance responsibilities. Client will not make or allow any person other than ACS' maintenance
personnel (or authorized third parties) to make any adjustment, repair, or maintenance of the
equipment or to relocate, modify, change, or connect said equipment to other equipment or devices
supplied by any person other than ACS without the prior written permission of ACS.
• Client personnel will be available for reasonable consultation and to answer pertinent
questions of a high priority basis.
• When required. Client will review and approve all proposed hardware and software
configurations proposed by ACS. In addition, Client will review and approve all license
agreements for software procured by ACS for the benefit of the County.
• Client will, if required, participate in testing and approving of upgrades performed by
ACS.
• Client will approve and, if necessary find, critical hardware and software upgrades and
refreshes recommended by ACS, including upgrades required to ensure system
performance optimizations.
Weld County Co./ACS Service Agreement 25
Exhibit 2
Hardware
DePartilient PC's-: . Laptops Ptirlrters r PDA*s
Accounting 7 1 2 1
Assessor 53 7 9 3
Buildings and Grounds 5 0 1 1
Clerk and Recorder 34 5 9 1
Clerk to the Board 14 3 3 0
Coroner 6 1 3 0
County Attorney 4 1 0
County Commissioners 1 6 1 1
County Council 2 0 0
District Attorney 53 33 22 3
Elections 11 196 7 0
Extensions 19 3 5 0
Finance/Administration 2 1 1
Health 135 23 26 9
Human Services 86 2 15 0
Headstart 14 0 0 0
Information Services 48 35 8 8
Paramedics 17 13 5 8
Personnel 4 1 3 0
Phone Services 2 1 1 1
Planning 48 22 15 0
Printing and Supply 3 1 3 0
Purchasing 2 0 0 0
Public Works 58 14 7 1
Sheriff 181 33 60 18
Social Services 277 39 37 8
Transportation 5 0 2 0
Treasurer 17 1 6 0
Total 1100 448 252 64
Other Hardware
Servers 142
Network Devices 143
Wireless AP's 49
Ceragon-Tower sites 5
Weld County CO./ACS Service Agreement 26
Software
(Access) Birth and Death Index
(Access)Collection Database (obtained from another county)
(Access)Coroner Case Management(department level)
(Access)DORs(time tracking-Admin/Nursing/Pro)
(Access)DOR's(time tracking -Env)
(Access) Drug Labels
(Access) Fair Management
(Access)Household Hazardous Waste Tracking/Reporting
(Access) MYAT
(Access)Printing& Supply Work Order Management/Billing
(Access)Schools/Pools Database
(Access)Sheriffs Office Time Tracking Database
(Access)SLIC
(Access)Sludge Database
(CDHS)CCARS
(CDHS)CFMS
(CDHS)Colorado Trails
(dBaselll)Lab Database -Water Slips
(Interface)Banner to Checkeze (x2)
(Interface) DentalNision to Checkeze
(Interface) Great Plains to Banner
(Interface) Health Centricity into Banner
(Interface) Health Grants to Banner
(Interface) Pcard to Banner
(Interface) P-Card to Great Plains
(Interface) PeopleSoft Payroll into Banner
(Interface) PeopleSoft to Great Plains
Accela GIS
Accela LandManagement
Accela Reports
Accela Wireless
Accurint (Internet)
Weld County Co./ACS Service Agreement 27
Acobe Acrobat Professional
ACSES (via CDHS Portal)
Action (via Internet)
Adobe Acrobat Pro
Adobe Acrobat Reader
Adobe Acrobat Standard
Adobe Creative Suite
Adobe Illustrator
Adobe Page Maker
Adobe PhotoShop
Adore
Aims+
ApexlV
AreGIS (ArcINFO 9.x)
ArcGIS Server
ArcIMS
ArcView
ARFR(ArcReader for First Responders)
ATAC NG
AutoCAD
AutoCAD Land Desktop
AutoCad LDD Survey Module
AutoCAD Lt
BA Code Lookup
Bank Recon- Banner
Bank Recon-Great Plains
Bank Recon- PeopleSoft
Bank Recon file generation
Bankties
Banner
Banner Xtender Imaging
Bentley Culvert Master Suite
Bentley InRoads Design Suite
Bentley Microstation Design Suite
Blackberry Client for Outlook version 4.0
Weld County Co./ACS Service Agreement 28
Blue Ribbon
CAFR
Cameo
Camtasia Snaglt
Cannon Imageware
Cannon ScanGear
Canofile Imaging
Cartegraph Pavement Management Suite
CBMS Custom Reports(Mike Noland Reports)
CCI 2000 (Weed Truck software from Mid-Tech)
CCI Fieldware
CCI Gateway
CCI Geoware
CCI MassCalc
CCI RealWare
CCVC
CDHS Case Worker Computer Based Training Modules
Child Care Certificate Secure Web Site(under development)
Child Plus
Child Support Guide Lines
CISP Database
Citibank Access App
Citrix Browser
CM Minutes +
Co Courts via Internet
Cold Fusion
Colorado Search & Rescue
CompuPic
Convey
Corel Word Perfect 8, 9, 10
Cost Estimator(Marshall Swift)
CostWorks 2003
COVIS
Crime Zone
CRIS+
Weld County Co./ACS Service Agreement 29
Crystal Reports
Crystal Reports Server v 11
CSU Educational PC- Extension
CSU Educational PC- Health Promotions
Custom Weed Database
DARWin
Data Pack 3D (Laser Technologies)
DataView
dBase
Decade- Field Inspection Modules
Decade- Food Inspection -Establishment& License Tracking (Access)
Deed Plotter
Delorme 3-D TopoQuads
DentalNision
Digital Camera-Adobe Image
Documents to Go
DocuTec(Clerk&Recording, Motor V)
Dragon Speak
ECS Imaging (Assessor)
EMC Documentum ApplicationXtender(scanning)
EMC Documentum Document Manager(scanning)
Evare
Faith Based Web Site and Database
FIDOS Foster Parents Tracking Web App
File Room Database (Access)
Food Processor
FRX Report Writer
Gas Boy
GE Millbrook Solution for Electronic Medical Record (Intranet)
GE Millbrook Solution for Practice Management(Intranet)
Genesis
GGCC(via CDHS Portal)
Global Ballot Counting System
GPS III+, AIITopoV7 Pro iGage, and Spray Ops(Reds Fix It Shop)
Grant Tracking Software- Internet based
Weld County Co./ACS Service Agreement 30
Great Plains
HEC-RAS (Surface Water Modeling)
Hillard Cleaning System
HiStar Traffic Count Software
Hummingbird (emulation)
IBM Personal Communications/AS400(ICON access)
ICC Codes- The Complete Collection 2006
iCRIS
IntegraTrack
Internal Affairs Tracking
I-Quest
IRIS via Internet
Johnson Controls (local and remote access)
Katz Canine Software
Kiosk Solution for Jail Law Library Access
Knowledge Point Descriptions Now!
Knowledge Point Performance Now
Knowledge Point Performance Now!
Knowledge Point Policies Now!
Kodak Easyshare Software
LanDesk
Legacy 6000 with RMS (Weed Truck software from Mid-Tech)
Legal Files
Lexis Nexis E-Filing
Life Cycle Cost Analysis (LCCA)from Asphalt Pavement Alliance
Logitech Web Cams
Lotus
Lynchval
Macromedia DreamWeaver Ultra Dev
Macromedid Flash
Magelian MSTAR(Public Works)
Mako
Mako Crime Analysis
Mako Viewer LTE- image viewing new mugshot
Merrick PC Access- Dial-up to IRIS Marketing (Assr)
Weld County Co./ACS Service Agreement 31
Microsoft Access
Microsoft Excel
Microsoft Front Page
Microsoft Internet Explorer
Microsoft Office Professional
Microsoft Outlook
Microsoft PowerPoint
Microsoft SQL
Microsoft Streets and Trips
Microsoft Word
Mugshot
Mutare EEN (Autodialer)
N.A.D.A lookup
NCR High Volume Check Scanning Hardware/Software
Netvantage Check Viewing Client Software (ItemAge)
Netvantage Remittance Processing Software
NorthPointe COMPASS Software
Nvivo
OCE Plott and Image Software
OTG Imaging Software(DA)
Paradox
PC Anywhere - host/viewer
Peach Tree Accounting
PeopleSoft- HR
PeopleSoft- Payroll
PeopleSoft Ben Admin Benefits
PeopleTools
PermitsPlus
PGP Desktop Encryption Software
Photo Modeler
Photo Shop Pro
Plank Bridge Rating from CDOT
Pocket Mirror for Outlook Synchronization
Pontis (bridge)
Power2Pay
Weld County Co./ACS Service Agreement 32
Procomm Plus
PTMS(public transportation management system)
PubWorks
Purchasing Plus+
Quick Books Pro
Quick File Rename Pro
Quicken
Reflections for AS400
Reflections for HP(Blackstone access)
Reflections for IBM (Judicial access)
Report Beam
Rhino Soft Serve-U
Safety First
SAMS
SAS
Secure FTP site with automatic upload for scanning
SetPoint
SKYPE Web Site
Smashed Cat
Snag It
Spanish Translator
SPSS
SQE
SQL Plus
SQL Server PubWorks CR v 11 Application
SS Status Board App
Stantec Pavement Management
State CBMS Portal Access
State CYF Portal Access
Stedmans Spell Checker for Medical
Sudaan
Survey Link (Precision Solar Controls)
Symantec SystemWorks
Tasc 6300 with RMS (Weed Truck software from Mid-Tech)
TeleStaff
Weld County Co./ACS Service Agreement 33
Time Map
TimeMark
TimeMark VIAS
Tims+
TMA(work order management system)
TMWin 3.30-32
Traffic Graphics Road Design Software
Traffic Graphics Sign Manuals
TransCAD
TransCAD 4.0
Trial Director
Trimble Geomatics Office
Trimble GPS Pathfinder Office
Verizon Air Cards
Verizon Q Phones
Vicap
Visio
Visio Pro
Visual Statement
Vital Stats State Intranet(birth certificates via web)
Volunteer Works
Votec
Wav Joiner
WellsFargo Image Viewer
Westlaw
Westlaw( Internet)
Westlaw(Internet)
Westlaw Premise
WHIPPET Client Tracking Web App
WinASAP
W INBatch
WinQL Report Writer
WinZip
WSFTP Pro
Xcelsius XL
Weld County Co./ACS Service Agreement 34
XL2CAD
Zoll RescueNet Billing
Zoll Tablet PCR
Weld County Co./ACS Service Agreement 35
Exhibit 3
CONTRACTOR'S CERTIFICATION OF COMPLIANCE
In accordance with Colorado Revised Statute, § 8-17.5-101, et. seq., effective August 7,
2006, as a prerequisite to entering into a contract for services with Weld County,
Colorado, the undersigned Contractor hereby certifies that at the time of this
certification. Contractor does not knowingly employ or contract with an illegal alien and
that the Contractor has participated or attempted to participate in the Basic Pilot
Program, (created in Public Law 208, 104th Congress, as amended, and expanded in
Public Law 156, 108th Congress, as amended, that is administered by the United States
Department of Homeland Security), in order to verify that it does not employ any illegal
aliens.
Note: Registration for the Basic Pilot Program can be completed at: littps://www.vis-
dhs.comlemployerregistration. It is reconunended that employers review the sample
"memorandum of understanding" available at the website prior to registering.
any Name Date
S gnature Printed Name
SIP
Title
Weld County Co./ACS Service Agreement 36
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