HomeMy WebLinkAbout20202742.tiffate_.:4-- i y'1
BOARD OF COUNTY COMMISSIONERS
PASS -AROUND REVIEW
PASS -AROUND TITLE: Runbeck Agilis Ballot Sorting System
DEPARTMENT: Information TechnologyQ DATE: September 17, 2020
PERSON REQUESTING: Ryan Rose ^'
Brief description of the problem/issue:
The Board approved the award of bid B2000180 Ballot Sorting Device and Digital Signature Verification System
for project VR-1147 Ballot Sorting System. The attached agreement provides Weld County Elections with
hardware and software services for 2020-2021 and implementation no later than October 19, 2020 for use in the
November 2020 election.
Total cost for the first year is $257,000 with an annual cost of $35,000 after the first year for licensing and
maintenance.
Karin McDougal has reviewed and approved the agreement.
What options exist for the Board? (include consequences, impacts, costs, etc. of options):
Grant authorization for the Chair to sign the agreement which will provide services for the November 2020
election.
Recommendation:
Weld County IT recommends that the Board grant approval for the Chair to sign the attached agreement.
Mike Freeman, Chair
Scott K. James
Barbara Kirkmeyer
Steve Moreno, Pro -Tern
Kevin Ross
on1
10/045 /0
Approve
Recommendation
Schedule
Work Session
Other/Corn merits:
6e! ati6(T--r)
2_0.40-27`�2
fu ooh
_rr-occc
SALE AND PURCHASE AGREEMENT
THIS SALE AND PURCHASE AGREEMENT ("Agreement") is made as of
the date of full execution, by and between Weld County, a governmental subdivision of the
State of Colorado ("Client"), and RUNBECK ELECTION SERVICES, INC., an Arizona
corporation, whose address is 2800 S. 36th Street, Phoenix, AZ 85034 ("Runbeck")
(collectively, the "Parties").
RECITALS
1. In connection with its elections responsibilities, Client desires to purchase from
Runbeck election management equipment ("Equipment"); and to obtain from
Runbeck a license to use accompanying software ("Software") to operate the
Equipment.
2. Runbeck desires to sell the Equipment and grant a license to use the software to
Client on the terms and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the foregoing, the mutual covenants
contained herein and other good and valuable consideration, the Parties agree as follows:
AGREEMENTS
1. Sale of Equipment
Runbeck hereby sells, and Client hereby purchases, the Equipment, including
hardware components and accessories, as specifically set forth in the Equipment Description
attached hereto as Exhibit "A".
2. Grant of Software License; Annual License Fees; Restrictions
Subject to the Client's ongoing obligations under this Agreement, Client has
been granted an irrevocable, non-exclusive right and license to install, display and use the
software necessary for operation of the Equipment ("Software") for the term described in,
and in accordance with the express terms of, the Software License attached hereto as Exhibit
"B". Title to and ownership of the Software shall at all times remain with Runbeck and
neither Client, nor its affiliates, agents or employees, will reverse engineer or reverse compile
any part of the Software without Runbeck's prior written consent. Client shall pay Runbeck
an annual Software License Fee for the Software, as specifically set forth in Exhibit "B".
The Annual Software License Fee for the first year of this Agreement is included in the
purchase price of the Equipment. All subsequent payments of this Fee shall be made on each
successive yearly anniversary date of delivery of the Equipment to the Client, as specifically
set forth in Exhibit "D".
3. Equipment Maintenance and Support Services; Annual Equipment
Maintenance and Support Services Fee
Runbeck shall provide those Equipment Maintenance Support Services that
are specifically set forth in the Equipment Maintenance and Support Services Schedule
attached hereto as Exhibit "C". Client shall pay Runbeck an annual Equipment Maintenance
Fee for the Equipment, as specifically set forth in Exhibit "C". The Annual Equipment
Maintenance and Support Service Fee for the first year of this Agreement is included in the
purchase price of the Equipment. All subsequent payments of this Fee shall be made on each
successive yearly anniversary date of delivery of the Equipment to the Client, as specifically
set forth in Exhibit "D".
4. Availability and Retention of Records
All records relating to the products and services provided under this
Agreement and supporting documentation for invoices submitted to Client by Runbeck shall
be retained and made available by Runbeck for audit by Client, its duly authorized
representatives, the State of Colorado (including, but not limited to, the Auditor of the State
of Colorado, Inspector General or duly appointed law enforcement officials) and agencies of
the United States government. Such records shall be retained by Runbeck and made available
for any time period required by state or federal law.
5. Assignment
The Parties expressly agree that neither shall assign this Agreement without
the prior written consent of the other. Runbeck may subcontract services agreed to in this
Agreement, but only with the written consent of the Client. All subcontracts are subject to the
same terms, conditions, and covenants contained within this Agreement.
6. Governing Law
This Agreement shall be governed, construed, and enforced under the laws of
Colorado, notwithstanding any conflicts of laws provisions. Any legal action brought
pursuant to this Agreement shall be filed in the courts of Colorado.
7. Integration and Modification
This Agreement, including exhibits (each of which is expressly incorporated
herein), embodies the entire agreement of the Parties. There are no promises, terms,
conditions or obligations other than those contained herein; and this Agreement shall
supersede all previous communications, representations or contracts, either written or oral,
between the Parties to this Agreement. This Agreement shall not be modified in any manner
except by an instrument, in writing, executed by the Parties to this Agreement.
8. Severability
If any term or provision of this Agreement shall be held to be invalid or
unenforceable by a court of competent jurisdiction, the remainder of this Agreement shall not
be affected thereby, and each remaining term and provision of this Agreement shall be valid
and enforced to the fullest extent permitted by law.
9. Appropriations
Client represents and covenants that (i) it has, and will have, funds available to
pay the purchase price for the Equipment, Annual Software License Fees, Annual Equipment
Maintenance Fees and other financial obligations under this Agreement, including all exhibits
hereto, through the end of Client's current fiscal period; and (ii) that it shall use its best
efforts to obtain funds to pay any of the foregoing financial obligations for each subsequent
fiscal year of the four (4) year term of the Agreement. In the event Client's appropriations
request to its legislative body or funding authority for necessary funds hereunder is denied,
this Agreement, and all exhibits, may be terminated by Runbeck. Client shall make payment
of all charges and obligations incurred through the end of the fiscal period for which funds
were appropriated. In any such event, Client shall thereupon return to Runbeck all Software
and other Runbeck property in its possession.
10. Compliance
Runbeck agrees to comply with all applicable federal, state, and local laws in
the conduct of work hereunder. Runbeck accepts full responsibility for payment of all taxes
including, without limitation, unemployment compensation, insurance premiums, income tax
deductions, social security deductions, and all other taxes or payroll deductions required for
all employees engaged by Runbeck in the performance of work under this Agreement.
11. Non -Discrimination
Runbeck certifies it is an equal opportunity employer and shall remain in
compliance with state and federal civil rights and nondiscrimination laws and regulations
including, but not limited to, Title VI, and Title VII of the Civil Rights Act of 1964 as
amended, the Rehabilitation Act of 1973, the Americans with Disabilities Act, the Age
Discrimination Act of 1975 and the Age Discrimination in Employment Act, as amended.
During the performance of this Agreement, Runbeck will not discriminate
against any employee, contract worker, or applicant for employment because of race, color,
religion, sex, sexual orientation, national origin, ancestry, disability, Vietnam -era veteran
status, age, political belief or place of birth. Runbeck will take affirmative action to ensure
that during employment, all employees are treated without regard to race, color, religion, sex,
national origin, ancestry, disability, Vietnam -era veteran status, age, political belief or place
of birth. These provisions apply also to contract workers, such action shall include, but is not
limited to, the following: employment, upgrading, demotion or transfer; recruitment or
recruitment advertising, layoff, or termination; rates of pay or other forms of compensation;
and selection for training, including apprenticeship. Runbeck agrees to post in conspicuous
places, available to employees and applicants for employment, notices stating Runbeck
complies with all applicable federal and state non-discrimination laws.
Runbeck, or any person claiming through Runbeck, agrees not to establish or
knowingly permit any such practice or practices of discrimination or segregation in reference
to anything relating to this Agreement, or in reference to any contractors or subcontractors of
said Runbeck.
12. Independent Relationship
Nothing in this Agreement is intended to, nor shall be deemed to, create a
partnership, association or joint venture between Client and Runbeck in the conduct of the
provisions of this Agreement. Runbeck shall at all times have the status of an independent
contractor.
13. Waiver
Any waiver by either party of any right, provision or condition under this
Agreement shall not be construed or deemed to be a waiver of any other right, provision or
condition of this Agreement, nor a waiver of a subsequent breach of the same right, provision
or condition.
14. Confidential Information
All information owned, possessed or used by Client which is communicated
to, learned, or otherwise acquired by Runbeck or its employees, agents or contractors in the
performance of the terms of this Agreement shall be deemed and remain Confidential
Information. Runbeck shall not, beginning on the date of first association or communication
between the Client and Runbeck and continuing through the term of this Agreement and
thereafter, disclose, communicate or divulge to another, or use for Runbeck's own benefit or
the benefit of another, any such Confidential Information without the prior written consent of
the Client.
15. Risk of Loss
Runbeck agrees to bear all risk of loss, injury, or destruction of goods and
materials, including Equipment, ordered as a result of this Agreement which occurs prior to
delivery to the Client. Upon delivery by Runbeck to the Client, and Client taking possession
of such goods and materials, Client agrees to bear all risk of loss, injury, or destruction of
such goods and materials. Runbeck's invoices will conform to the reasonable requirements of
the Client.
16. Warranty
Runbeck warrants and represents that services provided pursuant to this
Agreement, and attached exhibits, shall be timely performed in a professional manner in
accordance with applicable industry standards; and that Runbeck has the requisite ownership,
authority and license rights to furnish Software provided to Client in connection with this
Agreement.
Runbeck warrants and represents that Equipment shall be free from any
defects in material or workmanship for a period of one (1) year after installation; and
Software shall be free from any defects in material or workmanship for a period of one (1)
year after installation (collectively, the "Warranty Periods"); provided, however, that if the
manufacturer's warranty extends beyond one (1) year for any part, product, or service item,
the longer warranty shall apply. This warranty extends to i) any defect reported during the
Warranty Periods but not corrected; ii) any defect reported and thought to be corrected but
that reoccurs outside of the Warranty Periods; iii) any defect misdiagnosed during the
Warranty Periods and discovered to reoccur outside of the Warranty Periods; and iv) any
defect discovered after the Warranty Periods but which can be documented to have started
during the Warranty Periods. Runbeck agrees to a one -day grace period beyond the end of the
Warranty Periods for notification purposes for defects discovered during the Warranty
Periods. Runbeck shall, at its own election and expense, either repair or replace any
component which Client discovers to be defective in material or workmanship, provided that
Client has furnished timely written notice to Runbeck.
EXCEPT FOR THE WARRANTIES PROVIDED HEREIN, RUNBECK
HEREBY EXPRESSLY DISCLAIMS ANY AND ALL OTHER WARRANTIES OF ANY
KIND OR NATURE CONCERNING THE EQUIPMENT, WHETHER EXPRESS OR
IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE.
17. Limitation of Runbeck Liability
Runbeck shall not be responsible for the Equipment's or the Software's
operation or failure to operate, to the extent such operation or failure results from, arises out
of, or is related to Client's improper or negligent use or operation of the Equipment or the
Software. IN NO EVENT SHALL RUNBECK BE LIABLE TO CLIENT OR TO ANY
THIRD PARTY, FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, OR
OTHER CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER.
18. Indemnification
Runbeck agrees to indemnify and hold harmless Client from and against any
and all losses, damages, injuries, claims, demands and expenses, including legal expenses,
caused by the sole negligence or intentional misconduct of Runbeck with respect to its
obligations under this Agreement.
Runbeck further agrees to defend, indemnify and hold harmless Client from
and against any claim, suit, demand, or action alleging the Equipment, or any component
thereof, infringes any copyright, trade secret, U.S. patent or any other proprietary right of any
third party, and Runbeck shall indemnify Client against any judgment, award or amount paid
in settlement to which Runbeck has agreed. Client shall provide Runbeck prompt written
notice of such claim, suit, demand, or action and shall cooperate with Runbeck in the defense
and settlement thereof. Runbeck shall have control of the defense of such claim, suit,
demand, or action and the settlement or compromise thereof.
If a temporary or a final injunction is obtained against Client's use of
Equipment by reason of an infringement of a copyright, trade secret, or other proprietary
right, Runbeck will, at its option and expense, either:
A. Procure for Client the right to continue using the Equipment; or
B. Replace or modify Equipment, or such infringing portion thereof, so
that it no longer infringes such copyright, trade secret, or other proprietary right
19. No Third -Party Beneficiary
Enforcement of the terms of this Agreement and all rights of action relating to
enforcement are strictly reserved to the Parties. Nothing contained in this Agreement allows
any claim or right of action in any third person or entity. Any person or entity other than
Client or Runbeck receiving services or benefits pursuant to this Agreement is an incidental
beneficiary only.
20. Notices
All written notices required under this Agreement must be hand delivered,
sent by overnight courier service, mailed by certified mail, return receipt requested, or mailed
via United States mail, postage prepaid as follows:
By Runbeck to:
Weld County
1402 N. 17th Avenue
Greeley, CO 80631
Attention: Carly Koppes
Clerk & Recorder
To Runbeck: Runbeck Election Services, Inc.
2800 S. 36th Street
Phoenix, Arizona 85034
Attention: Rizwan Fidai
Vice President of Sales
With a copy to:
Steven H. Williams, Esq.
2323 North Central Avenue, Unit 1905
Phoenix, Arizona 85004
Notices hand delivered or sent by overnight courier are effective upon
delivery; notices sent by certified mail are effective upon receipt; and notices sent by U.S.
mail are effective upon the expiration of five (5) mail delivery days from deposit
(postmarked) with the U.S. Postal Service.
21. Runbeck's Confidential Information
Runbeck represents that the Software and related documentation provided
under this Agreement, including, but not limited to, the Source Code, the software design,
structure and organization, the user interface and the engineering know-how implemented in
the software (collectively "Runbeck Confidential Information") constitute the valuable
properties and trade secrets of Runbeck, embodying substantial creative efforts which are
secret, confidential, and not generally known by the public. Client agrees to hold Runbeck's
Confidential Information, including any copies thereof and any documentation related
thereto, in strict confidence and to not permit any unauthorized person or entity to obtain
access to it to the extent permitted under applicable law. Within this context, Client agrees
not to disseminate, transmit, license, sublicense, assign, lease, release, publish, post on the
internet, transfer, sell, permit access to, distribute, allow interactive rights to, or otherwise
make available Runbeck Confidential Information or any part thereof to any other party in
any form of media for any purpose other than performing its obligations under this
Agreement. Client further agrees not to disclose or distribute to any other party, in whole or
in part, Runbeck Confidential Information without written consent from Runbeck.
22. No Construction Against Drafting Party
The Parties and their respective counsel have had the opportunity to review
this Agreement, and the Agreement will not be construed against any party merely because
this Agreement was prepared by a particular party.
23. Successors and Assigns
The rights and obligations of the Parties herein set forth shall inure to the
benefit of and be binding upon the Parties hereto and their respective successors and assigns
permitted under this Agreement.
24. Time is of the Essence
The Parties agree that in the performance of the terms of this Agreement, time
shall be of the essence, it being understood by the Parties that the Equipment and its
components, and Runbeck's services related thereto, are essential to the Client's ability to
conduct statewide and local elections.
25. Term and Renewa
The four (4) year term of the Software License and the Equipment
Maintenance and Support Services provisions shall commence on the date of delivery of the
Equipment to the Client.
DocuSign Envelope ID: 041504CC-26O4-4DA9-8O96-47F27D38599E
26. Breach
Subject to the terms of Section 26, in the event Client commits a material
breach of its obligations under this Agreement and any exhibits hereto, including a failure to
timely pay any license or maintenance fees, and Client fails to cure the breach within sixty
(60) days after receiving notice thereof, Runbeck may terminate this Agreement effective
upon delivery of written notice to Client. In my such event, Client shall thereupon return to
Runbeck all Software and other Runbeck property in its possession. In the event that
Runbeck commits a material breach of its obligation under this Agreement and any exhibits
hereto, and fails to cure the breach within sixty (60) days after receiving notice thereof, Client
may terminate this Agreement effective upon delivery of written notice to Runbeck and will
not be subject to any early terminatation penalty, nor subject to payment for services related
to material breach.
27. Governmental Immunity.
No term or condition of this contract shall be construed or interpreted as a waiver, express or implied,
of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental
Immunity Act §§24-10-101 et seq., as applicable now or hereafter amended.
IN WITNESS WHEREOF, the Parties have signed this Agreement to be effective as
of the date of full execution by the Parties.
Runbeck Election Services, Inc. , Weld County, CO
By:
Title:
Date:
DocuSigned by:
894r1732000G/D2...
vice President of sales
9/29/2020
WELD COUNTY
dgerAd•V Jeh0;&k.
Steve Moreno
Pro-Tem, Board of Weld
County Commissioners
OCT 0 5 2020
BOARD OF COUNTY COMMISSIONERS
WELDOUNTY, COLORADO
Deputy C Steve Moreno, Pro -Tern
OCT 0 5 2020
o29c,20
EXHIBIT A
EQUIPMENT LIST AND PRICES
Primary location of the equipment:
Weld County
1402 N. 17th Avenue
Greeley, CO 80631
Attention: Carly Koppes
Clerk & Recorder
Agilis Sorting System incorporating Auto Signature Recognition, each includes:
• Agilis Sorting System
• 2 Stackers, 8 pockets
• 1 Label printers
• Auto Thickness Detect
• Agilis Sorting Software
• Auto Signature Recognition
MAINTENANCE SERVICES
Software Maintenance
• 7X24 technical software support hotline during declared election cycles
• Installation of all software updates
• Testing and validation of all software updates
• Software License Fees
Hardware Maintenance
• 7X24 technical support hotline during declared election cycles
• Hardware maintenance fees
• Client also agrees to allow Runbeck employees access to the equipment, when
requested, during normal working hours
Repair Services
During the term of the Agreement, as set forth in Section 26 thereof, should any component
of the Agilis System, to include hardware and software items listed above, become damaged
and require repair as a result of Client's actions, Client agrees to pay Runbeck a Repair Fee
of $150.00 per hour.
Election Data
At the conclusion of the election, Runbeck will provide phone assistance with the export of
all election data from the Agilis Sorting System. This data will be retained by the Client.
Media (DVDs, jump drives, etc.) for this data will be provided by the Client. Client is
responsible for the retention of this media and data.
Training
During the initial installation, on -site training is provided; any additional training requires an
on -site support fee, indicated below.
Materials management
• Client is responsible for any pre -election inventory of Agilis Sorting System
consumables
• Client is responsible for purchasing consumables, the shipping and taxes associated
with such consumables
• Client is responsible for providing storage area that provides adequate space and
maintains proper environmental conditions for stocking of supplies. Client must
provide Runbeck notice of election at least 75 days in advance of 1st day that services
will be required. Client is responsible for installation of consumables while operating
the Agilis Sorting System during an election cycle
ON -SITE SUPPORT FEES
Optional, dedicated on -site support and/or training (does not include election set-up or
routine maintenance) will be billed at a rate of $1,750.00 for the first day (an 8 -hour work
day) and $1,500 for each additional eight -hour work day. The amount billed shall be due and
payable within thirty (30) days of the invoice date. This service is subject to availability.
OTHER
Taxes
If taxes apply, they will be the sole responsibility of the Client.
Shipping Fees
Shipping fees will apply as goods may be purchased and need to be shipped to the
jurisdiction. Shipping fees are the sole responsibility of the Client.
End of Contract Options — Subject to Section 26 of the Agreement, Client May:
• Renew with existing system, for which new Usage, License, Maintenance and Service
agreements shall apply
• Renew with upgrade to existing system, for which new Usage, License, Maintenance
and Service agreements shall apply
EXHIBIT B
SOFTWARE LICENSE
1. Grant and Scope of License
A. Grant of License. Subject to Client's discharge of its material duties
under this Agreement, to include the timely payment of any fees due hereunder, Runbeck
hereby grants to Client an irrevocable, non-exclusive right and license to install, display and
use the Software pursuant to the terms of the Agreement. For the avoidance of doubt, the
license granted under this clause shall become revocable in the event that Client materially
breaches this Agreement and Client fails to cure within the proscribed cure period.
B. Title. Runbeck shall at all times retain title to the Software provided
by it hereunder and Runbeck does not convey any proprietary interest therein to Client.
C. Updates. For payment of the required fees by the Client as set forth
herein and in the Sale and Purchase Agreement, Runbeck shall provide to Client updates of
any Software licensed hereunder at no additional charge and continue to maintain the
Software in accordance with the requirements of the attached Sale and Purchase Agreement
as long as Client continues to pay annual license and support services fees with respect to
such Software.
D. Breach. In the event Client commits a material breach of its
obligations under this Agreement, to expressly include failure to timely pay any fees due
hereunder, and Client fails to cure the breach within sixty (60) days after receiving notice
thereof, Runbeck may terminate this Agreement, and the license hereunder, immediately
upon delivery of written notice to Client.
2. Annual Software License Fee
A. Fees. Runbeck will invoice Client for the annual Software License
Fee, set forth in Exhibit D to the Agreement. The annual Software License Fee for the first
year of this Agreement is included in the purchase and installation price of the Equipment.
All payments of this Fee shall be made annually on each successive anniversary term of the
Agreement, for as long as Client continues to use referenced Software. The license for the
Software entitles Client to the Warranties in Section 4 below but does not otherwise entitle
Client to receive maintenance and support or updates to the Software. The annual Software
License Fee is subject to an annual adjustment not to exceed five percent (5%).
B. Invoices. Runbeck's invoices will conform to the format requirements
of the Client. Client will pay Runbeck's valid invoices within thirty (30) days after receipt.
3. Delivery, Installation and Acceptance
A. Estimated Shipping. Runbeck agrees to ship the Software to the
location, and on or about the Estimated Shipping date, set forth in Exhibit D.
B. Installation. Runbeck agrees to install the Software ready for use and
in good working order and render said Software Functional as a part of the fully Functional
System at the applicable location as soon as practicable after delivery, but in no event more
than ten (10) days after delivery.
C. Acceptance. Acceptance Testing and Acceptance of the Software as a
part of the System shall be in accordance with the provisions of the attached Sale and
Purchase Agreement.
4. Training
If Client's personnel require training in order to properly use the Software and
System, Runbeck will provide such training for all users designated by Client, at a time
agreed to by the Parties. All initial training by Runbeck in the proper use of the Software and
System shall be at no additional charge, unless a fee for such training is otherwise agreed
upon and funds appropriated and certified as available for such purposes by the Client in
accordance with the Agreement.
5. Maintenance of Software; Term and Termination
A. Maintenance Services. During the term of this Agreement and subject
to payment of any required fees by the Client, Runbeck agrees to provide maintenance and
support services for the Software ("Maintenance Services").
B. Software Updates. Runbeck shall provide updates to the Software as
they become available. Installation of Software updates will include testing and validation of
the updated Software. Runbeck will provide the Client with a toll -free support hotline
number that may be used to obtain assistance with the Software during the term of this
Agreement, subject to payment of any required fees.
C. Term and Termination. This Agreement shall be effective as of the
date of execution by the Parties and shall expire upon termination of the Agreement, unless
mutually terminated earlier. The parties have the right to terminate this Agreement in
accordance with Section 9, ("Appropriations") of the Agreement.
6. Warranties
A. In addition to any warranties which may be contained in the
Agreement, Runbeck provides the following warranties:
i. Non -Infringement. Runbeck warrants that Runbeck owns the
Software, including all associated rights, and has the right to grant Client the licenses
provided pursuant to this Agreement, free from all liens, claims, encumbrances,
security interests and other restrictions. Runbeck warrants that the Software does not
and use of the Software will not; infringe any valid patents, copyrights, trademarks,
trade secrets, or other proprietary rights of any third parties.
ii. Correction of Defects. In the event of discovery of any material defect
in the Software, Client agrees to provide Runbeck with sufficient detail to allow
Runbeck to verify and reproduce the error, and Runbeck shall use reasonable
diligence to correct such defect. Runbeck shall use its reasonable efforts to promptly
respond and thereafter to diagnose and correct the material defect. Runbeck is not
responsible for any error in the Software that has been modified by Client without
Runbeck's prior written consent. Client's sole remedy in the event of a breach of this
warranty is to require that Runbeck correct any material defects. If the material
defects cannot be corrected, Client may terminate this agreement without penalty as
more fully described in Section 27 of the Agreement.
iii. Performance of Services. Runbeck represents and warrants that all
services provided by Runbeck to Client will be performed in a timely, competent and
workmanlike manner. Runbeck further represents and warrants that it has a sufficient
number of competent, qualified employees to provide the Services to support the
Software.
iv. Runbeck Disclaimer of All Other Warranties. Except as otherwise
expressly stated in the Agreement, Runbeck makes no representations or warranties
concerning the Software. THE FOREGOING WARRANTIES ARE IN LIEU OF,
AND RUNBECK HEREBY EXPRESSLY DISCLAIMS, ALL OTHER
WARRANTIES, BOTH EXPRESS AND IMPLIED, INCLUDING BUT NOT
LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND OF
FITNESS FOR A PARTICULAR PURPOSE.
EXHIBIT C
EQUIPMENT MAINTENANCE AND SUPPORT SERVICES
Upon payment of the required fees by Client, Runbeck shall provide Equipment maintenance
and support services as set forth in this Exhibit "C".
1. Annual Equipment Maintenance Fee
Runbeck will invoice Client for the Annual Equipment Maintenance Fee, as set forth in
Exhibit D to the Agreement. The Fee is subject to an annual adjustment not to exceed five
percent (5%). The Annual Equipment Maintenance Fee for the first year of this Agreement is
included in the purchase price and installation price of the Equipment. All subsequent
payments of this Fee shall be made on each successive anniversary term of this Agreement.
2. Equipment Maintenance Services
For payment of the Fee, Runbeck shall perform preventative maintenance on Equipment once
each year. The maintenance will be performed on a date and time that is mutually acceptable
to the Parties. The maintenance performed shall be Pre -election or Post -election Maintenance
as described below:
A. Pre -election Preventative Maintenance
i. Cleaning and inspection of the Equipment
ii. Replacement of any worn parts that need to be replaced*
iii. Correct any hardware or software issues
iv. Post maintenance testing
B. Post -election Preventative Maintenance
i. Cleaning and inspection of the Equipment
ii. Replacement of any worn parts that need to be replaced*
iii. Assisting the Client with the extracting of election data and archiving
such data. Archive media will be provided by the Client
iv. All systems will be properly shut down and power will be removed
* The Client is solely responsible for paying the cost (including the shipping costs and any
applicable taxes) of any replacement parts and consumables that are needed for the
Equipment.
3. Consumables
The Client acknowledges that the Equipment includes consumable items that require
replacement. The consumables include, but are not limited to, such things as belts, rollers and
tray tags. Client shall be solely responsible for the cost (including the shipping costs and any
applicable taxes) to purchase all consumables that are needed for the Equipment. The Client
is responsible for installation of the consumables.
4. Additional Remote Support
Runbeck will provide the Client with a toll -free telephone number that it may use for
assistance in addressing any Equipment issues that may arise or for general questions related
to the use of the Equipment.
EXHIBIT D
Invoice Schedule
Invoice To:
Weld County
1402 N. 17th Avenue
Greeley, CO 80631
Attention: Carly Koppes
Clerk & Recorder
Contract Period 2020 - 2024
Estimated Ship Date TBD
Actual Ship Date (to be completed by accounting)
For Invoicing Purposes:
License Fees, Maintenance and
Support Type of Service
Year 1
(2020-2021)
of this agreement
Year 2
(2021-2022)
of this agreement
Year 3
(2022-2023)
of this agreement
Year 4
(2023-2024)
of this agreement
New Agilis Purchased
$225,000
Automatic Signature Recognition
(ASR)
$25,000
Training (on -site 6-8 hours)
$1,500
Installation
$1,500
Set up & Integration
Included
Shipping (est)
$4,000
Agilis License & Maintenance Fee*
Included
$25,000
$25,000
$25,000
ASR Annual License Fee
Included
$10,000
$10, 000
$10, 000
Total
$257,000
$35,000
$35,000
$35,000
NOTES
Any applicable taxes are the sole responsibility of the Client
* Subject to an annual fee adjustment not to exceed five percent (5%), per Section 2 of Exhibit B.
* Subject to an annual adjustment not to exceed five percent (5%), per Section 1 of Exhibit C.
*** The four (4) year term of the Software License and the Equipment Maintenance and Support Services provisions shall
commence on the date of delivery of the Equipment to the Client.
1
Contract Form
Entity Information
New Contract Request
Entity Name*
RUNBECK ELECTION SERVICES INC
Entity ID*
:L1O0028618
Contract Name*
RUNBECK AGILIS BALLOT SORTING SYSTEM AND SOFTWARE
AGREEMENT
Contract Status
CTB REVIEW
❑ New Entity?
Contract ID
4144
Contract Lead*
NWONDER
Contract Lead Email
nwondereico.weid.co.us
Parent Contract ID
Requires Board Approval
YES
Department Project #
VR-1147
Contract Description*
PURCHASE OF BALLOT SORTING & SIGNATURE VERIFICATION SYSTEM FOR THE ELECTION DEPT INCLUDES HARDWARE &
SOFTWARE SERVICES FOR 2020-2021. IMPLEMENTATION WILL BE NO LATER THAN 10 19.2020 FOR USE IN NOVEMBER 2020
ELECTION.
Contract Description 2
VENDOR SUBMITTING CONTRACT VIA DOCUSIGN, TOTAL COST FOR THE FIRST YEAR IS $257,000 WITH AN ANNUAL COST OF
$35,000 AFTER THE FIRST YEAR FOR LICENSING AND MAINTENANCE.
Contract Type*
AGREEMENT
Amount *
$257,000.00
Renewable *
YES
Automatic Renewal
NO
Grant
NO
IGA
NO
Department
INFORMATION
TECHNOLOGY-GIS
Department Email
CM-
InformationTechnologvGlS@v
weldgov.cor
Department Head Email
CM-
InformationTechnologvGIS-
DeptHead:weldgou.com
County Attorney
GENERAL COUNTY
ATTORNEY EMAIL
County Attorney Email
CM-
COUNTYA I I ORNEYaWELDG
OV.COM
Requested BOCC Agenda
Date*
10'05. 2020
Due Date
10 x`01 2020
Will a work session with BOCC be required?*
NO
Does Contract require Purchasing Dept. to be included?
NO
If this is a renewal enter previous Contract ID
If this is part of a MSA enter MSA Contract ID
Note: the Previous Contract Number and Master Services Agreement Number should be left blank if those contracts are not in
OnBase
Contract Dates
Effective Date
10x'05 2020
Termination Notice Period
Contact Information
Contact Info
Contact Name Contact Type
KABIR CHOPRA
Purchasing
Purchasing Approver
CONSENT
Approval Process
Department Head
RYAN ROSE
DH Approved Date
09+29 2020
Final Approval
BOCC Approved
BOCC Signed Date
BOCC Agenda Date
10,05;`2020
Originator
NWONDER
PRIMARY
Review Date*
08 31 2021
Committed Delivery Date
Contact Email
KCHOPRA@RU NCEC K.NET
Finance Approver
CONSENT
Renewal Date*
10:01/2020
Expiration Date
Contact Phone 1
480-455-1085
Purchasing Approved Date
09+29'2020
Finance Approved Date
09;29;2020
Tyler Ref #
AG 100520
Legal Counsel
CONSENT
Contact Phone 2
:602-769-1634
Legal Counsel Approved Date
09,29,2020
RESOLUTION
RE: APPROVE EMERGENCY BID #B2000180, BALLOT SORTING DEVICE AND DIGITAL
SIGNATURE VERIFICATION SYSTEM, AND WAIVER OF TEN-DAY WAITING PERIOD
FOR CONSIDERATION AND INVESTIGATION - DEPARTMENT OF INFORMATION
TECHNOLOGY
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 Department of Purchasing has requested waiver of the ten-day waiting
period for Emergency Bid Request #B2000180, Ballot Sorting Device and Digital Signature
System, for the Department of Information Technology, to ensure delivery of the device prior to
October 19, 2020, for utilization during the 2020 General Election, and
WHEREAS, the Board of County Commissioners deems it advisable to waive the ten-day
waiting period for said emergency bid.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the ten-day waiting period for Emergency Bid Request #B2000180, Ballot
Sorting Device and Digital Signature System, for the Department of Information Technology, be,
and hereby is, waived.
BE IT FURTHER RESOLVED by the Board that the low bid from Runbeck Election
Services, in the amount of $257,000.00, be, and hereby is, accepted on an emergency basis.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 9th day of September, A.D., 2020.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: d‘tedget) G[ „ i :ok
Weld County Clerk to the Board
Kevin D. Ross
APPROVED AS -
Attorney
Date of signature: 09/14/2_0
C c : IT(RR)
° o H /a2O
Mike Freeman, Chair
Steve, oreno, Pro -Tern
Sc•tt K. James
2020-2742
P00022
IT0009
0910
MEMORANDUM
TO: Esther Gesick, Clerk to the Board September 9th, 2020
FROM: Ryan Rose, Chief Information Officer
SUBJECT: Ballot Sorting Device and Digital Signature Verification
System
BOCC Approval Date: September 9th, 2020
Quotes were received and reviewed on September 2nd, 2020 for Ballot Sorting Device
and Digital Signature Verification System (VR-1147). Two (2) quotes were received
ranging from $257,000.00 to $393,465.00. Attached is the bid tabulation for your
information.
Information Technology staff has reviewed both quotes and the associated details. We
have requested delivery of the device on or prior to October 19th, 2020 for utilization
during the 2020 General Election. Due to the tight timeline, we are requesting an
Emergency Present and Approval.
With the above information, we recommend the BOCC award the Ballot Sorting Device
and Digital Signature Verification System to Runbeck Election Services out of Phoenix,
AZ in the total amount of $257,000.00.
2020-2742
.TOOO9
WELD COUNTY Dept. of Information Technology
PO Box 758 / 1401 North 17th Avenue, Greeley CO 80632
E-mail: rrose@weldgov.com
Phone: (970) 400-2500
Fax: (970) 304-6572
DATE OF BID: 9/2/2020
REQUEST FOR: Ballot Sorting Device and Digital Signature Verification System
DEPARTMENT: Information Technology
BID NO: B2000180
PROJECT NAME: VR-1147 Ballot Sorting System
PRESENT DATE: September 9th, 2020
APPROVAL DATE: September 9th, 2020
Vendor Name Address
Product
Total Bid Amount
Runbeck Election Services
2800 S. 36th St.
Phoenix, AZ
85034
1 Base Transport Unit
2 Stackers (8 pockets)
1 Tray Tag Printer
1 Auto Thickness Detect
Runbeck Signature Verification Client
Automatic Signature Recognition Software
Delivery
Install and Training
$257,000.00
BlueCrest
37 Executive Drive
Danbury, CT
06810
1 Base Transport Unit
2 Stackers
1 Tray Printer
1 Auto Thickness Detect
Automatic Signature Recognition (300k volume)
ASR Software License
Delivery
Install and Training
$393,465.00
=-0OOO1
Hello