HomeMy WebLinkAbout982189.tiff RESOLUTION
RE: APPROVE TELEPATH INSTALLATION AGREEMENT AND AUTHORIZE CHAIR TO
SIGN - FRANK SOLUTIONS, 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 TelePath Installation Agreement
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Weld County Assessor and Treasurer, and
Frank Solutions, Inc., 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 TelePath Installation Agreement between the County of Weld, State
of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of
the Weld County Assessor and Treasurer, and Frank Solutions, 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 9th day of November, A.D., 1998.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO ,
ATTEST: atte
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Constan e L. r rt, hair
Weld County Clerk to t j �
Bo �O
• i W. H. W bster, Pro-T
BY:
Deputy Clerk to the � � } � -7Q 7-
eorge K. Baxter
ED ORM:
Da = K. all
unty A
rney
Barbara J. Kirkmeyer
982189
OP ' AS Ff AS0036
TELEPATH INSTALLATION AGREEMENT
Date:
Installation Agreement Number - 2461-40
Between:
Frank Solutions, Inc.
9250 East Costilla Avenue - Suite 100
Englewood, CO. 80112
Principal Contact(s) : Greg Trainor / Bruce Frank
And
Weld County
1400 North 17th Street
Greeley CO 80631
TERMS AND CONDITIONS
1. Definitions.
"You" means the single end-user Weld County organization signing
this Agreement. The System means the TelePath platform that will
be implemented for Weld County.
The "Object Code" of the Systems (s) means the System(s) assembled
or compiled in magnetic or electronic binary form on software
media, which are readable and usable by machines, but not
generally readable by humans without reverse assembly, reverse
compiling, or reverse engineering.
"End-User Materials" means documentation that describes the
function and use of each System in sufficient detail to permit use
of the System.
2. Copying of Systems and End-User Materials. Frank Solutions,
Inc. grants you a non-exclusive license to copy and distribute
internally the System(s) and related End-User Materials in support
of your use of the System(s) . You agree to include all copyright,
trademark, and other proprietary notices of Frank Solutions, Inc.
in each copy of the System(s) as they appear in the versions
provided to you by Frank Solutions, Inc. . You agree to maintain
records of the number of copies of the System(s) that you make,
use, or possess.
3. Project Definition. The project scope and specifications will
be clearly defined prior to the start of programming by Frank
Solutions, Inc. . The project will be defined in both flow chart
and verbal script format. Connectivity to relative telephone
systems and host computing systems will also be defined. These
definitions will be outlined in a Project Specification document.
You will be required to sign the Project Specification document
prior to the start of the TelePath system development.
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3. (cont'd) The initial TelePath system will be delivered with the
following Interactive Voice Applications and Features.
* IVR Programming / Voice Scripts
* IVR Programming / Assessor Modules
* IVR Programming / Treasurer Modules
* IVR Programming / General Information
* Telephone PBX integration
* Connect to Live Agents
* Statistical Call Reporting
* Professional Voice Recording Services
* 8 port TelePath system hardware
4. Use of Object Code. Frank Solutions, Inc. grants you a
nonexclusive license in and to the System(s) , in Object Code form
only, to:
1. Install the System(s) on computers that you own or
lease;
2. Use and execute the System(s) for purposes of serving
your internal needs;
3. In support of your authorized use of the System(s) ,
physically transfer the System(s) from one (1) computer to
another; store the System(s) ' machine-readable instructions or
data on a temporary basis in main memory, extended memory, or
expanded memory of such computer system as necessary for such use;
and transmit such instructions or data through computers and
associated devices.
5. Delivery. Unless otherwise provided in the pertinent System
Description, Frank Solutions, Inc. will deliver to you one (1)
executable copy of each System in Object Code form, one (1) full
set of each System and related documentation in Source Code form,
and one (1) set of End-User Materials relating to the System
within ten (10) business days after the date of the system
installation and acceptance. Unless otherwise provided in the
pertinent System Description, delivery shall be complete when such
materials are received at the initial installation site specified
for the System in the System Description.
6. Installation. Frank Solutions, Inc. will use its best
efforts to install each System in accordance with the Project
Specification document. Frank Solutions, Inc. will not be
responsible for delays caused by events or circumstances beyond
its reasonable control. Installation shall be complete when a copy
of the System has been installed on your computer system at the
initial installation site and the executability of the System on
such computer system has in your judgment been sufficiently
demonstrated. Completion of installation shall constitute your
acceptance of the license for the System.
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7. Software Maintenance. Upon expiration of the warranty
period (90 days from system acceptance) Frank Solutions Inc. 's
responsibility to maintain the System shall end unless you enter
into a Software Maintenance Agreement offered by Frank Solutions,
Inc. . The Software Maintenance Agreement is available after the
initial 90 days on an annual basis for $6,400. 00. The Software
Maintenance will include the following:
* All upgrades to the TelePath software
* All new version releases
* All bug fixes
* 800 help desk hot-line during normal business hours. Pager
number provided for off hours.
* All professional voice recording services for any modifications
to the System(s) scripts
* Technical Consulting
* 4 hour response time during normal business hours
8. Hardware Maintenance. Upon expiration of the warranty period
(15 months from the date of installation) , Frank Solutions, Inc's
responsibility to maintain the TelePath system hardware shall end
unless you enter into a Hardware Maintenance Agreement offered by
Frank Solutions, Inc. . This is available for $1250. 00 after the
first 15 months. The Hardware Maintenance will cover all PC
hardware, PC peripherals, and Voice Processing hardware associated
with the TelePath system. The Hardware Maintenance will include:
* On site hardware support and service during normal business
hours
* 24 hour part replacement
* 4 hour response time during normal business hours
* Spare parts kept at Frank Solutions' local support office.
9. Weld County Responsibilities. You are responsible for the
following actions:
1. Determining whether the System(s) will achieve the
results you desire;
2. Providing a proper environment and proper utilities
for the computers on which the System(s) operate.
3. Selecting and training your personnel so they can
operate computers and so they are familiar with the accounts and
records that serve as input and output for the System(s) .
10. Data. You acknowledge that data conversion is subject to
the likelihood of human and machine errors, omissions, delays, and
losses, including inadvertent loss of data or damage to media,
that may give rise to loss or damage. Frank Solutions, Inc. shall
not be liable for any such errors, omissions, delays, or losses,
unless caused by its negligence. You are responsible for adopting
reasonable measures to limit the impact of such problems,
including backing up data, and adopting procedures to ensure the
accuracy of input data; examining and confirming results prior to
use; and adopting procedures to identify and correct errors and
omissions, replace lost or damaged media, and reconstruct data.
11. Payment. Weld County agrees to pay Frank Solutions
$67, 664.00 for the specified TelePath system. One half of this
amount ($33, 716 .00) is due upon the execution of this installation
agreement. One quarter of this amount ($16, 858.00) is due upon the
delivery of the TelePath system at Weld County 's location. One
quarter ($16, 858.00) of this amount is due upon acceptance of the
TelePath system by Weld County.
NOTE - The TelePath Fax on Demand module can be added to the base
TelePath IVR system for $8, 800.00. The TelePath Interactive Web
Response (IWR) module can be added to the base TelePath IVR system
for $24, 500.00
12. Limitation of Liability; Exclusion of Consequential Damages.
The cumulative liability of Frank Solutions, Inc. to you for all
claims relating to the System(s) and any services rendered
hereunder, in contract, tort, or otherwise, shall not exceed the
total amount of all license fees paid to Frank Solutions, Inc. for
the relevant System(s) or services within the prior year.
13. Year 2000 Compliance
All of the hardware and software components of the TelePath system
are Year 2000 Compliant.
Approved: Accepted:
Frank Solutions, Inc. Weld County
By-
Bruce Frank - President cejL.(1;1 * /o9I98,
Byt -Ede
- 7
putt' Clerk to the Board
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