The URL can be used to link to this page

Browse Search

Home My WebLink About20191167RESOLUTION RE: APPROVE AGREEMENT FOR PROFESSIONAL SERVICES FOR TECHNICAL SUPPORT AND AUTHORIZE CHAIR TO SIGN - SETPOINT SYSTEMS CORPORATION 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 for Technical Support between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Buildings and Grounds, and Setpoint Systems Corporation, commencing upon full execution of signatures, with further terms and conditions being as stated in said agreement, and WHEREAS, after review, the Board deems it advisable to approve said agreement, a copy of which is attached hereto and incorporated herein by reference. NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld County, Colorado, that the Agreement for Professional Services for Technical Support between the County of Weld, State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf of the Department of Buildings and Grounds, and Setpoint Systems Corporation, 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 25th day of March, A.D., 2019. BOARD OF COUNTY COMMISSIONERS WELD COUNTY. COLORADO ATTEST: daticeio C- LI 4 arbara Kirkmeykr, Chair Weld County Clerk to the Board BY: cren.el Deputy the Board APP ounty Attorney Date of signature: 4/2/Icl efIVILlw Mike Freeman, Pro-Tem can P`' onway ames Steve Moreno CC. (T Isc, L (2/Iq 2019-1167 BG0021 -r-'i a AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN WELD COUNTY & SETPOINT SYSTEMS CORPORATION TECHNICAL SUPPORT AGREEMENT r# THIS AGREEMENT is made and entered into thin Z 5 day of , 2011 by and between the County of Weld, a body corporate and politic of the State of Colorado, by and through its Board of County Commissioners, whose address is 1150 "O" Street, Greeley, Colorado 80631 hereinafter referred to as ".ounty," and etpoint Systems Corporation whose address is 8167 SouthPark Circle Littleton_ C:180120, here: rafter referred to as "Contract Professional". WHEREAS, County requires an independent contractor to perform the services required by County; and WHEREAS, Contractor is willing to perform and has the specific ability to perform the required Services at or below the cost set forth in Exhibit A: WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill, expertise, and experience necessary to provide the equipment, materials and services as set forth below; NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties hereto agree as follows: 1. Introduction. The terms of this Agreement are contained in the terms recited in this document and in Exhibit A of which forms an integral part of this Agreement. Exhibit A is specifically incorporated herein by this reference. County and Contractor acknowledge and agree that this Agreement, including specifically Exhibit A, define the performance obligations of Contractor and Contractor's willingness and ability to meet those requirements. Exhibit A consists of Contractor's Response to County's Request. The Response confirms Contractor's obligations under this Agreement. 2. Service or Work. Contractor agrees to procure the materials, equipment and/or products necessary for the Project and agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the Project described in the Exhibits which is attached hereto and incorporated herein by reference. Contractor shall further be responsible for the timely completion, and acknowledges that a failure to comply with the standards and requirements of Exhibits A and B within the time limits prescribed by County may result in County's decision to withhold payment or to terminate this Agreement. 3. Term. The term of this Agreement begins upon the date of the execution of this Agreement by County, and shall continue through and until Contractor's completion of the responsibilities 2019-1167 described in Exhibits A&B. Both of the parties to this Agreement understand and agree that the laws of the State of Colorado prohibit County from entering into Agreements which bind County for periods longer than one year. Therefore, within the thirty (30) days preceding the anniversary date of this Agreement, County shall notify Contractor if it wishes to renew this Contract. 4. Termination. County has the right to terminate this Agreement, with or without cause on thirty (30) days written notice. Furthermore, this Agreement may be terminated at any time without notice upon a material breach of the terms of the Agreement. Upon termination, County shall take possession of all materials, equipment, tools and facilities owned by County which Contractor is using, by whatever method it deems expedient; and, Contractor shall deliver to County all drawings, drafts or other documents it has completed or partially completed under this Agreement, together with all other items, materials and documents which have been paid for by County, and these items, materials and documents shall be the property of County. Upon termination of this Agreement by County, Contractor shall have no claim of any kind whatsoever against the County by reason of such termination or by reason of any act incidental thereto, except for compensation for work satisfactorily performed and/or materials described herein properly delivered. 5. Extension or Modification. Any amendments or modifications to this agreement shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services. 6. Compensation/Contract Amount. Upon Contractor's successful completion of the Project, and County's acceptance of the same, County agrees to pay an amount no greater than $10,056.00, which is the bid set forth in Exhibit A. Contractor acknowledges no payment in excess of that amount will be made by County unless a "change order" authorizing such additional payment has been specifically approved by Weld County, or by formal resolution of the Weld County Board of County Commissioners, as required pursuant to the Weld County Code. County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefore by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20) 7. Independent Contractor. Contractor agrees that it is an independent Contractor and that Contractor's officers, agents or employees will not become employees of County, nor entitled to any employee benefits from County as a result of the execution of this Agreement. Contractor shall perform its duties hereunder as an independent Contractor. Contractor shall be solely responsible for its acts and those of its agents and employees for all acts performed pursuant to this Agreement. Contractor, its employees and agents are not entitled to unemployment insurance or workers' compensation benefits through County and County shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees. 8. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the completion of this Project without County's prior written consent, which may be withheld in County's sole discretion. 9. Ownership. All work and information obtained by Contractor under this Agreement or individual work order shall become or remain (as applicable), the property of County. 10. Confidentiality. Confidential financial information of Contractor should be transmitted separately from the main bid submittal, clearly denoting in red on the financial information at the top the word, "CONFIDENTIAL" However, Contractor is advised that as a public entity, Weld County must comply with the provisions of C.R.S. 24-72-201, et seq., with regard to public records, and cannot guarantee the confidentiality of all documents. Contractor agrees to keep confidential all of County's confidential information. Contractor agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. Contractor agrees to advise its employees, agents, and consultants, of the confidential and proprietary nature of this confidential information and of the restrictions imposed by this agreement. 11. Warranty. Contractor warrants that the services performed under this Agreement will be performed in a manner consistent with the standards governing such services and the provisions of this Agreement. Contractor further represents and warrants that all services shall be performed by qualified personnel in a professional and workmanlike manner, consistent with industry standards, and that all services will conform to applicable specifications. In addition to the foregoing warranties, Contractor is aware that all work performed on this Project pursuant to this Agreement is subject to a one year warranty period during which Contractor must correct any failures or deficiencies. This warranty shall commence on the date of County's fmal inspection and acceptance of the Project. 12. Acceptance of Services Not a Waiver. In no event shall any action by County hereunder constitute or be construed to be a waiver by County of any breach of this Agreement or default which may then exist on the part of Contractor. Acceptance by the County of, or payment for, the services completed under this Agreement shall not be construed as a waiver of any of the County's rights under this Agreement or under the law generally. 13. Insurance and Indemnification. General Requirements: Contractors/Contract Professionals must secure, at or before the time of execution of any agreement or commencement of any work, the following insurance covering all operations, goods or services provided pursuant to this request. Contractors/Contract Professionals shall keep the required insurance coverage in force at all times during the term of the Agreement, or any extension thereof, and during any warranty period. The insurance coverage's specified in this Agreement are the minimum requirements, and these requirements do not decrease or limit the liability of Contractor/Contract Professional. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the work under this Contract by the Contractor, its agents, representatives, employees, or subcontractors. The The Contractor stipulates that it has met the insurance requirements identified herein. The Contractor shall be responsible for the professional quality, technical accuracy, and quantity of all services provided, the timely delivery of said services, and the coordination of all services rendered by the Contractor and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. INDEMNITY: The Contractor shall defend, indemnify and hold harmless County, its officers, agents, and employees, from and against injury, loss damage, liability, suits, actions, or claims of any type or character arising out of the work done in fulfillment of the terms of this Contract or on account of any act, claim or amount arising or recovered under workers' compensation law or arising out of the failure of the Contractor to conform to any statutes, ordinances, regulation, law or court decree. The Contractor shall be fully responsible and liable for any and all injuries or damage received or sustained by any person, persons, or property on account of its performance under this Agreement or its failure to comply with the provisions of the Agreement. This paragraph shall survive expiration or termination hereof. Types of Insurance: The Contractor/Contract Professional shall obtain, and maintain at all times during the term of any Agreement, insurance in the following kinds and amounts: Workers' Compensation Insurance as required by state statute, and Employer's Liability Insurance covering all of the Contractor's employees acting within the course and scope of their employment. Policy shall contain a waiver of subrogation against the County. This requirement shall not apply when a Contractor or subcontractor is exempt under Colorado Workers' Compensation Act., AND when such Contractor or subcontractor executes the appropriate sole proprietor waiver form. Commercial General Liability Insurance with the minimum limits as follows: $1,000,000 each occurrence; $2,000,000 general aggregate; $1,000,000 Personal Advertising injury $2,000,000 products & completed operations aggregate; Automobile Liability: Contractor/Contract Professional shall maintain limits of $1,000,000 for bodily injury per person, $1,000,000 for bodily injury foreach accident, and $1,000,000 for property damage applicable to all vehicles operating both on County property and elsewhere, for vehicles owned, hired, and non -owned vehicles used in the performance of this Contract. Contractors/Contract Professionals shall secure and deliver to the County at or before the time of execution of this Agreement, and shall keep in force at all times during the term of the Agreement as the same may be extended as herein provided, a commercial general liability insurance policy, including public liability and property damage, in form and company acceptable to and approved by said Administrator, covering all operations hereunder set forth in the related Bid or Request for Proposal. Proof of Insurance: County Deserves the right to require the Contractor/Contract Professional to provide a certificate of insurance, a policy, or other proof of insurance as required by the County's Risk Administrator in his sole discretion. Additional Insureds: For general liability, excess/umbrella liability, pollution legal liability, liquor liability, and inland marine, Contractor/Contract Professional's insurer shall name County as an additional insured. Waiver of Subrogation: For all coverages, Contractor/Contract Professional's insurer shall waive subrogation rights against County. Subcontractors: All subcontractors, subcontractors, independent Contractors, sub - vendors, suppliers or other entities providing goods or services required by this Agreement shall be subject to all of the requirements herein and shall procure and maintain the same coverage's required of Contractor/Contract Professional. Contractor/Contract Professional shall include all such subcontractors, independent Contractors, sub -vendors suppliers or other entities as insureds under its policies or shall ensure that all subcontractors maintain the required coverages. Contractor/Contract Professional agrees to provide proof of insurance for all such subcontractors, independent Contractors, sub -vendors suppliers or other entities upon request by the County. 14. Non -Assignment. Contractor 'nay not assign or transfer this Agreement or any interest therein or claim thereunder, without the prior written approval of County. Any attempts by Contractor to assign or transfer its rights hereunder without such prior approval by County shall, at the option of County, automatically terminate this Agreement and all rights of Contractor hereunder. Such consent may be granted or denied at the sole and absolute discretion of County. 15. Examination of Records. To the extent required by law, the Contractor agrees that an duly authorized representative of County, including the County Auditor, shall have access to and the right to examine and audit any books, documents, papers and records of Contractor, involving all matters and/or transactions related to this Agreement. The Contractor agrees to maintain these documents for three years from the date of the last payment received. 16. Interruptions. Neither party to this Agreement shall be liable to the other for delays in delivery or failure to deliver or otherwise to perform any obligation under this Agreement, where such failure is due to any cause beyond its reasonable control, including but not limited to Acts of God, fires, strikes, war, flood, earthquakes or Governmental actions. 17. Notices. County may designate, prior to commencement of work, its project representative ("County Representative") who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to County Representative. The County Representative for purposes of this Agreement is hereby identified as, Toby Taylor. All notices or other communications (including annual maintenance made by one party to the other concerning the terms and conditions of this contract shall be deemed delivered under the following circumstances: (a) personal service by a reputable courier service requiring signature for receipt; or (b) five (5) days following delivery to the United States Postal Service, postage prepaid addressed to a party at the address set forth in this contract; or (c) electronic transmission via email at the address set forth below, where a receipt or acknowledgment is required by the sending party; or (d) transmission via facsimile, at the number set forth below, where a receipt or acknowledgment is required by the sending party. Either party may change its notice address(es) by written notice to the other. Notification Information: Contractor: Setpoint Systems Corporation Attn.: Jeff Grimm- Service Account Manager Address: 8167 SouthPark Circle Address: Littleton, CO 80120 E-mail: igrimm(@setpointsystems.com Telephone: (303) 733-2300 County: Name: Toby Taylor Position: Director of Buildings and Grounds Address: 1105 H Street Address: Greeley, CO 80632 E-mail: ttavlornco.weld.co.us Facsimile: 970-304-6532 18. Compliance with Law. Contractor shall strictly comply with all applicable federal and State laws, rules and regulations in effect or hereafter established, including without limitation, laws applicable to discrimination and unfair employment practices. 19. Non -Exclusive Agreement. This Agreement is nonexclusive and County may engage or use other Contractors or persons to perform services of the same or similar nature. 20. Entire Agreement/Modifications. This Agreement including the Exhibits attached hereto and incorporated herein, contains the entire agreement between the parties with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiations, representations, and understandings or agreements with respect to the subject matter contained in this Agreement. This Agreement may be changed or supplemented only by a written instrument signed by both parties. 21. Fund Availability. Financial obligations of the County payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budgeted and otherwise made available. Execution of this Agreement by County does not create an obligation on the part of County to expend funds not otherwise appropriated in each succeeding year. 22. Employee Financial Interest/Conflict of Interest — C.R.S. §§24-18-201 et seq. and §24- 50-507. The signatories to this Agreement state that to their knowledge, no employee of Weld County has any personal or beneficial interest whatsoever in the service or property which is the subject matter of this Agreement. 23. Severability. If any term or condition of this Agreement shall be held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, this Agreement shall be construed and enforced without such provision, to the extent that this Agreement is then capable of execution within the original intent of the parties. 24. 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 §§24-1 0-101 et seq., as applicable now or hereafter amended. 25. No Third Party Beneficiary. It is expressly understood and agreed that the enforcement of the terms and conditions of this Agreement, and all rights of action relating to such enforcement, shall be strictly reserved to the undersigned parties and nothing in this Agreement shall give or allow any claim or right of action whatsoever by any other person not included in this Agreement. It is the express intention of the undersigned parties that any entity other than the undersigned parties receiving services or benefits under this Agreement shall be an incidental beneficiary only. 26. Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until it has been approved by the Board of County Commissioners of Weld County, Colorado or its designee. 27. Choice of Law/Jurisdiction. Colorado law, and rules and regulations established pursuant thereto, shall be applied in the interpretation, execution, and enforcement of this Agreement. Any provision included or incorporated herein by reference which conflicts with said laws, rules and/or regulations shall be null and void. In the event of a legal dispute between the parties, Contractor agrees that the Weld County District Court shall have exclusive jurisdiction to resolve said dispute. 28. Public Contracts for Services C.R.S. §8-17.5-101. Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this contract. Contractor will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this Agreement, through participation in the E -Verify program or the State of Colorado program established pursuant to C.R.S. §8-17.5-102(5)(c). Contractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement or enter into a contract with a subcontractor that fails to certify with Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contractor shall not use E -Verify Program or State of Colorado program procedures to undertake pre -employment screening or job applicants while this Agreement is being performed. If Contractor obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien Contractor shall notify the subcontractor and County within three (3) days that Contractor has actual knowledge that a subcontractor is employing or contracting with an illegal alien and shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three (3) days of receiving notice. Contractor shall not terminate the contract if within three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. Contractor shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to C.R.S. §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contractor participates in the State of Colorado program, Contractor shall, within twenty days after hiring an new employee to perform work under the contract, affirm that Contractor has examined the legal work status of such employee, retained file copies of the documents, and not altered or falsified the identification documents for such employees. Contractor shall deliver to County, a written notarized affirmation that it has examined the legal work status of such employee, and shall comply with all of the other requirements of the State of Colorado program. If Contractor fails to comply with any requirement of this provision or of C.R.S. §8-17.5-101 et seq., County, may terminate this Agreement for breach, and if so terminated, Contractor shall be liable for actual and consequential damages. Except where exempted by federal law and except as provided in C.R.S. § 24-76.5-103(3), if Contractor receives federal or state funds under the contract, Contractor must confirm that any individual natural person eighteen (18) years of age or older is lawfully present in the United States pursuant to C.R.S. § 24-76.5-103(4), if such individual applies for public benefits provided under the contract. If Contractor operates as a sole proprietor, it hereby swears or affirms under penalty of perjury that it: (a) is a citizen of the United States or is otherwise lawfully present in the United States pursuant to federal law, (b) shall produce one of the forms of identification required by C.R.S. § 24-76.5-101, et seq., and (c) shall produce one of the forms of identification required by C.R.S. § 24-76.5-103 prior to the effective date of the contract. Acknowledgment. County and Contractor acknowledge, that each has read this Agreement, understands it and agrees to be bound by its terms. Both parties further agree that this Agreement, with the attached Exhibits A and B, is the complete and exclusive statement of agreement between the parties and supersedes all proposals or prior agreements, oral or written, and any other communications between the parties relating to the subject matter of this Agreement. /I NESS WHEREOF, the parties hereto have signed this Agreement this / 7 day of , 201`j. CON CTOR: Se ! t S stems y: /7l�� ► Name: Title: Date ✓ 1 l7� M WELD COU ATTEST: „ ,AgA) LD•� Weld 9unty Clerk to the Beard BY .�- -�1d1.igi, Deputy .g-rk to the : 4J' BOARD OF COUNTY COMMISSIONERS WELD COUNTY,JCOLORADO arbara Kirkmeye, Chair MAR 252D19 02®/9- //6 7 SETPO-1 OP ID: S5 A oRL CERTIFICATE OF LIABILITY INSURANCE DATE 03106IDDIYYYF) 03/06/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WANED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate sloes not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Brown & Brown of Colorado, Inc 2170 S. Parker Rd Ste 251 Denver, CO 80231 Alex Frazier CONTACT NAME: Shereeta Haralson PHONE o. Exll: 720-963-4271 NC, No). 7204162-5142 n•MaL ADDRESS: sharalson�bdenver.com INSURERS) AFFORDING COVERAGE MAlC S INSURER A: Hanover Insurance Company 22292 INSURED Setpoint Systems Corporation 8167 South Park Circle Littleton, CO 80120 INSURER B :LLOYD'S OF LONDON 15792 INSURER C : INSURER D : INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE INSOL SUBR POLICY NUMBER MID�DITYYYYI IMMIDD/YYPOUCY F YYI LMIITS A X COMMERCIAL GENERAL LIABILITY ZB4 D298814 01 07/01/2018 07/01/2019 EACH OCCURRENCE $ 1,000,000 CLAIMS -MACE X OCCUR DAMAGE TO RENTED PREMISES (Ea oowrrerloel $ 300,000 MED EXP (Any one person) $ 10,000 PERSONAL & NW INJURY $ 1,000,000 GERI AGGREGATE LIMIT APPLIES NT- PER: LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS -COMPIOPAGG $ 2,000,000 $ A AUTOMOBILE X LIABILITY ANY AUTO SCHEDULED AUTOS NON -OWNED AW4 O298847 01 07/01/2018 07/01/2019 I QED SINGLE LIMIT Ea accident) $ 1,000,000 BODILY INJURY (Per person) $ BODILY INJURY Per accident ( ) $ PROPERTY deDAMAGE nt) $ A X UMBRELLA LIAB EXCESS LIAB X OCCUR CLAIMS -MADE JH4 O298818 01 07/01/2018 07/01/2019 EACH OCCURRENCE $ 6,000,000 AGGREGATE $ 6,000,000 DED X I RETENTIONS 10,000 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY ANY PROFlEMBER EX EXCLUDED? PROPRETORIPARTNER/EXECUTIVE (Mandatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below Y N M / A WB4 O298830 01 07/01/2018 07/01/2019 PER OTH- X STATUTE I ER EL EACH ACCIDENT S 1,000,000 EL DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 B B Prof Liab Poll Liab B0621PSETP000418 B0621PSETP000418 07/01/2018 07/01/2018 07/01/2019 07/01/2019 Prof Liab 2,000,000 Poll Liab 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: Technical Support Agreement - TSA 2312 Weld County is listed as additional insured Per policy terms, conditions & exclusions. Umbrella is follow form. CERTIFICATE HOLDER CANCELLATION WELDCTY Weld County 1150 O Street Greeley, CO 80631 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ►Ya/1a/ant_. ACORD 25 (2014/01) ® 1988-2014 ACORD CORPORATION. All rights reserved. The ACORD same and logo are registered marks of ACORD el • ount Greeley, CO Technical Support Agreement Service Account Manager: Jeff Grimm 12/19/2018 collaborative solutions: unmatched training. ROCKY MOUNTAIN: 8167 SouthPark Circle, Littleton, CO 80120 (303) 733-2300 CALIFORNIA: 1370 Reynolds Ave.:., Suite 103, Irvine, CA 92614 (949) 271-2837 MINNESOTA: 1831--- 121st Street East, Burnsville, MN 55337 (612) 2.59-3440 2417 service 1-800-372-8837 www.setpointsystems.co - into p setpointsystems corn 7STIM T E NUMBER: RM 2018030074 SUBMCTTEyD TO: Now known as Customer 12/19/2018 Toby Taylor, Director Weld County Department of Buildings & Grounds 1105 H Street P.U. Box 758 Greeley, CO 80632 PROJECT: Weld County TSA NET PRICE: SPECIAL CONSIDERATIONS: PERIODIC BteiNG FREQUENCY: Y REM A Check TSA Term Cost Per Year Term Total Cost Cost Per Visit TSA Annual Visits $4,190.00 $4,190.00 $2,095.00 (2) 8hr visits ❑ 1 year $3,724.00 $7,448.00 $1,862.00 (2) 8hr visits • 2 year $3,352.00 $10,056.00 $1,676.00 (2) 8hr visits • 3 year Includes enteliWEB annual subscription Twice per year. Setpoint will provide the services listed in accordance with the attached TECHNICAL SUPPORT AGREEMENT, which includes: • System Hardware, Firmware, and Software Services Attachment A — BAS covered in this agreement Attachment B — Technical Support Tasks ® Attachment C — IT Technical Support Tasks ® Terms and Conditions .p; Proposal Accepted Submitted By By Customer Setpoint Systems Corporation Signature Account Manager Printed Name/Title Approved by President Date Date Page 2 of 15 TSA V-2018-1 Setpoint Systems Corporation SYSTEM HARDWARE,FIRMWARE, AND FTWARE SUPPORT Setpoint Systems Corporation (Setpoint) will provide the services listed herein to Customer on the Building Automation System (BAS) described in the attached documents that specify hardware, firmware, and software services by a factory -trained service representative. RWCE RESPONSE: PHONE AND/OR ONLINE ACCESS Setpoint will respond within ONE (1) hour after initial notification by an authorized representative of the Customer's facility utilizing Setpoint's 24/7 service line 800- 372-8837 or service@setpointsystems.com. Setpoint will provide phone consultation to the Customer regarding system hardware and software operation and database changes. Phone consultations CONULTAT ION will not exceed fifteen (15) minutes. Corrective maintenance and system repairs of other Setpoint contract customers shall take priority over remote online access and/or phone consultations. ON -SITE RESP(N SE If the Setpoint representative determines a site visit is required to complete diagnostics or to make corrections, Setpoint will be on -site within TWENTY-FOUR (24) hours of the call. Service calls are subject to the labor rates described herein - See Service Pricing. Setpoint will document each online and/or on -site service call. Setpoint will provide DOCUMENTATION documentation showing time, date, operator, and a brief description of the activity along with recommendations (if any) to the Customer. ()NU E ACC'L S AGREEMEN COVERAGE REVIEWS CONTRACT RENEWAL Setpoint will remotely log in to a system, provided the Customer has a BAS Web - accessible system and Setpoint has administrative login rights supplied by the Customer. The Customer shall maintain and be responsible for the cost of any online access requirements connected to and/or required to maintain and troubleshoot the BAS. The Technical Support Agreement performance will be reviewed with a Customer representative at least one time per year. The review will include a summary of the past year's activity under the contract and an evaluation of the coverage against customer needs. Suggestions for a change in coverage or other improvements will be discussed. This Agreement is in effect for selected term. It will automatically be renewed on a year-to-year basis upon expiration of the original term, unless either party terminates the agreement with a written notice thirty (30) days prior to the anniversary date. The minimum annual escalation rate of 3% will apply upon automatic renewal. Escalation rates greater than 3% will be submitted in writing (30) days prior to the anniversary date. Page 3 of 15 TSA V-2018-1 Setpoint Systems Corporation Technical support shall be performed in accordance with a program of manufacturer's and industry standardized routines. Components suspected of being faulty will be reported to the Customer and may be repaired or replaced with the Customer's written approval. Setpoint will document each on -site service call and/or TSA visit in the Setpoint ON -SITE provided Log Book on site showing time, date, operator, and a brief description of DOCUMENTATION the activity along with any recommendations. Setpoint will provide the on -site Log Book consisting of the following: Emergency contact procedures As -built drawings (where applicable) • Operator log ® O&M manuals (where applicable) • Service log Flash drive for system backups • Equipment log Setpoint will back up the BAS database(s) for controllers and operator workstations SSFTARE (OWS) on each site visit (where applicable). In the event of memory loss on any of PROTECTIONPROTECTIOVII the servers, OWS, or controllers, Setpoint will reload the affected databases from the current backup copy that is stored in the Log Book flash drive. SYSTEM PERFORMANCE 'REV ENS COVERAGE REVIEWS ON -SITE SERVICE TECHNICA0 L SUPPORT A Setpoint account manager will be available on a regular basis for system consultation regarding energy management, performance reviews, system upgrade strategies, system migration, expansion and other BAS improvement measures. The TSA performance will be reviewed with the Customer annually. The review will include a summary of the past year's activity under the contract and an evaluation of the coverage required to meet Customer's needs. Suggestions for a change in coverage or other improvements will be discussed. Technical support shall be performed in accordance with a program of Delta Controls standardized routines. Components suspected of being faulty may be repaired or replaced at Setpoint Systems Corporation's recommendation to restore system integrity. Services to include: El Priority hardware repair © Advanced replacement Q Loaner program ET Management of licenses El Firmware and software upgrades El Assigned service account manager El Update and upgrade planning El System audit TSA Customers are given priority seating for unlimited FREE training per Setpoint's training schedule at the Colorado, California, and Minnesota offices. CUSTOMER Classes will be hands-on, two-day classes taught by factory -trained instructors. TRAINING Class material and lunch will be provided. TSA Customers may attend classes as often as desired based on space availability. Specialty classes do not apply. Customers must register on SetpointSystems.com. ,qt Valid; v1A•n'e"_' 1-T r_e.c�...wn�.._sw�emLrrd'L"¢x Page 4 of 15 TSA V-2018-1 Minn _ Setpoint Systems Corporation Regular Rate C.T. Rate Sundays & Holidays Rate TSAR SERVICE RATES NON -SSA SERVi E RATES TSA CUSTOMERS' BILL RATES E PARTS $97.50 179.50 Rates include: $146.25 $195.00 $269.25 $359.00 Regular service hours are 7:30 am to 4:30 pm M -F 1-1/2 times standard rate for non -business hours 2 times standard rate for Sundays and holidays 1 hour minimum portal-to-portal charge for site visits 2 hour minimum on -site charge for site visits Mileage charge of $1.00 per mile to and from the Customer location from the Setpoint office O Taxes are based upon local requirements Freight is added to the total cost of an order when identified Phone consultations exceeding fifteen (15) minutes will be billed in 1/2 hour increments TSA Customers qualify for list price less 50% on all Delta components. Page 5of 15 TSA V-2018-1 Setpoint Systems Corporation NUMBE B FPM 2018030074 19 S I I r a.a .. aaa .... S.JEL➢INS SHOP A vlao ow "ha. r mum= ,iLO 1411 tuns r 'r%v'rpc I gnc7s to aru Hama r L LLD NETWORK DIAGRAM PUBLIC WORKS VEHICLE STORAGE"' BUILDING #2. etr 1 ImnlT, %ix MEW= Mn ai ora I I lOcnl.A II= MAC L.. na,aa 4W nap. at ucuuo CPI MILLW LI N Pt ?1Wt ALSO A 7/111.24. t)4 DI\JIS.IDNAL BUILDING acn ` ILl17rh1N DW WO? VEHICLE STORAGE Hl3ILDMHO #1. O1 nn MIS 2SA ADI4IN ISTRAT ION BUILDING -1 IP Qi:0.C1 aWa rrCiniVira 4- Cmu —`,i titian 7H :113Y/ZE m 121 cu -t rns idmfl. nrtl mS — WI -I OF MATERIALS ro+ CIAla rt msnuei>pu ITC 51045 1 Wilai a =II Lftit OVID0 Refs m8 cn 32 1 I I a I a I i I I I 1 oath pal I .:ei Uhtgi 06 Of 30 i ..t j� LLt � il le % 11 Su II II II II e 1 C I`� y � i t NORTH JAIL NETWORK DIAGRAM CID OTT { k t ID II I nrw ATOPcra � MSg3hm.(]tla � I I Cr I GI 1 apsi xncD EP:20 !Inn EVa<fataW =Sat QI -� N°�W' (i 7�f±tn l t anaa � 1WI2� � � �1 � ) 1234 5 {mil j R1w 11117 r FIR2 1 aw cm OM! CT2II inc all WS �° J J J IMP Orr 6�t trug �i I vEvtaim rat �� =2 10124 ;lir Iffi� OQMon 6Mrip'ai -� rb'C1$>a� 1 4 g �"�1! r3L1i � � _._i� •—.b-iiJ•1 mu �' Ls m a iscxe4 air 20 OCrrt l w a Hamra Ig7SR7b' !01112 �, CFO or awdTn ifp UM .4lm b arvakd Egon wail 1,12„{ PO� 1 2, `•.` _ \- 4WIrl1-�' f Wad MOOS) 'z ,aarnala Baaatn Pert fa11rca» I MO aars I CM f� ila>r�aca, isg jail ii, ... a v e 8 : i r 7 rn na SWAMI ®. wait Rain ...was rarOGE 17073100 aaw trio Wirth 9dirkin 0.11. {rF7Gi16Y.4 ]d 01 IN M IDS �fl1tr 7!6 1112 0x701 7!12 2 mum ___ 1 MU 1p7.ilDSifnl rig fl Page 6 of 15 TSA V-2018-1 Setpoint Systems Corporation I 4 NETWORK DIAGRAM TRAINING CEfIWi O DC ?GM 1;, iV C45egr MIA saw, H rA ❑P.CA 1 LOC:;1 DV 'TELEPHONE Pei 7. CPit, LOCATED NCO 10 OPCM1 3 f a I I El g S I I I I g Tnining 1 Elf T iPsJ f li n° it p II! in L a 11 II i ti a ri. a S MI Z a I y pnits U NETWORK PUBLIC HEALTH RCCf1DP ®I to E H 76'!L 1 U • Q"0 CD rtll A"543 ;Matti CJ COM1P$_ Phpa cPW Grillo ['Oda' of rya, 5 RS455 Rs48a 2lq -0 6V 82 181- Pff, SP 1,719P-ba I ` 5oiaa Q5Q \ W7a 51 =�5U1(A2C58 Y110A woo ow ti d1Q4 A7 �� Z➢{ 'Si Z7� 11lfR TAN' S'�' 1 ant [?AS ;11,'i • StiIW ZCl9 N.`67D1'L`2 54fl 2057 • 511017, CIBJ 9 �507p1 c�A5 U71Q1LD:48 J� A, 4Ht1-4 NX7CP9i50s ' try • C I �'5S' 17s 9lCiVfY« tffix17 99i L� �. �! ,. c .� - S0IOJ.ZC'.i8. ' 5010a0:53 1 SCI43aZC54 54ifmr_'Wl gliCell 4 64'IQ�'MQig 901P7��h sciaa2cs 4'ilt1�12 :11i:?) :BFii1 1 :MI,Y .. A • j comma_ FWEL EPIC eCtfra PANEL CrIF 5➢i &QZCd3 —` s)1➢nrst i_ 51110V'CS YJ10C3. Q52 woo b3 eyd.a LOU cAurlp. ,�Yavc LA) cant> rr WY Z8 r ' "• S• - Fait ✓`1 F 5 MI MIX R5460 REPEATER P5485 Pa )85 i I TA imra SQI LIIcG46 - 11YL77'79 , MISAC mb` Sfmi(�,c"C51 L- 571COx:dF •WillaL''i23 ^=('JQlin 7rn2 I /_ri ,llt� 1(� S '- n l 111 6010a2 CO bt17t�1c�i1Q '' ` Fr7i�QZC37 �'i,�Y fr?ILYi,2s32 I V J2 �F 6G101L124 �I�P 50162ZG21 'lJtY Y:, KL'i1F I1E 11,:' m61 Yet4' 14} ]1-0 VF`( 315 r ,s 5UIC0,7E44 ' 5IF'r0t12C41 ` 5➢195.1C36 �-^� SQItD.ZCii -- ,t71DQi 8 '.f/1QPY75 SUiD3�20 " Y ' •W�1- u' ` !{at) era a•s�e ,� S➢IC{x 567Dy�72 91147. 5Qiti), 034 s 5J1 5010 � 1. SOIDIZL'10 1 : '' !III, iim! 710 I is hHml 109 lUl 1 Y&V 314 IFMOBO. 151fCIX. ° 0 as i 2s4ais 854,815 181-5' f 1 MI' 551=2.X101.(713 1@1-:-a 531011-7C11.s 551811.2C14u Was—. IerTSP— I cats aersm� 100.2C1C' 57 10 L'15 f f anal i moo j SU ELM j A fl U +• - VeuP ' ,.... � t 15071, ` a 32 y f Sm11➢➢.'Cb ? 3D70➢Z3.17 Fliicpu ill= ,' nom 'J,1Y I hV�St aasoii�m aasancce I -,.r .r ( �,�— arlauma Logan_ PrIEL ar6mPA NOEL CNC gniLER 1 L 2 OW P,ecn Rawl Boon i P..S+I35 i ,1 1R$4 8-5 ampAN.t' CHILLER..1 5J1Q� I 1 ©' Dart.n i0%ideta= r' 8EV50tai1 7LEA>1CmfylE0 IV ME= B TMl�io Ll t1R`,.E7tflm 7)g.Cmi .tit'{ =Ma NIE1 £PIi Q?smuiT Heti 41 OF ?3 ,trritt:f Page 7 of 15 TSA V-2018-1 Setpoint Systems Corporation . t, at a y 1:, ≥5 :a Xe{ '5 '' +-` a.of a. �S; i, 2e u = t:4,', 4 ...:1 =4 E.isy MA fey 4�, a- ti � 8 al s � x. to S �:' -� a b s ,'tt•• ;i t i a i.. ... Z. '14,c ii. 'wir s ,@ ti i n kart 3 tIII L\ 'z if?�'' s'+ . ... ALTERNATIVE PROGRAMS NETWORK DIAGRAM WW1: Weld County v3.33 Upgrade and WAN xt de . s x., a• I1.24TP e t S. M r a r 2-22TS;r RS405 C,b1 2-221SP 11.540S Ceailrm 2-22111.44 RS48t'i Cables f.24vtAC1 1-2`41P (2AVAC1 1.241" (24'VAC' t:F3 {�C,,Y,,8,,,l CF% CY3.0 ( ACB 7µl �r ai AC7 ! ! ce m:ss ...� r;tr: X1;;8 r" .IMO, aF" .;r;;ai ya k 1: � f K *� w3 = :;a 0 Ca 3041346 *Tr Apit.ret 1 i4214J 11141:41 inter Sablate Crl keg tn:'aled above Ct 1Heg I.attatea xzY ye Cri Inv oxcart•! ab:,ve C»Sicq Located About Co:Ilea In Wirt rtallwar 225 In Fait le*PAar 225 II fast riallway 215 In Center Hallway 215 II watt iiallway 223 2.22154 51.85 CaDlns I-24TP ; .4vAC3 twri 2 Levr12 2-77157 x5485 :11.41A44 1.141? I2aVa1 , ..Y 71. .7 Ii . a x 3 bar ((T a! 2.22TSP 85485 Catin5 1•24TP (24VAC) t•24vAC; erg; in a-, 4� '•_`. {x .`.�`. •• Att ,: . o . ( G J r $ y :; w y Cat CP3 > t•Yt•; CP4 CPS 1"d'1 1 A.C2 Act A.C4 it5M>;zs2 i-- .AC3 i tt77:17i ; CfV:.41 Cr.4it;A) D_4723Gc . r� DE10 Lgssis; 17 2-22?S4 RS45S tables i-24YY t2'IyA y 1 i `' .. r n ASOca,rn, :745 G. 71•.1: r34-:115 4C11a5 .,5a:7t8 �. £»A..-10 {i-.IjjYY £F1'!i;li tacat.oc a: ovo CeOIkra Located abav? Cal tai In riMietay 1.17 1:9 rlallwrtr 141 t5t.-3 tacAteC abav ' Coil -ig ;.ncat-:J abtne Ccl Irg In'-aHwAy 215 ii ttal(rtAy 215 A ""''"'1111"'1111 IOC a a r :. An CS \ I tooted In Pia. htal'n Claarl-al 3os(r 1 11 Alter DI Of 23 COMMUNITY CORRECTIONS NETWORK DIAGRAM s& t t s t. Kr t. N. t1 4 21. i r3r 1:trern tooted' Cm:esk: x.-.,4 ---1.15111212E irvIGIV5 C,72':1;: 4H;:.7 red Itr�txl Cotta*: 4444 a to7 1317. -:act rate: C .:Windt; Me -2 r ,st-Y:h :; dkLb3 39AC.'v74 ::toot: Sr.:44t 403.1 Carr. tj;; M:t•1 ft ;,tar.•; ta•as ;; at•I:-a Iitcz; °ukfl li n•8 w+te•df tmeetst1:crsrur hr rearm 5W.1 4•' 0 -•C5C1217r !woad; tacit; .744As aellir an tor atinow G -•l3CI1.110 Cared!' ,414,48 .'ifV. : IC0 !:dY•5:K: !•ay44 !W M - C(u• `NY \1kF: 1 L^ : Cer DLL 7ln:x — G �- tnz:lz • Ct q tr: 24C194. tarstdl in*e;•04.1 1•G;.2 C:rflr t; C3.2 J ::L11e9; atttts: ab:C+5 r L WI tt ---ZSCIZt7F ::.itCCL; :cc-clt: SHt'.1S .--4:5111717.E tree ill ANU:1 f tee:123Y- n_ .e •ti...U'lk:7i1 v ai C2rtn :4iU•L2 3 M I a 5 &'G 4:€f9 if: tr c 8 u'r n CornmC£r,' DI OF 60 Page 8 of 15 TSA V-2018-1 Setpoint Systems Corporation swe sAs Tuiodles 'al'lite ;r•a tilrfi ri r OMAilti "rrg Cnaal'*8i £ElerRitit*s. arq kv0i Imiffo≥If riling (r1 %Fag SOWN Grua' th IV II0I St OR Ira•.lan nu 4r AEtpSt SAW* {•Np:n:1;YFi stnV@ I!r :Ei& ?C +JS pia 1C-iw z OD pSi,itl,1 nteS 2£r*t'da3 fteeo. Step:l't %lien CcrltxRl7ns-41Ile Mire: the gad, et [Pay :ace MD 9u1 rrtl• Al =tram k t. tibtarf, itt: it.tr• In3aa d!'R15. I LaN;ht. ::i'e:1Ste.: 0 x NETWORK I °' �r. Z♦ tX ... ro r .1 z C -'' W t t- La ins-, ; T ,.. 1 , ri 4.1 ryS V O Z 4 co ] ^U .... ili: ,r.....,..„ tt W ENEORI E- 11 .� G u 1C h � � — ce z — F - Lit! il Al VL n H - ZS �-, ' ----\1 / a sEr � 1 CI 752 xanin, Weld County v3.33 Upgrade and AN ttelc tilbS;r't: Y.. le tte.a.G4: .�__. sift.. Kt: \..'SYsrEMscoRPJRATION !:£+:r 17151 ga :t3lISLG1iiC� t:!i3 I tStrZ1) ttifig acgl.1 $0?ttaatcrw..ttg-44Esrfa^twnr ea.* r@ DUVECt Cab 0i-3:•1: ' .'+L'LGtix: ;lii41Zil i.i%MIT: S4.E•t '1€tl: P&i'A"ut c 9liS'"W ;A.7: t!J' tY&ii n (�rsl#.t..+FP. Lt'f LaTA�^: 7tai i:i@kWl: C: PONT* tOgran iv; rh;raytY>r•,aci 1S-ii,;.!'Go33 r: Iiiti DP ::cet!,1 Ctt.QAfh_ .(X311 '..t•pri —4csxif3jsnitt£t!Snlw °No xaAR.ga, ;patlfatial', ant glut sandMpg?: 0, S tft•. S fal;+bii taqhft'ith Fir t*M, p'',.4Y. t al ItiOunnti of =ii@. t S, zra is 1ptn:t t f writo � 559 iti{�Y y l raw' to ph B .:t€i, a?a :i�ig, Ines:tail 6. Ctttb ttt Sy 'iC.+l;-:!I₹n*kinha CC?tffi, Ulf NOW CeEtt„`l tr r"e^s Willa MW all zT1'mIS .Vitutt ,1itd SC•e'tfltt.,tit, inkttigiht ,p. Mitt.' ii- �n ! Z. LL J. C'j N•IZZ j Ci LS W r t'�i i Yh5R i 4p}C]�t ti a A to .`1 M V „,_ _ 2 i..... b 11 11ic U J a` tlillii: r r[-5 it ^C; 1 1 h i 0 t71 ti t F7 ff:(� 1p IS i. n n ... •, • w g s a .0 . ••••• ... i ti• rt Qa S� » py �b Yi .6' a t P .-. a , R N �: ^Y ay jp��pj��LL•• y, w�� ' es g.1 . ; ` e li 1� �� (Hy 3t -P: O w sue. '� (— "L^. a f 1 C] Tr & ✓ _ .t s r:1 si fi tin t ""t A AiN M z I4 t ;a v v C t ^g o s..y �.2 _ v ;y .a,.:trot • a "' tau My • et �'w' u' 0 u .i�' , t a. A C� x µ' o �i ,`., : , h iF %t z t. y tt ° _:,...1.... L ti :1:. aas`t .ice h ek s is •'i4 K ay 1. CS v.. IR gees �, r J �`•I.�i L+ 3 a r =t M +fit it s e a*. a�aa_ ;�.fi. S +7 :it? a o 4 '.'Arag i exvN. aC t• • >L . es t• yT,t r. {{ L-I�� ai 4 :��Z, «t: S .te'{ S1 N s , ..ti yv. . • i N e � 1 it vl t c,' ^tt .6 M � ji. pa 4 a Rill v v. Ir R �.5.t ••t _ r • . y es M •tea E .AiA- :w .t4 -. r — ty .e .. Ril�F ; ,r% w i i N �y -� )i w ;i x Jt... B. „ 4 �1j VRg.15s.I ••..• N ,h vii •C '4'1 h Y, A1. a — } E a .� FP O 4 ri'i SET _ .sgimb C1752 af .a00471 Weld County v3.33 Upgrade and WAN P .iusav Thwvinot 9.fii'F ~;p g': XH :IIMP,kG CAM 4'r3:-1$ DIAZ WAWA a: �°"ttsa SYS/Ed/1SCORfbRAd(Oi0PStif£tK;G3Gtt^. 119x1 R1rar F3!;: (WRY -47M ci. (:flj'3}a±s ronthftvkiataft4-tuntnt-n:• 7t,Cextort: 010etriraririCo" C tMati AS-RitcrPMV; Pg.DP ts4,0kTta:Igt14 iig4941 NETWORK DIAGRAM .NORTH ADM IN Kula Ott; 'JEINAOCC 051.1111 flaw SafiD2 9i'.5fCX fAcY4:6S 'o W4t Ctuttt 14AK LwxMt C RS4 LSSS` Y077 Im LOVAS t4 ELEC1RMCAL R1t 199 a "dig (Z rr4' 4YTh 14 oh C40%1'841 EXISTING BILL OF MATERIALS CYRF *201 P ttt k1Ctt7 cZtatsc TAG I Wei' �iiV 7 fih'i g e DESCRIPTION aratostN kstabm!pbcfea-C;Ktti3 .+,ifg25EtA8,4G-C414J"E3iY7 tPanel bkkA'99•S1AG4 rof :copy. ackt: =1a0h — 0OW37il Er, i.Sanvl) __ 100 PARTO 1 EQUIP TYPE etsi 341100 • - . 33b& • - i3c'1w374, I OpmER /i I 1i P:41%»i:n:r It*' BILL Of MATERIALS 5:0►.:1 AIDA- 1k10N. 00;511> I. C'SfltAtaAtUsairlazs O3SS 51714 S5FYeR. r*E. ka-R flli.M.9 OHM! CMS Weld County v3.33 Upgrade and WAN a' U I ti ll' 0 f� :2F T NArlh Mn'In F OF 5 NETWORK DIAGRAM SE SERVICES 2a MI: Ccvrtr 011 /7; 1'4 CEY}fa)p: I ,CC:NE4'14 r,•1:0 Z ,SOPS f Vidy'1 0 t xth:'nely;wxy w 2715? }/ W cfahria €f 9#4;6'65 0) U'f19020: MENEM 6' I NONNI 4 O taRY.STAMY4 CY7513t; m 7if Cam watt .lack c:,r.cY a, 0 77 153 ,SS :.sr 01:04 PAPA II> 0 :52 Karst • Weld County v3.33 Upgrade and WAN .41 4- G <0 1,2 Dodd t•CMCI 0$4i -I; 47 N SE Ui OF 25 Page 10 of 15 TSA V-2018-1 Setpoint Systems Corporation M F. .2, . y f i t r gt tr.: i a ^F ti t 4,F u i � • u c .n .: w r 2 a 4 I it a g I P"1 g : m m t Y g.H VI $ be �?0000.7006 4}�� H PI -i.7 i N 'aX `t'' '1 c NETWORK DIAGRAM SW SERVICES SOUTH BUILDING NORTH BUILDING 20000,707 mite Weld County v3.33 Upgrade and WAN 'K yS r� ,. N a 3 ,, < i C !(ft9 20coo.ZC2e 20000,7044 '� WED (k PEW MICRO �rnaxr4C a w 20G00,ZC3 VAV2-8 B e R V4V5--9 607 .X6 AHU Cr10 'y 3Q ilrl� (� !� ( rj } Laaa.� LC4.J 20000.1.027 20000.2t43 �(, /�',1. �ni[i: 4ifiM �� FN.E OF ars 203 :£4 DAC — VAV2-1 I RE —HEAT VAV2-5 rJBR V,*�V5-8 Ilion ups lcuexs GECcers �.. --. J DCU 1160 20 00.7C25 200 0.xe42 ,1� Adon am ta,nw c�3070.YC34 �?. 20000 2C15 VAV`2-3 VAV5^ 7 4AV4-4 , 2aaoa.zc�o 1 ?1 �' Pi 3� s„ trt ti ti AHU3 VAVI-5 ?oo&o7030 2.0000.7039 fM41OJ --2 LOCATED R eP i2a000.7C5 0 y+ A CE CF " 146. Kato VAV2-8 BE3R VAV5-4 PM 3 38R VAV4-5 aco00.7,C14 OA SSE SENSOR 200002C29 aitcao.zc41 2aaaa,zc3a ?D000,7.CS VAVt—! RE —HEAT VAV2-7 1889 BBR VAV5-6 BB FAV4a-3 , T sa tvrkt a. :V asx r1 ^ 200'30,70 0 20..00,2026 .yy 2000O3ZC4 ?0000,7.032 b#IC12[? SLf�- 1 � "_ ' VA'T�'2-4 BBR BBR VAYS-5 606 PMP-1 3BR I FAV4-2s t� ^ z MICRO I 20000,ZC224.200002C38 t CaTFIF N BrdUR P0000,'LC33 MECHANICAL r 149 ANUS VAY2—$ BHP ! VAV5-3 „, VAF4-1 WCAt IN COUMG 1.3 L g <M i it g M $PA!£ Cf s%LT PCT3 20000.ZC22 20000,7C3 20300.704 2,0000222 VAV1-12 I BBR Cry CP4 MIC O605 - MI 6O4O MICRO REPEATER AHU5 AHU4 4 602 d fcAlln:4 Utaw.CA1E�J Ti C tC 11aYG AH AHU2 SPACE GE MO223 visa Cf now 207 I S'ACE MO G4 Cr MSC l 14E, Mow Wawa 200002021 ►O as l d* dio To had la min4. Alma kso Cast VAVI-11 BBR 20000,7649 faa00a.7c37 BBR FAV6-5 c t"', ; fill >. _ 1, u t 1-3 M .: :s „ 2 .s :- g, Is, & 4 es or 2aa0C1.ZCIE VAVI-2 I 2paaa.zcao RE -HEAT VAV5-2 '� VAV1-10 20000,ZC 1 I 7 BB:R 2avaa.7_C6 'FAV6-7 BR:R 20000.2C13 ?0000.ZC19 CP6 20000.7C 50 — VAVI-3 IRE -HEAT VAY1-9 MICRO 20000.Z 17 8©$ FAV6-8 200110,7C1S AHU VAj 1-7 RE -HEAT 2aff0a,zc4S lCCA1LD M =AS CPA 93CE Cf RA t 224 RE —HEAT( VAv6-4 2aoaa.zcl:4 uta fora `. SYSTEMS CORPORATION 3lmii 6* r)Ui1}:3?) fs>i=71::!•311 t$914; ttflg.",aratei 6CRO VAVI-8 200002C36 200O9.ZC 47 AHU 1 2a00a.ZCI6 RE -HEAT VAVa-1 BBR VAVS-3 U.V+1EWP cam 9ps, Cr Rto 357. [sug VAVI-8 RE —HEAT 20000.7.C4S 2aaoc.zcll BBRI VAV6—i '1 I VAST VAVI-1 RE -HEAT Sfi 01 01 21 Page 11 of 15 Setpoint Systems Corporation TSA V-2018-1 RI 2018030074 F TI. RE SUPP P PROGRAM VER FICA i I AND FNE Rotating schedule of sample checks of programs: HARDWARE E VALIDA AND INSPECTIONS: Rotating Schedule of Sample Tasks: RT TASKS Control Loops: Trend Logs: Alarms: Scheduling: General- Visual Inspections: Terminal Operations: a 0 • f S a i S S a S Review set points Review database setup Interview end -user comfort and operations Tune control loops, as required Review database setup and reporting Verify system scanners View trend logs: single, multiple point displays Review alarm reports Review database setup and reporting Review alarm messaging Review alarm priorities Interview end -user for proper start/stop times Review databases Check all panels Check for panel drawings Check all panel terminations Check all connectors: Power, PC, Printer, RS485, ModBus, etc. Check for tagging Check indication lights operational: Power "on" switch light CPU control light Scan rate light VDC power light Log -in light output indication light Input indication light HOA switches in "Auto" position Review On -Site Logbook: • Program changes O Set point changes System database backups Problems • Successes Check and test PC: o Clean screen(s) o Visual display clarity o Cable connections O Operating system diagnostics Page 12 of 15 TSA V-2018-1 Setpoint Systems Corporation HARDWARE SUPPORT AS K SYSTEM ETh-= rvIi = cSQom+ k\t D 1NTEGR " TESTS Rotating schedule of sample point checks: Perform System Diagnostics: Digital Inputs; Analog Inputs: Digital Outputs: Analog Outputs: Pulse Points: :if • Perform system diagnostic testing • Print system reports • Report all errors and recommendations • Report all errors and recommendations • Backup database and provide back-up media • Check operations • Check calibration and re -calibrate, if required • Check database for setup • Check operations • Check calibration and re -calibrate, if required • Check database for setup • Check operations by point commanding • Check calibration and re -calibrate, if required • Check database for setup �!1 • Check operations by stroking device via point commanding Check stroke and seating and re -calibrate, if required • Check database for setup • Check operations • Check calibration and re -calibrate, if required Check database for setup Page 13 of 15 TSA V-2018-1 Setpoint Systems Corporation NUMBED RM 2018030074 SER R ICE RESP; N S PHONE AND/OR LW E ACCESS S Setpoint will respond within ONE (1) hour after initial notification by an authorized representative of the Customer's facility utilizing Setpoint's 24/7 service line 800- 372-8837 or service@setpointsystenns.com. IT SUPPORT TASKS MAINTENANCE UPDATES PERFORMANCE NCE LOG BOOK: n O • S tip S Removal of thermal dust/debris Clean and reset circuit boards Power surge/UPS equipment check Virus check Hard disk space verification Hardware and software inventory Hardware diagnostics OS Service Pack verification/installation and updates if applicable Controls software update recommendations; proposal provided by Customer's Account Manager Virus definition update verification Hardware and software update if applicable Software License management and annual cost if applicable PC performance optimization Server performance optimization OS startup optimization ® Network performance optimization ® Check Log Book • Address and log all items performed on call in addition to recommendations Page 14 of 15 TSA V-2018-1 Setpoint Systems Corporation By accepting this Proposal, Customer agrees to be bound by the following terms and conditions: 1.0 GENERAL PROVISIONS 1.1 Normal working hours are defined as 7:30 A.M. to 4:30 P.M. Monday through Friday inclusive, excluding Holidays. 1.2 Throughout the term of this agreement, CUSTOMER shall maintain site conditions within the common environmental range of all system devices, as specified in the specifications. Setpoint Systems Corporation reserves the right to terminate or refuse service when, in its opinion, conditions at the site installation represent a health or safety hazard. 1.3 Customer shall provide reasonable means of access to the equipment being serviced. Setpoint Systems shall not be responsible for any removal, replacement or refinishing of the building structure, if required to gain access to equipment. Setpoint Systems shall be permitted to control and/or operate all equipment necessary to perform the services herein described as arranged with the Customer's representative. Customer shall make available, if requested for safety reasons, an authorized representative on the premises during Setpoint Systems' performance of service. 1.4 Setpoint Systems shall warrant all new materials provided under this contract for one (1) year from date of installation. 1.5 This agreement, when accepted in writing by the Customer and Setpoint Systems, shall constitute the entire agreement between the two parties. 1.6 All Setpoint Systems materials, tools, documentation and test equipment used on the job site shall remain exclusive property of Setpoint Systems. Setpoint Systems shall have use of common building tools, such as ladders, etc. 2.0 TERMS OF PAYMENT 2.1 For services not covered herein and performed by Setpoint Systems upon Customer's request, Customer agrees to pay Setpoint Systems in accordance with Setpoint Systems' then prevailing rates and terms. 2.2 This agreement may be adjusted on any Agreement anniversary date for changes in labor and/or material charges, and items or equipment covered by mutual agreement of both parties. 2.3 Customer agrees to pay applicable sales, use or like taxes in addition to the amounts set forth above that Setpoint Systems is required to collect or that are later imposed on Setpoint Systems in connection with this agreement unless Customer provides valid evidence of exemption from such tax. 2.4 Setpoint Systems reserves the right to withhold without liability, with prior written notice, any service called for if payments due Setpoint Systems (whether under this agreement or other contract) are not made in accordance with these terms. 3.0 TERMINATION 3.1 If either party fails to perform or observe any covenant or obligation under this agreement, and such failure continues for a period of thirty (30) days after written notice thereof, the other party shall have the right to terminate this agreement. 3.2 Setpoint Systems shall have the right to terminate this agreement if: Customer attempts to assign this agreement without the written consent of Setpoint Systems or transfer any of its rights, proceedings, voluntary or involuntary by or against Customer, or in the event or appointment, with or without Customer's consent, of a receiver for the benefit of creditors; or if a Customer fails to make any payment required under the FIT .ni`-- ♦'FT r--Cvani _4. arr -n.--n i-. Lr— .�.�iir.•.f ..'T..' :aes..k.n 1....r"-77rte•.. �—r...�„.—,.'e�'.�."��s;TF.FlfWF:FriE7l;�• .�irra—ag„ Page 15 of 15 TSA V-2018-1 agreement within thirty (30) days after the same shall become due and payable. 3.3 In the event of termination, all payments invoiced but not paid by the Customer shall become immediately due and payable. Charges for all other work performed for which Customer has not been invoiced shall immediately become due and payable to Setpoint Systems upon request by Customer of an invoice. 4.0 LIMITATION OF LIABILITY AND WARRANTY 4.1 Setpoint Systems shall not be liable for any loss, delay, injury, or damage that may be caused by circumstances beyond its control, including, but not restricted to, acts of God, war, civil commotion, acts of government, fire, theft, corrosion, floods, water damage, lightening, freeze -ups, strikes, lockouts, differences with workmen, riots, explosions, quarantine restrictions, delays in transportation, shortage of fuel, labor or materials, or malicious mischief. IN NO EVENT SHALL SETPOINT SYSTEMS BE LIABLE FOR ANY SPECIAL INDIRECT, CONSEQUENTIAL OR SPECULATIVE DAMAGES; however, this sentence shall not relieve Setpoint Systems of any liability for damage to property or injury to persons resulting from accidents caused directly by the negligence of Setpoint Systems in performance or failure of performance of its obligations under this agreement. 4.2 Setpoint Systems shall not be required to make safety tests, install new devices or make modifications to any equipment beyond the scope of the original contract in order to comply with recommendations or directives of insurance companies, government bodies, or for other reasons. 4.3 Setpoint Systems shall not be required to make replacements or repairs necessitated by reasons of negligence, abuse or misuse, or by reason of any other cause beyond its control except ordinary wear and tear. 4.4 This agreement pre -supposes that all equipment is in satisfactory working condition, is at the recommended version level, and unmodified. Upon initial inspection or initial seasonal startup, Setpoint Systems will make recommendations in writing to Customer of those repairs and/or replacements determined necessary to bring equipment to proper operating condition. Should repairs not be authorized within thirty (30) days, the equipment will be eliminated from coverage and the agreement price shall be adjusted accordingly. 4.5 If the equipment or software included under this agreement is altered, modified or changed by a party other than Setpoint Systems, this agreement can be modified to incorporate such changes and the agreement price can be adjusted accordingly. 4.6 It is understood that the provisions of this agreement apply only to the systems and equipment listed herein. Repair or replacement of any other systems or equipment not included herein is not included in this agreement. 5.0 MISCELLANEOUS 5.1 All waivers, alterations, changes or modifications to this agreement, and all notices required, must be in writing and accepted by both parties. 5.2 The provisions of this agreement are declared to be severable. Any provision, in whole or in part prohibited or unenforceable in any jurisdiction shall be ineffective to the extent of such prohibition or unenforceability, without invalidating the remaining provisions hereof. 5.3 This agreement shall be governed by and construed in accordance with the laws of the State of Colorado. Setpoint Systems Corporation Hello