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HomeMy WebLinkAbout20001054.tiff RESOLUTION RE: APPROVE AGREEMENT FOR PROFESSIONAL SERVICES AND AUTHORIZE CHAIR TO SIGN - MERRICK AND COMPANY 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 an Agreement for Professional Services between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Merrick and Company, with 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 Agreement for Professional Services between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, and Merrick and Company 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 8th day of May, A.D., 2000. BOARD OF COUNTY COMMISSIONERS W D COUNTY, COLORADO ATTEST:LI 1 Barbara J irkmeyer, hair 6 U Weld County Clerk tot _ do ��s BY: Zhed g A il‘fr-Tem Deputy Clerk to the Boar ' .;.rL.c- . Baxter APP FAS-TO F : Dale K. Hall ty A ey EXCUSED Glenn Vaad 2000-1054 DP0010 Contract No. 50013730 AGREEMENT FOR PROFESSIONAL SERVICES Between Merrick & Company and Weld County, Colorado 2000-1054 WELDCO-1.DOC 4/28/00 Page: 1 of 33 Contract No. 50013730 Table of Contents Article 1 Merrick's Services and Personnel 3 Article 2 Compensation 4 Article 3 Changes to Scope of Work, Suspension 4 Article 4 Technical and Contractual Representatives 5 Article 5 Client Responsibilities 5 Article 6 Information Furnished by Others 6 Article 7 Records, Audit, Ownership of Documents 6 Article 8 Conflict of Interest, No Contingent Fees 7 Article 9 Confidential & Proprietary Information 7 Article 10 Software Rights, Copyright, Patent, Trademark 8 Article 11 Subcontracts 8 Article 12 Indemnification & Risk Allocation 8 Article 13 Insurance 9 Article 14 Termination 10 Article 15 Dispute Resolution 10 Article 16 General 11 Article 17 Incorporation of Attachments 12 A. Statement of Services & Project Schedule B. Schedule of Payment C. Additional Services D. County Responsibilities E. Documents and Deliverables Owned by Weld County F. Year 2000 Compliance WELDCO-1.DOC 4/28/00 Page: 2 of 33 Contract No. 50013730 Agreement for Professional Services This Agreement for Professional Services ("Agreement")is made by and between Merrick& Company, a Colorado corporation ("Merrick") and Weld County, Colorado("Client"). Client desires to obtain professional services for the "Project" described on Attachment A and the parties wish to set forth the terms and conditions for performance of these services. In consideration of the mutual promises and covenants of the parties, it is agreed as follows. Article 1 - Merrick's Services and Personnel Merrick agrees to perform the services described in Attachment A ("Statement of Services & Project Schedule"). Upon notification to proceed, Merrick shall promptly commence and diligently continue the services to completion in compliance with Attachment A, except as may be otherwise provided herein. Merrick's services shall be performed in a manner consistent with the care and skill exercised by professionals practicing in the same locality and specialty under similar conditions. There are no warranties,express or implied, which extend beyond the description in this Agreement. Merrick shall follow standards of care of the profession,and comply with federal,state and local government laws, rules, regulations,codes, and ordinances; provided,however and if applicable, since the Americans with Disabilities Act contains general provisions subject to differing interpretations on a case-by-case basis, services in connection therewith shall be on the basis of Merrick's professional experience and judgment but Merrick cannot and does not guarantee or warrant its services will be in compliance therewith. Merrick shall be responsible for completeness and accuracy of its services and shall correct defects or errors or omissions at its own expense. Should Client become aware of errors or omissions in the services or should Client otherwise become dissatisfied with the services, Client shall give prompt written notice to Merrick and allow a reasonable time for correction by Merrick. Merrick shall promptly pay, when due,taxes,excises,license fees directly applicable and chargeable to the services it performs under this Agreement. Merrick shall take out and keep current municipal,county, state or federal licenses required to perform the services. Subject to the approval of Client prior to the commencement of Merrick's services,certain of Merrick's personnel may be designated as key personnel for performance of the services. In the ordinary course of business and so long as they remain in Merrick's employ, designated key personnel shall not be removed from the Project without Client's prior written consent,which shall not be unreasonably withheld. Client may require additions,reductions,or substitutions to Merrick's employees working on the Project. Key Project personnel,if any, are listed in Attachment A. weldcon_ims.DOC 4/28/00 Page:3 of 33 Contract No. 50013730 Article 2 - Compensation Client shall pay Merrick for its basic services as provided in Attachment B ("Schedule of Payment"). If changes to the scope of services or requests for additional services cause an increase or decrease in Merrick's services, an equitable adjustment shall be made to Merrick's compensation under Article 3 and this Agreement shall be modified in writing accordingly. Except where the payment provisions of Attachment B provide or require otherwise, Merrick shall submit periodic invoices to Client with a summary of services performed in accordance with Merrick's standard invoicing practices. Client shall notify Merrick of any objection within 14 calendar days of the invoice date,identifying the reasons therefor in writing and timely paying that portion of the invoice not in dispute. Invoices will be considered acceptable to Client if no such objections are made. Unless otherwise provided in Attachment B,payment is due on presentment of an invoice. Invoices not paid within 30 days of presentment(excepting any portion of an invoiced amount in dispute and resolved in favor of Client) shall accrue interest at the rate of 1.0 percent per month, compounded annually. Interest shall be calculated from the date of an invoice, with payments credited first to interest and then to principal. Timely payment by Client to Merrick is a material part of the consideration of this Agreement. If payment is withheld by the Client for more than 45 days of the invoice date, Merrick may suspend services or terminate this Agreement without incurring liability to Client or others for incidental, special,indirect, or consequential damages. Article 3 - Changes to Scope of Work, Suspension A partial itemization of additional services available is set forth in Attachment C . Client may request that Merrick perform these and other additional services or make changes to the scope of services. Such changes or additions may include the work required to evaluate such a request. Except where time is of the essence (in which case changes or additions may be authorized verbally and later confirmed in writing), Merrick and Client shall agree in writing to the exact nature of the change or addition prior to its implementation. This writing,when signed by both parties,shall constitute an authorization for changes or additions and shall contain a description of the services, the commencement date and expected completion date for the services, and any special conditions applicable to the services. If changes or additions cause an increase or decrease in Merrick's services, the parties shall in good faith attempt to reach a written agreement adjusting Merrick's compensation in an equitable manner. Client may at any time, by written notice to Merrick, suspend further performance of the services by Merrick. Upon receiving notice of suspension,Merrick shall promptly suspend performance of the services to the extent specified. During the period of a suspension,Merrick shall care for and protect its services in progress. For a period of 90 days, Client may withdraw the suspension of performance of the services as to all or part of the suspended services by written notice to Merrick weldcon_ims.DOC 4/28/00 Page: 4 of 33 Contract No. 50013730 specifying the effective date and scope of withdrawal. Merrick shall then resume diligent performance of the services for which the suspension was withdrawn. If suspension or withdrawal of suspension justifies modification of Merrick's compensation, an equitable adjustment shall be made under Attachment B and this Agreement shall be modified in writing accordingly. If Merrick disagrees with a request by Client for a non-compensible correction of defects or errors or omissions in the services, then in addition to or in lieu of the other provisions of this Agreement, Merrick may invoice Client for additional compensation in performing the services and the Dispute Resolution procedures of Article 15 shall apply to such invoiced amounts. Article 4 -Technical & Contractual Representatives Authorized representatives of Client and Merrick are: County of Weld: Merrick & Company: Technical Judi Boeck Technical Gerald Boyd GIS Coordinator Project Manager Contractual Don Warden Contractual Brian Raber,CMS Director of Finance Vice-President and Administration Modifications or amendments required or permitted under this Agreement must be executed by the Contractual Representatives of the parties. Technical directions and communications concerning the services should be made by the Technical Representatives of the parties. Article 5 - Client Responsibilities Client's contractual representative shall have the authority to act for Client in all things pertaining to this Agreement including, without limitation, authority to make changes to the scope of services or request additional services or suspend services, authority to transmit instructions,receive information,interpret and define Client's policies and decisions with respect to Merrick's services, and to make decisions on Client's behalf when requested to do so by Merrick. Client shall cooperate with Merrick in all aspects of the Project and shall provide information and criteria of Client's requirements for the Project, including objectives and constraints, space,capacity and performance requirements,flexibility and expendability, and any time or budgetary limitations. Client shall furnish copies of specifications and standards which it will require to be included in the services and shall examine and respond promptly to Merrick's submissions. Client shall consult with Merrick on a regular basis concerning the timeliness, cost and adequacy of services during the phases of scheduled work and the work progress dates and furnish to Merrick written notice of any noncompliance therewith. Merrick shall not be responsible for taking precautions for protection of the work or safety of the weldcon_ims.DOC 4/28/00 Page: 5 of 33 Contract No. 50013730 public through or around the operations and Merrick shall not be responsible for the means, methods, techniques and sequencing of the work of others except subcontractors as discussed in Article 11. Additional responsibilities of Client may be specified in Attachment D ("Client Responsibilities"). Article 6 - Information Furnished by Others Unless the scope of services in Attachment A includes an undertaking by Merrick to assure the accuracy of documents or information furnished by Client or others, Merrick shall be entitled to rely upon as accurate and correct any plans,drawings, specifications,criteria,maps, surveys and other data furnished by Client or others. If subsequent errors are discovered in data furnished by Client or others which necessitate redoing services, Merrick shall be compensated for such extra services in accordance with Article 3. Merrick shall not be liable for errors or omissions in data furnished by Client or others. Article 7 - Records, Audit, Ownership of Documents Merrick shall maintain records of performance under this Agreement and shall make these records available for inspection and for audit(if the payment provisions herein are of a type capable of audit) by Client at all reasonable times during the course of services and for a period of two years after completion of services. Audits shall be conducted in accordance with generally accepted auditing principles consistently applied. All of the items listed in Attachment E shall be owned by the Client. Merrick shall not distribute any of the items listed in Attachment E to anyone except the Client,unless done so with the express written consent of the Client. All paper and electronic documents provided or furnished by Merrick pursuant to the terms of this Agreement, excluding the items listed in Attachment E,shall be owned by Merrick. Merrick shall have the right to reuse such paper and electronic documents only with the express written consent of the Client. Submission of documents or other instruments prepared under this Agreement to any regulatory agency or others for use on the project shall not be construed as publication to defeat Merrick's rights as provided herein. Except as may be specifically provided in Attachment A and Attachment E,documents and products prepared by Merrick under this Agreement are not intended or represented to be suitable for reuse by Client or others on extensions of the Project or on any other project. Any such reuse or misuse without the prior express written consent of Merrick shall be at Client's sole risk and without liability or loss exposure to Merrick. Article 8 - Conflict of Interest, No Contingent Fees Merrick represents it has no known direct or indirect interest which would conflict with the performance of its services under this Agreement. Except as disclosed to Client and except for the compensation to be paid hereunder, Merrick warrants it has not directly or indirectly paid or agreed to pay any person or company any fee, weldcon_ims.DOC 4/28/00 Page:6 of 33 Contract No. 50013730 commission, contribution, donation, gift, or any other type of consideration to solicit or secure an award of this Agreement. Article 9- Confidential & Proprietary Information Merrick and Client,to the extent of their rights and abilities to do so,may exchange technical data and information reasonably required of each to perform this Agreement. It is anticipated these exchanges will include trade secrets or confidential and proprietary information concerning photogrammetric production costs,procedures, and software (the "Information"). The information does not include any of the deliverable products specified in Attachment A. Each party will treat as confidential all Information which has been or may hereafter be made available to the other in connection with this Agreement. Except as necessary for the Project, each party agrees that under no circumstance will it make use of or disclose the Information to any third party nor use Information to the detriment or competitive disadvantage of the other party. Each party agrees to limit disclosure of the Information to its officers, directors, employees and agents and then only to the extent reasonably necessary to effectuate the purposes of the Project. The party receiving Information shall take diligent precautions to insure that those persons to whom disclosures are made keep the Information confidential. These restrictions shall not apply to the extent Information was in the public domain at the time of the disclosure or subsequently becomes a part of the public domain through no fault of the party receiving the Information; was known to the receiving party at the time of the disclosure; was readily ascertainable from public or trade sources at the time of its disclosure; was independently developed by the receiving party without recourse to any Information provided under this Agreement; or is the subject of demand by subpoena, court order or other similar mandatory legal process in which case the party against whom the demand or request is made shall forthwith give written notice to the other to preserve the opportunity to resist and/or respond to such process. The covenants of this Article 9 shall survive expiration of the term or the termination of this Agreement and shall apply for a period of five years thereafter. In addition to and without prejudice to its other rights and remedies, a party shall be entitled to injunctive relief upon proof of a breach or threatened breach of this Article 9. Article 10 - Software Rights, Copyright, Patent, Trademark Except as may be specifically provided in Attachment A and Attachment E, Merrick shall retain ownership and proprietary rights of any licensed software packages used under this Agreement. Merrick retains the right to use, sell, and/or modify any custom software developed and/or modified in performing its services hereunder. At Merrick's expense, Merrick shall defend any suits brought against Client based on a claim that the use of any design,process, apparatus, or any part,methodology, software,publication, or other proprietary right or any thing furnished by Merrick under this Agreement constitutes an weldcon_ims.DOC 4/28/00 Page: 7 of 33 Contract No. 50013730 infringement of any patent,trademark, or copyright of the United States; provided that Merrick shall be notified promptly in writing by Client of such a claim or contention and given the authority, information, and assistance (at Merrick's expense)for the defense thereof. Article 11 - Subcontracts Except as provided in the Attachments, Merrick shall not subcontract any part of its services under this Agreement without first providing notice to Client. Merrick shall obligate each subcontractor of every tier to consent to compliance with all applicable provisions of this Agreement. Nothing contained in any subcontract of any tier shall create a contractual relationship between Client and any such subcontractor. Article 12 - Indemnification & Risk Allocation Merrick agrees to indemnify and save Client harmless from any loss, cost, or expense,including attorney fees,claimed by third parties for property damage or bodily injury, including death, caused by the negligence of Merrick or its employees, agents and subcontractors in connection with Merrick's services. Client shall be responsible for any loss, cost, or expense,including attorney fees,claimed by third parties for property damage or bodily injury,including death, caused by the negligence of Client or its employees, agents and subcontractors in connection with the operations of the Client. If the negligence of both Merrick and Client(or a person identified above for whom each is liable)is the cause of such damage or injury,the loss,cost, or expense shall be shared between Merrick and Client in proportion to their relative degrees of negligence. It is intended by the parties to this Agreement that performance of Merrick's services shall not subject Merrick's personnel,including its employees, officers,directors, or shareholders,to any personal legal exposure for any risk associated with the Project. Client agrees that any claim, demand or suit shall be.made only against Merrick&Company, a Colorado corporation, and not against any of Merrick's personnel. Merrick's total liability to Client for injuries, damages, claims,losses, expenses (including attorney fees) arising from any cause(s)including, without limitation, negligence, breach of contract or warranty, strict liability, or tort, shall be limited to the actual cost of completing Merrick's services as specified in Attachment B. Neither party hereto shall be liable to the other for incidental,special,indirect or consequential damages nor shall Merrick be liable for any cost or expense that provides betterment,upgrade or enhancement of the Project. Article 13 - Insurance Merrick shall maintain during the term of this Agreement, and for a period of two years after completion of Merrick's services, insurance of the kinds and with the limits not less than the amounts below: Worker's Compensation Insurance as required by statute, including Employers Liability, with weldcon_ims.DOC 4/28/00 Page: 8 of 33 Contract No. 50013730 limits of $100,000 each accident; $500,000 disease - policy limit; $100,000 disease - each employee. Commercial General Liability Insurance with limits of$1,000,000 per occurrence and $2,000,000 aggregate. Business Automobile Liability Insurance with limits of$1,000,000 per occurrence,combined single limits (owned, hired &non-owned). Umbrella/Excess Liability Insurance with limits of$3,000,000 per occurrence. Professional Liability Practice Policy with limits of$1,000,000 per claim and $2,000,000 annual aggregate. Certificates of insurance evidencing these minimum coverages shall be submitted to Client at the commencement of Merrick's services. The coverages are subject to the terms, exclusions and conditions of the policies. Merrick's insurance policies shall be endorsed to include, for the benefit of Client, a 30-day advance written notice of cancellation. Failure to submit the certificates or endorsements or failure of Client to insist upon submission shall not relieve Merrick of its duty to maintain the required insurance. Article 14 - Termination Subject to the other provisions of this Agreement,this Agreement may be terminated in whole or in part in writing by either party in the event of a substantial failure by the other party to fulfill its obligations under this Agreement. No such termination shall be effective until the other party is given not less than ten working days written notice of intent to terminate and an opportunity for consultation with the terminating party prior to termination. This Agreement may be terminated in whole or in part in writing by Client for its convenience. No such termination shall be effective until Merrick is given not less than 10 working days written notice of intent to terminate and an opportunity for consultation with Client prior to termination. Upon receipt of a notice of termination,Merrick shall promptly discontinue all services affected (unless the notice directs otherwise). If Client is not in breach of this Agreement,Merrick shall deliver or otherwise make available to Client all finished services;provided,however, Merrick shall not be responsible for the accuracy,completeness or workability of documents prepared by Merrick if used, changed or completed by Client or by another party. Subject to the provisions of Article 2, Merrick shall be paid for its costs and services performed through the effective date of termination,less allowances for negligent services which must be corrected. If this Agreement is terminated for Client's convenience,in addition to payment for costs and services performed through the effective date of termination, Client shall pay Merrick as a termination expense ten percent of the total amount invoiced, or to be invoiced by Merrick through the effective date of termination. Merrick's final invoice to Client,which may be submitted after weldcon_ims.DOC 4/28/00 Page: 9 of 33 Contract No. 50013730 the effective date of termination, shall calculate such sum. Article 15 - Dispute Resolution If a claim or controversy between Client and Merrick is not resolved by the designated representatives of the parties,the chief executive officers of Merrick and Client, or a senior member of management with authority to negotiate and execute a binding settlement, shall meet within 30 days thereafter to review and discuss such claim or controversy and attempt, in good faith, to settle or resolve the matter. If such settlement is not achieved,the parties shall have their remedy at law. Article 16 - General 16.1 Governing Law. This Agreement shall be governed by the laws of the State of Colorado. 16.2 Entire Agreement,Amendments. This Agreement sets forth the entire agreement of the parties, supercedes all prior negotiations and understandings, and shall govern any services by Merrick on the Project prior to execution of this Agreement. Except as otherwise expressly provided in this Agreement,this Agreement may be modified or amended only upon the signed written agreement of both parties. Merrick shall not be required to execute any documents subsequent to the signing of this Agreement that increase Merrick's contractual or legal obligations or risks, or jeopardize the availability of or increase the cost of its professional or general liability insurance. Merrick and Client have each read and fully understand the terms of this Agreement, and each has had the opportunity to have it reviewed by counsel. 16.3 Severability. If any provision of this Agreement is held to be invalid or unenforceable by a court or other authority with like jurisdiction,the remainder of this Agreement shall be unaffected and enforceable, and there shall be deemed substituted for the affected provision(s) a valid and enforceable provision(s) as similar as possible to the affected provision(s). 16.4 Assignment. This Agreement is for personal services and neither party may assign its rights nor delegate the performance of its duties hereunder without the prior written approval of the other. Any assignment,voluntary or involuntary,in violation of the foregoing shall be voidable. This Agreement is not intended to benefit any third party. 16.5 Successors and Approved Assigns. This Agreement shall inure to the benefit of and shall be binding upon the parties and their respective legal representatives, successors, and approved assigns. 16.6 Non-Waiver. No delay or failure by either party to exercise any right under this Agreement, and no partial or single exercise of that right shall constitute a waiver of that or any other right. 16.7 Independent Contractor. Merrick shall perform its services as an independent contractor and not as an agent,employee,representative,joint venture or partner of Client. weldcon_ims.DOC 4/28/00 Page: 10 of 33 Contract No. 50013730 16.8 Force Majeure. Merrick shall not be in default of its obligations if performance is prevented or delayed by an existing or future force majeure condition including, without limitation, act of government,act of God, strike,insurrection,embargo,fire,flood, earthquake,explosion,riot, war, rebellion, sabotage,epidemic, or any other cause beyond the reasonable control of a party to this Agreement. 16.9 Notices. Notice required or permitted hereunder shall be in writing and delivered in a manner most efficient under the circumstances. Subject to the foregoing,notice shall be deemed to have been given when received by the party to whom it is directed by hand delivery,telecopy, or mail delivery as follows: Merrick: Merrick&Company 2450 South Peoria Street Aurora, CO 80014 Attn: Mr. Gerald Boyd Client: Weld County GIS P.O. Box 758 1400 N. 17th Avenue Greeley, CO 80632 Attn: Ms. Judi Boeck or at such other address as a party hereto may designate by written notice. 16.10 Headings. The captions and headings of this Agreement are for convenience and reference only and do not limit or define the scope or intent of the clause. 16.11 Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. Article 17 - Incorporation of Attachments The following Attachments are incorporated into and made a part of this Agreement: A - Statement of Services & Project Schedule B - Schedule of Payment C -Additional Services D - Client Responsibilities E - Documents and Deliverables Owned by Weld County weldcon_ims.DOC 4/28/00 Page: 11 of 33 Contract No. 50013730 F-Year 2000 Compliance IN WITNESS WHEREOF,the parties execute this Agreement on the date last written below. Weld County, Colorado Merrick & Company, a Colorado corporation Barbera J. Kirlaneyer, Chair Brian R. Raber, Vice President Board of County Commissio rs GIS, Survey, Photogrammetry Signatur Signature ent1Q4J 1?-02.50._ Title 12 Title VI C PrearLy2 ti Cnl S ,c f w Date Date S—$—pp weldcon_ims.DOC 4/28/00 Page: 12 of 33 Contract No. 50013137 Attachment A Statement of Services & Project Schedule In accordance with the provisions of Article 1,Merrick agrees to perform the services specifically described below. I. Character and Extent of Services Merrick will provide Internet Map Server application development and hosting services to the County for the purpose of establishing an Internet page and application that will allow department/public access to the County's GIS information and associated attribute data. Based on our meeting on March 8, 2000 I have attached an appendix to our proposal to include a table that better defines your requirements and identifies which functions are currently within the scope of work and which items are optional items with an additional cost to implement. To facilitate this request Merrick is prepared to store all required GIS information and associated attribute data, develop all required Map Object Internet Map Server (MOIMS)Applications, and host an existing Windows NT Server to handle both web server and map server requests. The scope of this project covers the following components: Software: Merrick&Co.has reviewed and analyzed numerous commercially available Internet Mapping packages within the context of Weld County's data and application potential, and recommends that the County utilize ESRI MapObjects Internet Map Server(MOIMS). The advantages over other products is that the County currently maintains the GIS datasets using ESRI's Arc/Info GIS, so that the Map Objects (MO) application will work with the data in its native format. The MO application can be developed using Visual Basic (VB) and the Internet Map Server development can utilize Hyper Text Markup Language (HTML) and requires no client side JAVA plug-in. Additionally,compared to other IMS software,ESRI MOIMS requires much less network bandwidth when responding to mapping requests. Hardware: Merrick&Company will provide a Windows NT 4.0 server that meets the specifications required for handling mapping requests as well as executing the applications needed to produce the map images. It should be noted that the web server software used to handle map requests will be Microsoft Internet Information Server/Site Server products. This server compatibility requirement is set by ESRI and is the Weld County standard as well. Merrick is prepared to provide Internet access at a bandwidth necessary to meet the demands specified in this proposal. This configuration will allow for all mapping requests to be handled by the Web Server,which in turn executes the mapping software via a secured Intranet connection to the Map Server. Data Warehousing: Merrick will provide storage space for the warehousing of all planimetric,cadastral GIS information with associated attribute data, and Mr-SID compressed orthophotography required for the MOIMS functionality defined below. Merrick will provide an FTP site where the County can place updated coverages and attribute information weekly that will be automatically downloaded during off time hours, validated, and the on-line data updated so that by the next business day current information will be available on the MOIMS site. During certain periods during the year tax table information(attributes on taxes paid,that are linked to parcels based on account number)my need updates as frequently as daily weldcon_ims.DOC Date:4/28/00 Page: 13 of 33 Contract No. 50013137 and Merrick will provide that capability. Merrick will provide for a weekly DLT backup to insure currency, safety, and integrity of the data storage system. This backup will be performed prior to the weekly update process to insure an archive of historic data. Application Development: Merrick will develop an application that will provide department/public access to Tax maps (parcel coverage) and associated Real Property information(INFO table). The County will determine and provide a database that contains only the database fields that the County is prepared to release. This application will allow for Internet users to request Real Property information regarding a parcel. Access to the system will be password protected and only allow access to those personnel with proper authorization. Users will be able to look up a parcel based on Owner's Name,Parcel ID,Account Number,Address,legal description(Township,Range, Section or Subdivision,Lot, Block),or by a visual selection. Users will also be able to buffer, select,list, and produce mailing labels based on owner's name and mailing address information. In addition,users will be able to display and identify features contained in other planimetric coverages to assist in orientation and provide additional information. Orthophotography will be integrated as a backdrop to the parcel coverage in the form of a compressed Mr-SID file format. The applications will be developed using ESRI MapObjects 2.0 in a Visual Basic 6.0 environment, and will include customized HTML documents to display the maps, a map content and accuracy disclaimer statement, and user instructions. Weld County currently has a Web Site to "map enable" with the MOIMS application being proposed. So,Merrick will develop and serve-up the MOIMS application linked to the County's Web Page. The MOIMS application will be developed to support Netscape and Internet Explorer browsers at version 4.0 and higher. WEB Site Service Fees Merrick will provide the County's departments access to the MOIMS application on the World Wide Web via a Tl ramp to the Internet. This access will be on a continuous basis, with no scheduled interruption of service, during the period of time from 7:00 AM to 7:00 PM. During scheduled interruptions and if an unscheduled interruption of service does occur a notice to that effect will be posted on the WEB site, with an expected time when service will be restored. The base site service fees are based on an average daily bandwidth of 500Mb/day. We do not expect that traffic will exceed this average daily bandwidth usage. This is based on an assumed average session consisting of 8 access functions each requiring an average 125 Kb bandwidth for a total of 1Mb/session. This would allow for an average of 500 sessions per day. Each month Merrick&Company will calculate the average daily bandwidth usage. If the average calculated is over 500 Mb/day, each 10Mb/day increment will incur a $2.50 charge. For example,if your average usage in a month is 600Mb/day,then the overcharge for that month is $25.00(10 units of 10Mb/day). A summary usage report and error report will be provided monthly. If either party feels that the usage rate, access speed,or error frequency is unacceptable a review of the issues, system sizing, and configuration will be undertaken and a mutually agreed upon solution will be reached. Image Compression: Merrick will provide the County's Orthophotography in Mr-SID file format for reduced cost associated with data storage. These images will then be used in the MOIMS application to provide access to the Orthophotography as a backdrop to the planimetric and cadastral information. Maintenance and Training: Merrick will provide on site configuration and training for any client side requirements for weekly GIS weldcon_ims.DOC Date: 4/28/00 Page: 14 of 33 Contract No. 50013137 data set and attribute information update procedures to maintain WEB data currency. In addition, Merrick&Company will provide 8 two-hour training sessions on Internet Browser access and operations for the departments throughout the County. Help Desk Support: Merrick will provide Help Desk Support on MOIMS Browser Access not to exceed 5 incident resolutions per month. Schedule: Merrick will complete the Application Development and conduct the Installation and Training within 60 days from Notice to Proceed(NW). weldcon_ims.DOC Date:4/28/00 Page: 15 of 33 Contract No. 50013137 Attachment B Schedule of Payment The following outlines compensation that would be due Merrick&Company for the work described in Attachment A: Cost: Merrick Hosted Software ESRI-MOIMS License(No additional cost) N/A MOIMS Deployment License(No additional cost) N/A ESRI-MO 2.0 deployment License(No additional cost) N/A Microsoft Back Office(No additional cost) N/A Hardware No additional hardware will be required. N/A Data Warehousing/year ($20/100MB/Month) $ 4,440 Planimetric (est. 530 MB coverage) Cadastral (est. 50 MB coverage&database) Orthophotography (est. 1.27 GB Mr SID) Application Development $21,603 WEB Site Service Fees/year(500 Mb/Day at no additional charge)** $ 3,800 Mr SID Compression $ 4,630 Maintenance and Training 3 days On Site $ 1,800 Backup and Updates (No additional cost) N/A Help Desk Support(No additional cost) N/A TOTAL $36,273 $ 8,240/year **Note: We do not expect that traffic will exceed this average daily bandwidth usage. This is based on an assumed average session consisting of 8 access functions each requiring an average 125 Kb bandwidth for a total of 1Mb/session. This would allow for an average of 500 sessions per day. Each month we will calculate the average daily bandwidth usage. If the average calculated is over 500 Mb/day, each 10Mb/day increment will incur a$2.50 charge. For example,if your average usage in a month is 600Mb/day,then the overcharge for that month is$25.00(10 units of 10Mb/day). Merrick will invoice Weld County on a monthly basis based on a percent complete of each of the aforementioned tasks. The annual maintenance fees for Data Warehousing and WEB Site Service Fees are due on an annual basis with the first year's fees due upon acceptance of functionality of the MOIMS application and each subsequent year's fees due on that anniversary. weldcon_ims.DOC Date: 4/28/00 Page: 16 of 33 Contract No. 50013137 Attachment C Additional Services The following services and any other services not specifically described in Statement of Services &Project Schedule,are not included in Merrick's basic services. An undertaking for Additional Services shall not be presumed by course of conduct or custom in the industry. Additional Services may be provided if authorized by the County in writing. Additional Services shall be paid by the County as provided in the Agreement,in addition to the compensation for Merrick's basic services. Additional Options: Merrick can provide additional options to the services listed above such as red-lining/error identification input, e-commerce market basket sales,public access options, and a"turn key" migration to on-site location option. We would be glad to discuss any of these options in more detail with you and provide a price quote at anytime. The following table is a listing of all functions discussed for the MOIMS application and identified as included in the cost of services or as an option with additional cost associated. Function Internal/Public Doable? Included? Additional Intranet , Cost Y Y Y N Print Formatted Maps Y Y Y N Parcel feature unavailable,but still Y Y N N displays tabular data** Variable Distance Buffer List Y Y Y N Locate Parcels By: Y Y Y N Owner Last Name Situs Address Township,Range,Section, Q-Section Subdivision,Lot, Block Parcel Number Account Number Spatial Selection Tabular Data-property profile*** Y Y Y Y Multi-Building Display Display: Orthophotography(Mr SID) Y Y Y N All Planimetrics (Librarian except CL) Y Y Y N Annotation(at 1" = 1200'scale) Y Y Y N Subdivision Plats (Hot Linked) **** Y Y N Y PLSS control Y Y N N Municipal Boundaries (when available) Y Y Y N Building Permit Locations ++ Y Y N Y Septic Permit Locations++ Y Y N Y Cistern Permit Locations++ Y Y N Y Future Layers:+++ Y Y N Y County Zoning weldcon_ims.DOC Date: 4/28/00 Page: 17 of 33 Contract No. 50013137 Precincts Health Violations Planning Violations Other Districts (school,tax,fire, etc) Disclaimer With Acknowledgements Y Y Y N Overview Map Zoom Tool (with_x choice) Y Y Y N Window Zoom++++ Y Y Y N Shopping Cart Feature## Y Y N Y Notes: * The functionality of having a print formatted maps requires additional programming on the server side services. The cost to implement this functionality is included in the application development cost. **There are approximately 10,000 parcels within the county that are not covered by the parcel feature coverage area. When these parcels are queried, only record information will be displayed, with a "Parcel unavailable" message displayed. If a spatial selection is desired these parcels may be by section grid and all parcels that fall within that section would be selected and their record information will be displayed with a"Parcel unavailable"message displayed. ***Property profile information will be displayed and printable. This property profile information will be formatted to support multi-building display. It will also support Oil and Gas Wells, Mobile Homes, or Agriculture Land Profiles. The information will be limited to the Assessor's basic property profile for each account type and will allow for basic building detail for each building on a parcel. An option is available for complete building detail. The inclusion of full building detail would require an additional level of effort to implement and would require an additional cost of$2,400. ****Subdivision Plat Scanned Images can be displayed as a geo-registered image with transparent pixel background to view over orthophotography and the parcel coverage. This would be programmed so that the user would query or select a specific parcel and would then have the option to view the scanned plat image. The image would be accessed based on the reception number and would be displayed over the top of the orthophotography,planimetric, and parcel coverages that are currently visible. The cost associated with this would be based on: programming fees= $3600 storage fees=total Mt file size x$20/100MB/Month i.e., (storage fees) 1.25 x$20/100MB/Month= $3,000/Year Another approach would be to compress them in the Mr SID format and then hot link them to the parcels by reception number. This option has a disadvantage in that any future scanned plats would incur a cost to compress them into a Mr SID format before they could be accessed. The cost below is based on an assumption that the naming convention of the plat scan files can directly correlate to the reception number parcel attribute, for hot link purposes. The cost associated with this would be based on: programming fees =$1200 compression fees= number of plats x file size x $400/GB storage fees=total SID file size x$20/100MB/Month i.e., (compression fees) 3000 plats x 425kb x$400/GB =$510 i.e., (total SID file size) 3000 plats x 1.25MB =3.75GB i.e., (storage fees) 3.75GB x $20/100MB/Month=$9,000/Year weldcon_ims.DOC Date:4/28/00 Page: 18 of 33 Contract No. 50013137 ++The inclusion of well, septic, and cistern permit locations will require additional information as to the availability of a point coverage and what attribute information would be required and what format it is in. +++The inclusion of future boundary information such as zoning,precincts, school,tax,fire, etc. would require additional information as to the source of the polygon coverage and what attribute information would be required and what format it is in. ++++Window Zoom functionality in an MOIMS application requires the addition of a client side Java script which can be implemented for department/public use with an"on-access" automatic applet download that enables that function. The cost to implement this functionality is included in the application development cost. ## A Shopping Cart function to support the purchase of orthophotography,planimetric information, and parcel tax information is an item that would have to be priced based on what area definition and feature selection capability would need to be built into the system. With more definitive information,costs for some of the items listed above may be negotiated with the County,if and when the need(s)may arise. weldcon_ims.DOC Date: 4/28/00 Page: 19 of 33 Contract No. 50013137 Attachment D Additional County Responsibilities The following lists the information and responsibilities required of the County. County-wide Proiect Production 1. Provide Merrick with timely review,feedback and acceptance of project deliverables. 2. Provide Merrick with updated coverages and attribute information as required on a weekly basis. Land Base/Parcel Database 1. County approved planimetric coverage. 2. County approved section grid coverage. 3. County approved parcel coverage with unique Parcel Numbers in an agreed upon format. 4. Assessor's table with unique Parcel Numbers to associate legal description information 5. flit files of orthophotography for Mr SID compression. weldcon_ims.DOC Date: 4/28/00 Page: 20 of 33 Contract No. 50013137 Attachment E Documents and Deliverables Owned by Weld County Merrick understands that all of the products listed below are the property of Weld County. Data Provided to Merrick 1. Any and all source documents, database records, and coverages provided Dizital Orthophoto Products 1. Mr SID mosaic of all provided digital orthophoto images Application Development Products 1. MOIMS application with all source code weldcon_ims.DOC Date:4/28/00 Page: 21 of 33 Contract No. 50013137 Attachment F Year 2000 Compliance Merrick shall warranty that all products delivered to Weld County are Year 2000 compliant as described below. Year 2000 Warranty Merrick represent and warrant that data which is delivered to Weld County hereunder,is designed to be used prior to, during and after the calendar year 2000 AD, and that the data is designed to operate when used as per manufacturers guidelines with MapObjects 2.0 and Internet Map Server 2.0. weldcon_ims.DOC Date:4/28/00 Page: 22 of 33 Hello