HomeMy WebLinkAbout20171194.tiffRESOLUTION
RE: APPROVE VOTING SYSTEM ACQUISITION AGREEMENT AND AUTHORIZE CHAIR
TO SIGN - DOMINION VOTING SYSTEMS, INC.
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Voting System Acquisition Agreement
between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Clerk and Recorder's Office, and Dominion
Voting Systems, Inc., commencing April 27, 2017, and ending April 27, 2018, 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 Voting System Acquisition Agreement between the County of Weld,
State of Colorado, by and through the Board of County Commissioners of Weld County, on behalf
of the Clerk and Recorder's Office, and Dominion Voting Systems, Inc., be, and hereby is,
approved.
BE IT FURTHER RESOLVED by the Board that the Chair be, and hereby is, authorized
to sign said agreement.
The above and foregoing Resolution was, on motion duly made and seconded, adopted
by the following vote on the 31st day of May, A.D., 2017, nunc pro tunc April 27, 2017.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORAD
ATTEST: ddtplivvXL;I,
Weld County Clerk to the Board
BY
AP
'County Attorney
Date of signature: Co(13117
Cc : Ca.CB(3)
aRCC c )
Cdd9O/r'7
Julie A. C zad, Chair
diov
Steve Moreno, Pro -Tern
Sean P. Conway
may, ik Freeman
,,. .ram s —
arbara Kirkmeyer
2017-1194
CR0029
VOTING SYSTEM ACQUISITION AGREEMENT
BY AND BETWEEN
DOMINION VOTING SYSTEMS, INC.
AND WELD COUNTY, CO
This Voting Systems Acquisition Agreement (the "Agreement"), dated this 27th day of
April, (the "Effective Date"), for a voting system, licenses and related services is made by and
between Weld County, CO ("Customer") and Dominion Voting Systems, Inc., a corporation
organized under the laws of the State of Delaware ("Dominion"). This Agreement may refer to
Dominion and the Customer together as the "Parties," or may refer to Dominion or the Customer
individually as a "Party."
WHEREAS, The Customer desires to purchase a voting system, licenses and related
services solutions; and
WHEREAS, Dominion designs, manufactures, sells and/or licenses, and provides
ongoing solutions for voting systems;
NOW THEREFORE, in consideration of the mutual covenants contained herein, and in
accordance with the terms and conditions set forth herein, Dominion agrees to license and/or sell
and furnish to Customer the System (as defined herein), including the products and services
described more fully below:
1. Composition of Agreement. Exhibits A and B are attached and incorporated herein by
reference and form a part of this Agreement (the "Agreement"). This Agreement consists
of the general terms and conditions contained in the following sections, together with the
listed Exhibits below. The total compensation payable under this Agreement shall be in
accordance with the item prices incorporated within the Pricing Summary and Deliverables
Description submitted by Dominion for labor, materials and all other services related to the
performance of this Agreement, attached hereto as Exhibit A and incorporated herein as
though fully set forth.
Exhibit A:
Exhibit B:
Pricing Summary and Deliverables Description
Software License Terms and Conditions
2. Definitions. For the purposes of this Agreement, the following are defined terms:
2.1. "Acceptance" and variations thereof, mean the successful completion by the
Customer of the acceptance testing performed on each component of Dominion
Hardware and Software, after delivery in accordance with testing criteria developed
by Dominion and updated by the Customer in accordance with the acceptance or
rejection process in Section 8.
2.2.1. "Democracy Suite® Software," Dominion's election management software
associated with the ImageCast® voting system as more specifically
described in Exhibit A.
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 1 of 12
cZ9/7-/l94-
C ROOaq
2.2.2. "ImageCast® Software," the software/firmware designed for use in the
ImageCast® voting system.
2.3. "Dominion Hardware" means the ImageCast® system hardware as more specifically
described in Exhibit A.
2.2. "Dominion Software" means software and firmware programs licensed to the
Customer by Dominion and any associated documentation as more specifically
described in Exhibit A.
2.4. "Election" means a single election event administered by the Customer including
any absentee and early voting activity associated with the election event. Election
shall not mean any follow-on events occurring after the initial election event,
including without limitations, run-offs or recall replacements elections. Any follow
on event shall be considered an Election in and of itself
2.5. "Election Management System Hardware" or "EMS Hardware" means third party
hardware required for operating Dominion Software as used in conjunction with the
Dominion Hardware.
2.6. "License" has the meaning set forth in Section 7.
2.7. "System" means the combination of Dominion Software, Dominion Hardware and
EMS Hardware.
2.8. "Third Party Software" means software, manufacturer supplied software, or
firmware owned by third parties, which Dominion provides to Customer pursuant to
sublicenses or end user license agreements with the owners of such Third Party
Software. Third Party Software includes, but is not limited to, various operating
systems, software drivers, report writing subroutines, and firmware.
3. Term of Agreement. The Term of this Agreement shall begin on the Effective Date and
shall continue until 4/27/2018, unless sooner terminated or extended as provided herein
providing however and subject to possible annual price increases (as described further in
Exhibits A and B), the Licenses or warranties authorized by this Agreement may extend
beyond the Term of this Agreement, according to the terms and conditions of such License
or warranty.
4. Dominion's Responsibilities. Dominion shall:
4.1. Deliver the System and installation plan services as described in Exhibit A (Pricing
Summary and Deliverables Description).
4.2. Appoint a Dominion project manager ("Dominion Project Manager") to oversee the
general operations of the project. The project manager shall be responsible for
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 2 of 12
arranging all meetings, visits and consultations between the Parties and for all
administrative matters such as invoices, payments and amendments. The project
manager shall communicate with the Customer as to the status of information,
procedures and progress on the tasks as set out in this Agreement and to advise the
Customer forthwith upon the occurrence of any material change in such plans.
4.3. Provide the Customer with a Dominion Software License as described in Exhibit B
(Software License Terms and Conditions).
4.4. Provide the Customer with one (1) reproducible electronic copy of the user
documentation.
4.5. Assist in the Acceptance Testing process as required by Section 8 herein.
4.6. Provide invoices to Customer upon Acceptance of items listed in Exhibit A and
pursuant to the payment schedule described in Section 5.1 herein.
5. Customer's Responsibilities. Customer shall:
5.1. Pay invoices in a timely manner and no later than thirty (30) calendar days from
receipt of a Dominion invoice. Payments specified in this Section 5 are exclusive
of all excise, sale, use and other sales taxes imposed by any governmental authority,
all of which taxes shall be reimbursed by the Customer. If the Customer is exempt
from taxes, Customer shall supply Dominion a tax exemption certificate or other
similar in a form demonstrating its exempt status.
5.2. Appoint a Customer project manager ("Customer Project Manager"), who shall be
responsible for review, analysis and acceptance of the System and the coordination
of Customer personnel, equipment, vehicles and facilities. The Customer Project
Manager shall be empowered to make decisions on behalf of the Customer with
respect to the work being performed under this Agreement. The Customer Project
Manager shall also have direct access to the Customer's top management at all
times for purposes of problem resolution.
5.3. Conduct Acceptance testing process as required by Section 8.
5.4 For election setup and database creation services as more specifically described in
Exhibit A, the Customer shall review and approve or identify issues to all Dominion
deliverables related to such service within two (2) business days of receipt by the
Customer. In the event the Customer discovers an issue, it shall provide written
notice to Dominion immediately following the discovery of any issue and
Dominion shall rectify the issue at no additional cost to the Customer. In the event
the Customer approves the deliverable and subsequent to such approval, request
that a change be made to the deliverable, then Dominion may provide the change at
an additional cost based upon Dominion's then current published service rates.
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 3 of 12
6. Title and Risk of Loss.
6.1. Title to the System, Excluding All Software. Title td the System, or any portion
thereof, excluding software and firmware, will pass to Customer upon delivery.
6.2. Software. Software, including firmware, is licensed not sold. The original and any
copies of the Dominion Software, or other software provided pursuant to this
agreement, in whole or in part, including any subsequent improvements or updates,
shall remain the property of Dominion, or any third party that owns such software.
6.3. Risk of Loss. Dominion shall bear the responsibility for all risk of physical loss or
damage to each portion of the System until such portion is Accepted by Customer.
Customer shall provide Dominion with a single location for shipment and
Dominion shall not be responsible for shipping to more than one location. To retain
the benefit of this clause, Customer shall notify Dominion of any loss or damage
within ten (10) business days of the receipt of any or all portions of the System, or
such shorter period as may be required to comply with the claims requirements of
the shipper, and shall cooperate in the processing of any claims made by Dominion.
7. Software License and Use.
7.1. License. Upon mutual execution of this Agreement, Dominion grants to the
Customer, and the Customer accepts a non-exclusive, non -transferable, license
("License") to use the Dominion Software subject to the terms and conditions of
this Agreement and the Software License Terms attached hereto as Exhibit B.
7.2. Third Party Software. Dominion agrees to sublicense any software that constitutes
or is contained in Third -Party Products, in object code form only, to the
Customer for use during the Term as part of the System for the purposes described
in this Agreement. This sublicense is conditioned on the Customer's continued
compliance with the terms and conditions of the end -user licenses contained on or
in the media on which such software is provided. Dominion will, at no additional
cost to the Customer, provide to the Customer all end -user licenses supplied with
the Dominion Hardware and Third Party Software.
8. Acceptance/Rejection.
8.1. Dominion Software or Dominion Hardware Testing. After delivery and installation
of Dominion Software or Dominion Hardware, the Customer will conduct
Acceptance testing of such units, which testing will include the Acceptance criteria
developed and updated, from time to time, by Dominion. Such Acceptance testing
shall occur at a time mutually agreed upon by the Parties, but no later than ten (10)
business days after installation.
8.2. System Acceptance Testing. To the extent not tested as part of the Acceptance
testing pursuant to Section 8.1, upon completing the installation of the System, the
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 4 of 12
Customer will conduct System Acceptance testing, which testing will include the
Acceptance test procedures developed and updated, from time to time, by
Dominion. Such Acceptance testing shall occur at a time mutually agreed upon by
the Parties, but no later than ten (10) business days after installation of the System.
8.3 Acceptance/Rejection. After testing, if the Dominion Software, Dominion
Hardware, or the System does not conform to user documentation or Dominion
provided acceptance criteria, Customer will notify Dominion in writing within five
(5) business days. Dominion will, at its own expense, repair or replace the rejected
Dominion Software, Dominion Hardware, or System within twenty (20) days after
receipt of Customer's notice of deficiency. The foregoing procedure will be
repeated until Customer finally accepts or rejects the Dominion Software,
Dominion Hardware, or System in writing in its sole discretion.
9. Warranties.
9.1. Dominion Software Warranty. The Dominion Software warranty is subject to the
terms and conditions of Exhibit B - the Software Terms and Conditions.
9.2. Third Party Products. The warranties in this Section 9 do not apply to any third
party products. However, to the extent permitted by the manufacturers of third
party products, Dominion shall pass through to Customer, at no additional cost to
Customer, all warranties such manufacturers make to Dominion regarding the
operation of third party products.
9.3. Dominion Hardware Warranty. Dominion warrants that when used with the
hardware and software configuration purchased through or approved by Dominion,
each component of Dominion Hardware will be free of defects that would prevent
the Dominion Hardware from operating in conformity in all material respects with
its specifications as documented by Dominion. The Dominion Hardware Warranty
shall remain in effect until one year after Acceptance or through any extended
warranty period.
9.4. Dominion Hardware Warranty Terms. If any Dominion Hardware component fails
to operate in conformity with its specifications during the warranty period,
Dominion shall provide a replacement for the Dominion Hardware component or, at
Dominion's sole option, shall repair the Dominion Hardware component, so long as
the Dominion Hardware is operated with its designated Dominion Software and
with third party products approved by Dominion for use with the Dominion
Hardware. The following conditions apply to the Dominion Hardware warranty:
9.4.1. The following services are not covered by this Agreement, but may be
available at Dominion's current time and material rates:
9.4.1.1. Replacement of consumable items including but not limited to
batteries, paper rolls, ribbons, seals, smart cards, and
removable memory devices, scanner rollers, disks, etc.;
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 5 of 12
9.4.1.2. Repair or replacement of Dominion Hardware damaged by of
accident, disaster, theft, vandalism, neglect, abuse, or any
improper usage;
9.4.1.3. Repair or replacement of Dominion Hardware modified by any
person other than those authorized in writing by Dominion;
9.4.1.4. Repair or replacement of Dominion Hardware from which the
serial numbers have been removed, defaced or changed.
9.5. No Other Warranties. DOMINION DISCLAIMS ALL OTHER
REPRESENTATIONS AND WARRANTIES, WHETHER WRITTEN, ORAL,
EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND
ANY WARRANTY BASED ON A COURSE OF DEALING, COURSE OF
PERFORMANCE OR USAGE OF TRADE.
10. Force Majeure. Should any circumstances beyond the control of Dominion or Customer
occur that delay or render impossible the performance of any obligation due under this
Agreement, such obligation will be postponed for the period of any delay resulting from any
such circumstances, plus a reasonable period to accommodate adjustment to such extension, or
cancelled if performance has been rendered impossible thereby. Such events may include,
without limitation, war, acts of terrorism; natural disasters; industry -wide labor disputes; acts,
laws, rules or regulations of any government or government agency; or other events beyond the
control of both Dominion and Customer. Neither party shall be liable under this Agreement for
any loss or damage to the other Party due to such delay or performance failures. Notwithstanding
the foregoing, both Parties shall use their best efforts to minimize the adverse consequences of
any such circumstances.
11. Indemnification. Dominion, at its sole expense, will indemnify, defend and hold harmless
the Customer, its officers, agents and employees from and against any loss, cost, expense or
liability (including but not limited to attorney's fees and awarded damages) arising out of a
claim, suit or action that the System infringes, violates, or misappropriates a Third Party's patent,
copyright, trademark, trade secret or other intellectual property or proprietary rights.
12. Limitation of Liability. Except for the indemnification obligations contained in this
Agreement, Dominion's total aggregate liability for any loss, damage, costs or expenses under
or in connection with this Agreement, howsoever arising, including without limitation, loss,
damage, costs or expenses caused by breach of contract, negligence, strict liability, breach of
statutory or any other duty shall in no circumstances exceed the total dollar amount of the
Agreement. Neither party shall be liable to the other party for any loss of profits, loss of
business, loss of data, loss of use or any other indirect, incidental, special or consequential loss or
damage whatsoever, howsoever arising, incurred by the other party or any third party, whether in
an action in contract, negligence or other tort, even if the parties or their representatives have
been advised of the possibility of such damages.
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 6 of 12
13. Confidential Information.
13.1. For purposes of this Agreement, confidential information ("Confidential
Information") is defined as those materials, documents, data, and technical
information, specifications, business information, customer information, or other
information that the disclosing Party maintains as trade secrets or confidential and
which are disclosed to a receiving Party in tangible form conspicuously marked as
"confidential," or with words having similar meaning or which are expressly
identified in this Section 13.1. Confidential Information includes, without
limitation, Dominion Software source code and associated documentation.
13.2. Each Party shall treat the other Party's Confidential Information as confidential
within their respective organizations.
13.3. Subject to the requirements of the Colorado Open Records Act, §24-72-200.1 et
seq. ("CORA"), neither Party shall disclose the other Party's Confidential
Information to any person outside their respective organizations unless disclosure is
made in response to, or because of, an obligation to any federal, state, or local
governmental agency or court with appropriate jurisdiction, or to any person
properly seeking discovery before any such agency or court.
13.4. Each Party shall be given the ability to defend the confidentiality of its Confidential
Information to the maximum extent allowable under the law prior to disclosure by
the other Party of such Confidential Information.
13.5. The parties understand and agree that Customer is a public entity subject to the
requirements of CORA. Therefore, any covenant of confidentiality given by the
Customer in this Agreement shall be governed by the provisions of CORA.
13.6. Any specific information that Dominion claims to be confidential must be clearly
marked or identified as such by the Customer. To the extent consistent with CORA,
Customer shall maintain the confidentiality of all such information marked by
Dominion as confidential. If a request is made to view such Confidential
Information, Customer will notify Dominion of such request and the date the
information will be released to the requestor unless Dominion obtains a court order
enjoining such disclosure. If Dominion fails to obtain such court order enjoining
such disclosure, the Customer will release the requested information on the date
specified. Such release shall be deemed to have been made with Dominion's
consent and shall not be deemed to be a violation of law or this Agreement.
14. Assignment. Neither Party may assign its rights, obligations, or interests in this Agreement
without the written consent of the other Party, providing however that Dominion may assign the
proceeds of this Agreement to a financial institution without prior consent of the Customer but
with written notice to Customer.
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 7 of 12
15. Termination.
15.1 For Default. In the event either Party violates any provisions of this Agreement, the
non -violating Party may serve written notice upon the violating Party identifying
the violation and providing a reasonable cure period. Except as otherwise noted
herein, such cure period shall be at least thirty (30) days. In the event the violating
Party has not remedied the infraction at the end of the cure period, the non -violating
Party may terminate this Agreement, and seek legal remedies for breach of contract
as allowed hereunder. If the breach identified in the notice cannot be completely
cured within the specified time period, no default shall occur if the Party receiving
the notice begins curative action within the specified time period and thereafter
proceeds with reasonable diligence and in good faith to cure the breach as soon as
practicable.
15.2 For Non -Appropriation of Funds. The Customer shall not be obligated for
payments hereunder for any future fiscal year unless or until the Customer
appropriates funds for this Agreement in Customer's budget for that fiscal year. In
the event that funds are not appropriated, then this Agreement may be terminated by
the Customer as the end of the last fiscal year for which funds were appropriated.
Termination of this Agreement by the Customer under this Section 15.2 shall not
constitute a breach of this Agreement by the Customer. For the purposes of this
Agreement, the fiscal year commences on January 1g and ends on December 31s` of
the same year. Customer shall notify Dominion in writing of such non -
appropriation at the earliest possible date which, in any event, shall be prior to
Dominion performing services during any fiscal year for which an appropriation has
not been made. In the event Customer notifies Dominion that sufficient funds have
not been appropriated, or if in fact sufficient funds have not been appropriated, to
compensate Dominion in accordance with this Agreement, Dominion may suspend
Dominion's performance and terminate all Dominion licenses under this
Agreement. Suspension of performance and termination all Dominion licenses by
Dominion in accordance with this section 15.2 shall not constitute a breach of this
Agreement by Dominion.
16. Legality and Severability. This Agreement and the Parties' actions under this Agreement
shall comply with all applicable federal, state and local laws, ordinances, rules, regulations, court
orders, and applicable governmental agency orders. If any term or provision of this Agreement is
held to be illegal or unenforceable, the remainder of this Agreement shall not be affected thereby
and each term or provision of this Agreement shall be valid and enforceable to the fullest extent
permitted by law. The Parties agree that any court reviewing this Agreement shall reform any
illegal or unenforceable provision to carry out the express intent of the parties as set forth herein
to the fullest extent permitted by law.
17. Survival. The provisions of Sections 2, 9, 10, 11, 12, 13, 16, 18, and 19 shall survive the
expiration or termination of this Agreement.
18. Choice of Law. Interpretation of this Agreement shall be governed by the laws of the State
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 8 of 12
of Colorado, and the courts of competent jurisdiction located in the State of Colorado will have
jurisdiction to hear and determine questions relating to this Agreement.
19. Waiver. Any failure of a Party to assert any right under this Agreement shall not constitute
a waiver or a termination of that right or any provisions of this Agreement.
20. Notices. All notices required or permitted to be given hereunder shall be given in writing and
shall be deemed to have been given when personally delivered or by nationally recognized
overnight carrier or mailed, certified or registered mail, return receipt requested, addressed to the
intended recipient as follows:
If to Dominion:
Dominion Voting Systems, Inc.
Attn: Contracts Administrator
1201 18th St., Ste. 210
Denver, CO 80202
Email: contracts(a,dominionvoting.com
If to the Customer:
Weld County, CO
1401 N 17th Ave.
Greeley, CO 80631
21. INDEPENDENT CONTRACTOR. In all situations and circumstances arising out of the
terms and conditions of this Agreement, Dominion is an independent contractor, and as an
independent contractor, the following shall apply:
21.1. Dominion is not an employee or agent of Customer and is only responsible for the
requirements and results specified by this Agreement.
21.2. Dominion shall be responsible to Customer only for the requirements and results
specified by this Agreement and except as specifically provided in this Agreement,
shall not be subject to Customer's control with respect to the physical actions or
activities of Dominion in fulfillment of the requirements of this Agreement.
21.3. Dominion is not, and shall not be, entitled to receive from, or through, Customer,
and Customer shall not provide, or be obligated to provide, Dominion, or any of its
employees, agents or subcontractors, with Worker's Compensation coverage or any
other type of employment or worker insurance or benefit coverage required or
provided by any Federal, State or local law or regulation for, or normally afforded
to, an employee of Customer.
21.4. Dominion, or any of its employees, agents or subcontractors, shall not be entitled to
have Customer withhold or pay, and Customer shall not withhold or pay, on behalf
of Dominion, or any of its employees, agents or subcontractors„ any tax or money
relating to the Social Security Old Age Pension Program, Social Security Disability
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 9 of 12
Program, or any other type of pension, annuity, or disability program required or
provided by any Federal, State or local law or regulation.
21.5. Dominion, or any of its employees, agents or subcontractors, shall not be entitled to
participate in, or receive any benefit from, or make any claim against any Customer
fringe benefit program, including, but not limited to, Customer's pension plan,
medical and health care plan, dental plan, life insurance plan, or any other type of
benefit program, plan, or coverage designated for, provided to, or offered to
Customer's employee.
21.6. Customer shall not withhold or pay, on behalf of Dominion, or any of its
employees, agents or subcontractors, any Federal, State, or local tax, including, but
not limited to, any personal income tax, owed by Dominion.
21.7. Dominion is, and at all times during the term of this Agreement shall represent and
conduct itself as, an independent contractor, not an employee of Customer.
22. Insurance.
22.1 Dominion hereby agrees at its own cost and expense to procure and maintain,
during the entire term of this Agreement and any extended term therefore, insurance
in a sum acceptable to Customer and adequate to cover potential liabilities arising in
connection with the performance of this Agreement and in any event not less than
the minimum limit set forth as follows:
Insurance
Worker's Compensation, Coverage A
Employers Liability, Coverage B
Commercial General Liability Including
Contractual Liability, Operations, Products
and Completed Operations
Personal/Bodily Injury
Property Damage
Commercial Automobile Liability (owned,
hired & non -owned vehicles)
Minimum Limit
Statutory
$1 million
$1 million per occurrence/$2 million
aggregate
$1 million per occurrence/$2 million
aggregate
Personal/Bodily Injury $1 million per occurrence
Property Damage $1 million per occurrence
Professional Liability $1 million per occurrence
22.2. Certificates of Insurance. Complete copies of certificates of insurance for all
required coverages including additional insured endorsements shall be attached
hereto and incorporated herein as though fully set forth.
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 10 of 12
23. Entire Agreement. This Agreement and its Exhibits incorporated herein by reference
constitute the entire agreement, understanding and representations between Dominion and the
Customer, and supersede and replace all prior agreements, written or oral. No modifications or
representations to the Agreement shall be valid unless made in writing and signed by duly
authorized representatives of both the Customer and Dominion, and incorporated as an
amendment hereto.
Dominion Voting Systems Inc. Colorado Purchase Template
Version 11/01/17 Page 11 of 12
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed as of the
date first above written.
DOMINION VOTING SYSTEMS, INC.
AUTHORIZED SIGNATURE
John Poulos
PRINTED NAME
President & CEO _
TITLE
5/25/17 _
DATE
ATTEST: �� .,elgp.(1 COUNTY OF WELD, a political
Weld County Clerk to the Board subdivision of the STATE OF COLORADO:
By:
Deputy C - rk to the Bo
Dominion Voting Systems Inc.
Version 11/01/17
ulie A. Cozad, Chair / WAY'3 1 2017
Board of County Comn ioners,
County of Weld
Colorado Purchase Template
Page 12 of 12
020 /7 - r/ i�
VOTING SYSTEM ACQUISITION AGREEMENT - DOMINION VOTING SYSTEMS, INC.
ATTEST: dalf4A) idea'zi
Weld C•urjty Clerk to the Beard
BY:
Deputy CI tot e Boa
APPROVED AS TTO FUNDING:
Controller
L
APPROVED AS TOFORM:
County Attorney
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
A. Cozad, Chair
312017
APPROVED AS TO SUBSTANCE:
Elected Official o partm nt ead
ozo/7- 89
EXHIBIT A
VOTING SYSTEM ACQUISITION AGREEMENT
BY AND BETWEEN DOMINION VOTING SYSTEMS
AND WELD COUNTY, CO
PRICING SUMMARY AND DELIVERABLES DESCRIPTION
1. Pricing and Deliverables Summary — This Exhibit A provides a description of all equipment,
software, and related services for voting, vote counting, and result processing available in
the Master Voting System Agreement between Dominion and Colorado Secretary of State.
From the full list of available items, the Customer has chosen implement the items and
corresponding quantities specifically identified in the table below. Any other services,
consumables, products, or differing quantities not specifically identified in this Agreement
are available for purchase by the Customer at the prices listed in the Master Voting System
Agreement between Dominion and Colorado Secretary of State.
All pricing is in U.S. Dollars and conforms to the Master Voting System Agreement between
Dominion Voting Systems and Colorado Secretary of State (attached hereto as Schedule 1),
to extent applicable. Capitalized terms used but not defined in this Exhibit A shall have the
meanings ascribed to them in the Voting System Agreement.
DESCRIPTION QTY UNIT PRICE EXTENSION
Central Scanning Hardware & Software License
ImageCast Central Includes:
Canon DR -G1130 high speed document scanner
- lmageCaseCentral Software including third patty Kofax VRS 4.5 software.
- OptiPlex 9020 All -in -One Series with pm -loaded software
- One (1) iButton Programmer and (1) iButton Key Switch & Cat5 RJ 45
Cables
- 12 months Hardware Warranty
- 12 months Finn ware License
Sub -Total:
4
$18,500
$74,000
$74,000
ImageCast X for the VSPC
ICX Voter Card Activation Station
ImageCast X Accessible
ImageCastX
ImageCast X Voting Booth
Sub Total
14 $705.00 $9,870
29 $2,575 $74,675
80 $1,925 $154,000
109 $330 $35,970
$274,515
Democracy Suite and Adjudication Hardware
Democracy Suite Hardware -14
Adjudication Workstation
EMS Workstation
Sub -Total:
2 $10,813.17 $21,626
2 $1,124.70 $2,249
1 $1,124.00 $1,124
$25,000
Software License
Democracy Suite (EMS)
ICC Adjudication Application
Automatic Test Deck
Mobile Ballot Printing
Sub -Total:
1 $67,000 $67,000
1 $11,475 $11,475
1 $4,500 $4,500
1 $3,000 $3,000
$85,976
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version C0_Template 12/13/17 Page 1 of 13
L _
Implementation and Training
On -Site Training
Implementation / Configuration / Acceptance Testing
Project Management / Implementation costs
Sub -Total:
$5,235
$7,820
$22,500
$5,235
$7,820
$22,500
$36,555
Shipping 1
Estimated Shipping
Sub -Total:
1
$0
INCLUDED
$0
Outright Purchase - Year 1 Total:
$495,044.74
Election Services
On Site Elections Day Support
Sub -Total:
2
$4,500
$9,000
$9,000
Annual License / Warranty Fees
Democracy Suite RTR (EMS)
Adjudication Application
ImageCast Central
Automatic Test Deck
Mobile Ballot Printing
ImageCastX License Fee
ImageCastX Accessible License Fee
ImageCast Central Extended Warranty
ImageCastX Extended Warranty
ImageCast X Accessible Extended Warranty
Annual Fees:
1
1
4
1
1
80
29
4
80
29
$20,000 $20,000
$3,000 $3,000
$2,575 $10,301
$900 $900
$600 $600
$115 $9,200
$125 $3,625
$1,500 $6,000
$125 $10,000
$140 $4,060
$67,686
' All Shipping Costs to be invoiced separately to customer as a pass -through cost
2. Product Description
2.1 ImageCast® Central Scanner (ICC) — High Speed. Dominion shall provide the
ImageCast® Central Scanner for use by The Customer. The ImageCast® Central
Scanner is commercial off -the -shelf digital scanners configured to work with the
ImageCast® Central Software for high speed ballot tabulation. Each ImageCast®
Central Scanner includes the following components:
2.1.1 Canon DR -G1130 high speed document scanner
2.1.2 ImageCast® Central Software including third party Kofax VRS 4.5 software
2.1.3 OptiPlex 9020 All -in -One Series with pre -loaded software
2.1.4 iButton Security Key
2.1.5 iButton Programmer and iButton Key Switch & Cat5 RJ 45 Cables used with
Democracy Suite to transfer security and election information to the iButtons for
use with the ICC.
2.2 ImageCast® Central Scanner (ICC) - Standard Speed. Dominion shall provide
the ImageCast® Central Scanner for use by The Customer. The ImageCast® Central
Scanner is commercial off -the -shelf digital scanners configured to work with the
ImageCast® Central Software for standard speed ballot tabulation. Each ImageCast®
Central Scanner includes the following components:
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 2 of 13
2.2.1 Canon Model DR -M160 standard speed document scanner
2.2.2 ImageCast® Central Software including third party Kofax VRS 4.5 software
2.2.3 OptiPlex 9020 All -in -One Series with pre -loaded software
2.2.4 iButton Security Key
2.2.5 iButton Programmer and iButton Key Switch & Cat5 RJ 45 Cables used with
Democracy Suite to transfer security and election information to the iButtons for
use with the ICC.
2.3 ImageCast® Central Scanner Software. The Parties will enter into software licenses
for the ImageCast Central Scanner software, substantially in the form of Exhibit B to
this Agreement. The Dominion software includes, without limitation:
2.3.1 Audit functionality, known as the AuditMark®. For each ballot that is scanned
and accepted into the unit, a corresponding ballot image is created and stored
for audit purposes. The image consists of two parts described below.
• The top portion of the image contains a scanned image of the ballot.
• The bottom portion consists of a machine -generated type -out showing
each mark that the unit interpreted for that particular ballot. This is
referred to as an AuditMark®.
2.4 Democracy Suite EMS Software (Full System) platform is a set of applications
tailored for all pre -voting and post -voting activities. The Democracy Suite EMS
consists of the following components:
2.4.1 Election Event Designer (EED) Client Application is the primary application
used for the definition and management of election event. EED is
responsible for the definition of election projects. Each election project is
represented as an instance of the election domain database with associated
set of election project file based artifacts. The definition of the election
project will be initiated by importing the election data from the SCORE
system. It is important to note that an election project initiated by importing
data can be further modified within the EED Client Application.
The EED can generate two types of paper ballots:
• Proofing ballots — ballots produced to allow election project
stakeholders to proof ballot content and styling. These ballots
cannot be processed by the ImageCast® as they don't have proper
ballot barcodes. These ballots are overprinted with the text
"Proofing Ballots — date/time"
• Official ballots — represent production ready, press ready ballots in
PDF format with barcodes and without any overprinting.
2.4.2 Results Tally and Reporting (RTR) Client Application is the application used
for the tally, reporting and publishing of election results.
2.5 Democracy Suite EMS Software (Express) consists of the following components:
2.5.1 Election File and iButton Creation Customer is authorized to create Election
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 3 of 13
Files and iButtons from Democracy Suite to load on the ICE and ICC units.
2.5.2 Results, Tally and Reporting (RTR) Client Application is the application used
for the tally, reporting and publishing of election results.
2.6 ImageCast® Adjudication Application is a client and server application used to
review and adjudicate ImageCast® Central Scanner ballot images. The application
uses tabulator results files and scanned images to allow election administrators to
make adjudications to ballots with auditing and reporting capabilities. The
Adjudication Application examines such voter exceptions as overvotes, undervotes,
blank contests, blank ballots, write-in selections, and marginal marks. The
application works in two basic modes: election project setup and adjudication. The
Adjudication Application can be used in a multi -client environment. Adjudication
Application eliminates the need to physically rescan ballots, which can potentially
damage the originals and cause chain -of -custody concerns.
2.7 lmagecast®X Application is an application used for touchscreen voting on tablets
at a voting location, and a Democracy Suite election database. Voting sessions are
initiated on the tablet by either a Smart card or the entry of a numeric code based
on activation. The ballot is loaded directly onto the standalone device. All voting
activity is performed at the tablet, including accessible voting. Accessible voting
interfaces connect to the tablet via an adapter that supports most accessible
devices, allowing voters to bring their own device. After review and completion of
the ballot selections, a paper ballot is created for the voter from a printer in the
voting booth, and the ballot is cast after insertion in a ballot box. The paper ballot is
the official ballot. The ballots contain a textual representation of the voters ballot
selections for visual review and confirmation, and the ballots are scanned using
ImageCast Central Scanner and the results are accumulated in Democracy Suite
RTR.
2.8 Mobile Ballot Production is an application used to search, preview and print
ballots via a local printer device. The application makes use of ballot information
and PDFs produced by the Election Event Designer application and information
provided through the customer voter registration system.
2.9 Automated Test Deck Application is an application used to create accurate test
packs for running Pre -Logic and Accuracy Test with optional marking pattern
requirements. The application can be used to access the election database and
produce a set of print -ready PDFs and results tables
3. Implementation and Training Description Dominion shall provide the following training to
Customer personnel at no additional cost to Customer, except as specifically provided in the
Pricing Summary (Section 1) of this Exhibit A.
3.1 Project Plan. The Customer and Dominion shall finalize a project plan outlining
dates, resources and tasks through the June and November elections. The project
plan is attached hereto as Schedule 1 is an initial draft of dates from which the final
project plan will be derived.
3.2 Project Management. Dominion shall appoint a Statewide Project Manager
("Dominion Project Manager') to oversee the general operations of the project. The
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 4 of 13
Dominion Project Manager shall be responsible for arranging all meetings, visits
and consultations between the Parties and for all administrative matters such as
invoices, payments and amendments. The Dominion Project Manager shall
communicate with the Customer as to the status of information, procedures and
progress on the tasks as set out in this Agreement and to advise the Customer
forthwith upon the occurrence of any event requiring a material change in such
plans, and request Customer's written consent to any such material change. In
addition, the following Project management resources will be dedicated to the
implementation.
3.2.1 Technical Support Manager
3.2.2 System Configuration Manager
3.2.3 Regional Assistant Project Managers
3.2.4 Customer Relations Manager
3.2.5 Training and Documentation Manager
3.2.6 State Certification Liaison
3.2.7 Election Programmers
3.3 System Training. Dominion will provide the following training as described herein.
3.3.1 System Transition Training — These initial meetings will orient Dominion to
current county processes and provide information to the counties on the
overall system, related configurations, ballots, reporting, training, etc.
Transition meetings will include, but not be limited to the following:
3.3.1.1 Ballot Templates
3.3.1.2 Reporting
3.3.1.3 Configurable System Settings
3.3.1.4 Ambiguous Zone Thresholds
3.3.1.5 Ballot Printing
3.3.1.6 SCORE Integration
3.3.1.7 Other
3.3.2 ImageCast® X — This training introduces the ImageCast® X system with an
emphasis on the operation of the hardware. Students can expect to learn
general operations, logic and accuracy testing, Election Day setup and
operation, and troubleshooting.
3.3.3 ImageCast Central — This training covers all aspects of ICC operations and
tally, including general operations, process, adjudication, and reporting.
3.3.4 Democracy Suite® EMS System— This training covers the configuration of
the Democracy Suite® EMS System along with defining an election project.
Topics include importing jurisdictional information, ballot layout, ballot
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version C0_Template 12/13/17 Page 5 of 13
proofing and printing, election file creation (tablet, ICC, and mobile ballot
printing), automated test deck creation, loading elections, tallying results
(including adjudication tally), and generating reports.
3.3.5 Mobile Ballot Production — This training covers the configuration and use of
the Mobile Ballot Production software, including pollworker train the trainer.
3.3.6 Pollworker Train the Trainer — This provides training to the Customer staff on
operations of a VSPC including the ImageCast® X, voter check -in, Mobile
Ballot Production, system setup, testing and troubleshooting.
3.4 System Acceptance Testing Support. Dominion will provide direct onsite training
and support during the System Acceptance Testing period.
3.5 Local Printing Facilities Certification shall consist of the following components
provided by Dominion:
3.5.1 Provide technical specification requirements for printer certification.
3.5.2 Perform on -site quality control on initial test run of ballots from printers
including multiple tabulation sessions.
3.5.3 The certified Printing Facility must agree to source the paper used for ballots
with the ImageCast® from a paper manufacturer approved by Dominion,
such paper manufacturer having met Dominion's technical paper
specifications.
3.6 System Installation and Configuration provided by Dominion shall consist of on -
site support technicians for the installation and configuration of the System.
3.7 EMS Ballot Definition. In conjunction with EMS training, Dominion shall provide
support (for Customers purchasing the full EMS) or direct service (for Customers
purchasing the express EMS) for the election event definition, including the
following components:
3.7.1 Import of data files into the EMS system.
3.7.2 Defining election project parameters and assigning templates.
3.7.3 Assigning tabulators (ICC, tablet, mobile ballot printing).
3.7.4 Defining ballot structures.
3.7.5 Creating proofing ballots.
3.7.6 Creating official ballots.
3.7.7 Creating election files and the security keys for the ImageCast®.
3.8 Support during the Pm -Logic and Accuracy Testing Dominion shall provide
support for the Pre -Logic and Accuracy Testing. This support will be overseen by
the Dominion Project Manager and the Dominion Project Lead.
3.9 Election Day Support. Election Day Support shall include three (3) days (inclusive
of travel) of direct onsite election support.
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 6 of 13
3.10 Post -Election Reporting and Auditing Support. Dominion shall provide direct
on -site support for post -election reporting and auditing. This support will be
overseen by the Dominion Project Manager and the Dominion Project Lead.
3.11 Ongoing telephone support. Telephone support shall be available for Customers
during the Term of the Agreement at no additional costs.
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 7 of 13
SCHEDULE I
Draft Project Schedule
Task Name
Colorado 2017
Project Milestones
County Contracts Negotiated and Signed
Certification of System
Certification Application Filed
Application Review
Draft Test Plan Agreement
VSTL Testing
Review TDP
Final Test Plan Agreement
System Testing
System certified
Installation and Trusted Builds
Build servers, ICC and Adjudication clients
State installs trusted builds on servers, ICC and Adjudication units
Set-up ICX systems
State installs trusted builds on lCX units
Installation of Upgrade/Retrofit -18 Existing Customers
Draft retrofit / upgrade plan
Schedule and ship new hardware to upgrade counties
Schedule times with Secretary of State Staff
Install trusted builds on all equipment / complete retrofit
Spring Election Milestones
UOCAVA Ballot Deadline
Determine Elections being conducted by existing 18 counties
Identify Ballot Programming Resources
Ballot Production
Absentee ballots sent - Spring
L&A Testing - Spring
Begin counting mail ballots - Spring
Voting Centers Open - Spring
Election Day - Spring
Coordinated Election Milestones
Ballot Production
UOCAVA Ballot Deadline
Absentee ballots sent - Coordinated
L&A Testing - Coordinated
Begin counting mail ballots - Coordinated
Voting Centers Open - Coordinated
Election Day - Coordinated
Duration
442 days
380 days
60 days
92 days
1 day
25 days
5 days
25 days
9 days
6 days
10 days
1 day
101 days
19 days
12 days
12 days
19 days
73 days
19 days
59 days
43 days
19 days
106 days
1 day
11 days
19 days
10 days
5 days
11 days
0 days
16 days
0 days
58 days
26 days
1 day
5 days
11 days
0 days
16 days
0 days
Start
Mon 10/3/16
Mon 10/24/16
Mon 10/24/16
Thu 12/15/16
Thu 12/15/16
Fri 12/16/16
Mon 1/16/17
Wed 2/1/17
Mon 2/13/17
Wed 2/22/17
Mon 3/6/17
Thu 3/16/17
Wed 2/1/17
Mon 3/6/17
Mon 3/27/17
Mon 4/10/17
Mon 4/24/17
Wed 2/1/17
Wed 2/1/17
Wed 2/15/17
Wed 2/1/17
Wed 3/1/17
Tue 1/3/17
Sat 2/18/17
Tue 1/3/17
Mon 1/9/17
Wed 2/1/17
Mon 4/3/17
Mon 4/3/17
Mon 4/3/17
Mon 4/3/17
Mon 4/3/17
Mon 9/11/17
Mon 9/11/17
Sat 9/23/17
Mon 10/16/17
Mon 10/9/17
Mon 10/23/17
Mon 10/23/17
Tue 11/7/17
Finish
Mon 12/18/17
Tue 11/7/17
Thu 12/22/16
Thu 3/16/17
Thu 12/15/16
Mon 1/9/17
Fri 1/20/17
Mon 3/6/17
Tue 2/21/17
Mon 2/27/17
Wed 3/15/17
Thu 3/16/17
Fri 5/12/17
Fri 3/24/17
Fri 4/7/17
Fri 4/21/17
Fri 5/12/17
Fri 4/14/17
Sun 2/19/17
Fri 4/14/17
Wed 3/15/17
Sun 3/19/17
Tue 4/18/17
Sat 2/18/17
Fri 1/13/17
Fri 1/27/17
Fri 2/10/17
Fri 4/7/17
Thu 4/13/17
Mon 4/3/17
Tue 4/18/17
Mon 4/3/17
Tue 11/7/17
Fri 10/6/17
Sat 9/23/17
Fri 10/20/17
Thu 10/19/17
Mon 10/23/17
Tue 11/7/17
Tue 11/7/17
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 8 of 13
Task Name
Mock Election Milestones
Ballot Production
L&A Testing - Mock
Begin counting mail ballots - Mock
Voting Centers Open - Mock
Election Day - Mock
Project Management
Initiate Project
Internal Project Kick-off
Kick-off with State
Kick -Off Meeting with Counties
Breakout Session - Winter CCCA Conference
Project Management Meetings w State/Counties
Dominion Internal Project Management Meetings
Procurement
ICC system
Canon G1130
Dell all -in -one PC
i-Button programmer
Other Requested Supplies and Consumables
ICX System
Tablets
Tablet Kiosk
Mag Striper Reader
Hub multipart network
BMD Printer
Networking Hardware
Voting Booth
Other Identified or Requested IT Hardware
EMS and Adjudication Hardware
EMS Server
EMS Workstation
Adjudication Workstation
Network Security Devices
Monitors (2 server and Adjudication)
Keyboard, Mouse, Cables...
Other Identified or Requested IT Hardware
Configuration, Installation, Training and Testing
System Configuration
Integrate SCORE export with EMS
Examine existing SCORE election definition exports
Test new files from State
Installation, Mock Election & Acceptance Testing
Duration
18 days
5 days
1 day
3 days
3 days
1 day
370 days
38 days
1 day
3 days
2 days
3 days
286 days
316 days
31 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
271 days
89 days
89 days
89 days
3 days
115 days
Start
Mon 6/12/17
Mon 6/12/17
Mon 6/26/17
Tue 6/27/17
Tue 6/27/17
Thu 6/29/17
Wed 12/14/16
Wed 12/14/16
Wed 12/14/16
Wed 1/4/17
Tue 1/10/17
Wed 1/18/17
Thu 2/2/17
Mon 2/6/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Wed 2/1/17
Thu 2/2/17
Thu 2/2/17
Thu 2/2/17
Thu 2/2/17
Thu 2/2/17
Thu 2/2/17
Thu 2/2/17
Thu 2/2/17
Mon 10/3/16
Mon 10/3/16
Mon 10/3/16
Mon 10/3/16
Wed 12/28/16
Mon 2/13/17
Finish
Thu 6/29/17
Fri 6/16/17
Mon 6/26/17
Thu 6/29/17
Thu 6/29/17
Thu 6/29/17
Mon 12/18/17
Fri 1/20/17
Wed 12/14/16
Fri 1/6/17
Wed 1/11/17
Fri 1/20/17
Tue 11/14/17
Mon 12/18/17
Fri 3/3/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Thu 3/2/17
Fri 3/3/17
Fri 3/3/17
Fri 3/3/17
Fri 3/3/17
Fri 3/3/17
Fri 3/3/17
Fri 3/3/17
Fri 3/3/17
Fri 6/30/17
Fri 12/30/16
Fri 12/30/16
Fri 12/30/16
Fri 12/30/16
Wed 6/7/17
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO Template 12/13/17 Page 9 of 13
Task Name
Preparation for Acceptance Testing
Review County Operations
Deployment & Acceptance Testing
Deploy servers, ICC and initial ICX units to all counties
On -site mock election preparation for all counties
Acceptance Testing of EMS, ICC and ICX
Training
Finalize User Documentation
ICX Documentation
ICX User Guide
Acceptance Test Procedure, checklist and sign -off form
L&A Procedure, checklist and sign -off form
Poll -Worker Training Manual
ICC Documentation
ICC User Guide
Acceptance Test Procedure, checklist and sign -off form
Operator Training Manual
L & A Procedure, checklist and sign -off form
Adjudication
Adjudication Users Guide
Adjudication Quick Reference Guide
Operator Training Manual
L&A Procedure, checklist and sign -off form
EMS Documentation
EED Users guide
RTR Users guide
Customer System Training
Express Server Customer Training
Mock Election on -site training
ICC/Adjudication Operations training
ICX Operations training
EMS / RTR Training
Pollworker Train the Trainer
Standard Server Customer Training
Mock Election on -site training
ICC/Adjudication Operations training
ICX Operations training
EMS / RTR Training
Pollworker Train the Trainer
Spring Election
Election Programming
Final Election Ballot and Database Creation
Ballot Creation for Review by County Officials
Duration Start
26 days
26 days
45 days
30 days
30 days
45 days
180 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
30 days
23 days
23 days
16 days
18 days
23 days
18 days
23 days
23 days
16 days
18 days
23 days
18 days
23 days
33 days
26 days
15 days
10 days
Mon 2/13/17
Mon 2/13/17
Mon 4/24/17
Mon 4/24/17
Mon 4/24/17
Mon 4/24/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Mon 1/2/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Thu 6/8/17
Mon 5/22/17
Mon 5/22/17
Mon 5/22/17
Mon 5/22/17
Finish
Fri 3/10/17
Fri 3/10/17
Wed 6/7/17
Tue 5/23/17
Tue 5/23/17
Wed 6/7/17
Fri 6/30/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Tue 1/31/17
Fri 6/30/17
Fri 6/30/17
Fri 6/23/17
Sun 6/25/17
Fri 6/30/17
Sun 6/25/17
Fri 6/30/17
Fri 6/30/17
Fri 6/23/17
Sun 6/25/17
Fri 6/30/17
Sun 6/25/17
Fri 6/30/17
Fri 6/23/17
Fri 6/16/17
Mon 6/5/17
Wed 5/31/17
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 10 of 13
Task Name
Final Revisions to Ballots
Election Materials Provided to County
Official Ballot Images generated
L&A Test Ballots Generated
Distribute Election Project Packages
Spring Elections - Finalize Election Files & Logic and
Accuracy Testing
County Receives and Restores Election package
Test ballots provided to printer
Load Election Files to ICC and ICX
Scan test ballots, upload and verify results
Mock Election
Mock Election - Finalize Election Files & Logic and Accuracy
County Receives and Restores Election package
Test ballots provided to printer
Load Election Files to ICC and ICX
Scan test ballots, upload and verify results
Export Results to State-wide System
Election Programming
Final Election Ballot and Database Creation
Ballot Creation for Review by County Officials
Final Revisions to Ballots
Election Materials Provided to County
Official Ballot Images generated
L&A Test Ballots Generated
Distribute Election Project Packages
General Election 2017
Project Plan Review and Update
Capture Lessons Learned from Mock
Internal Review
Stakeholder consultations
Review issues log
Revise Project Plan and Project Schedule
Revise Project and User Documentation
Election Programming - General Election
Final Election Ballot and Database Creation
Ballot Certification Deadline for General
Final Ballot and Report Proofs to County Officials
Ballot and Report Review by Client
Revisions to Ballots and/or Reports
Election Materials Provided to County
Official Ballot Images generated
L & A Test Ballots Generated
Duration
5 days
11 days
1 day
8 days
1 day
5 days
1 day
2 days
1 day
5 days
63 days
Testing 5 days
1 day
2 days
1 day
5 days
1 day
26 days
15 days
10 days
5 days
11 days
1 day
8 days
1 day
152 days
28 days
14 days
14 days
14 days
14 days
14 days
14 days
19 days
9 days
1 day
8 days
1 day
1 day
16 days
1 day
8 days
Start
Thu 6/1/17
Tue 6/6/17
Tue 6/6/17
Tue 6/6/17
Fri 6/16/17
Mon 6/19/17
Mon 6/19/17
Mon 6/19/17
Mon 6/19/17
Mon 6/19/17
Mon 5/22/17
Wed 7/19/17
Wed 7/19/17
Wed 7/19/17
Wed 7/19/17
Wed 7/19/17
Fri 7/21/17
Mon 5/22/17
Fri 6/23/17
Fri 6/23/17
Mon 7/3/17
Sat 7/8/17
Sat 7/8/17
Sat 7/8/17
Tue 7/18/17
Mon 7/17/17
Mon 7/17/17
Mon 7/17/17
Mon 7/17/17
Mon 7/17/17
Mon 7/17/17
Mon 7/31/17
Mon 7/31/17
Mon 9/11/17
Mon 9/11/17
Mon 9/11/17
Tue 9/12/17
Tue 9/12/17
Wed 9/13/17
Thu 9/14/17
Thu 9/14/17
Fri 9/15/17
Finish
Mon 6/5/17
Fri 6/16/17
Tue 6/6/17
Tue 6/13/17
Fri 6/16/17
Fri 6/23/17
Mon 6/19/17
Tue 6/20/17
Mon 6/19/17
Fri 6/23/17
Sun 7/23/17
Sun 7/23/17
Wed 7/19/17
Thu 7/20/17
Wed 7/19/17
Sun 7/23/17
Fri 7/21/17
Fri 6/16/17
Fri 7/7/17
Sun 7/2/17
Fri 7/7/17
Tue 7/18/17
Sat 7/8/17
Sat 7/15/17
Tue 7/18/17
Fri 12/15/17
Sun 8/13/17
Sun 7/30/17
Sun 7/30/17
Sun 7/30/17
Sun 7/30/17
Sun 8/13/17
Sun 8/13/17
Fri 9/29/17
Tue 9/19/17
Mon 9/11/17
Tue 9/19/17
Tue 9/12/17
Wed 9/13/17
Fri 9/29/17
Thu 9/14/17
Fri 9/22/17
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 11 of 13
Task Name
Distribute Election Project Packages
General Election - Finalize Election Files & Logic and
Accuracy Testing
County Receives and Restores Election package
Test ballots provided to printer
Load Election Files to ICC and ICX
Scan test ballots, upload and verify results
Export Results to State-wide System
Election Support -General Election
Mail Ballot Tabulation Support
Region 1
Region 2
Region 3
County Tier 1.1
County Tier 1.1
VSPC support
Region 1
Region 2
Region 3
County Tier 1.1
County Tier 1.1
Election Day Support
Region 1
Region 2
Region 3
County Tier 1.1
County Tier 1.1
Project Plan Review and Update
Capture Lessons Learned
Internal Review
Stakeholder consultations
Review issues log
Duration Start
7 days Sat 9/23/17
27 days Sat 9/23/17
1 day
3 days
1 day
10 days
1 day
54 days
16 days
16 days
16 days
16 days
16 days
16 days
9 days
9 days
9 days
9 days
9 days
9 days
3 days
3 days
3 days
3 days
3 days
3 days
33 days
33 days
5 days
5 days
5 days
Sat 9/23/17
Sun 9/24/17
Sat 9/23/17
Sat 9/23/17
Thu 10/19/17
Mon 10/23/17
Mon 10/23/17
Mon 10/23/17
Mon 10/23/17
Mon 10/23/17
Mon 10/23/17
Mon 10/23/17
Mon 10/30/17
Mon 10/30/17
Mon 10/30/17
Mon 10/30/17
Mon 10/30/17
Mon 10/30/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Mon 11/13/17
Mon 11/13/17
Mon 11/13/17
Mon 11/13/17
Mon 12/11/17
Finish
Fri 9/29/17
Thu 10/19/17
Sat 9/23/17
Tue 9/26/17
Sat 9/23/17
Mon 10/2/17
Thu 10/19/17
Fri 12/15/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Tue 11/7/17
Thu 11/9/17
Thu 11/9/17
Thu 11/9/17
Thu 11/9/17
Thu 11/9/17
Thu 11/9/17
Fri 12/15/17
Fri 12/15/17
Fri 11/17/17
Fri 11/17/17
Fri 12/15/17
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 12 of 13
Schedule 1
Master Voting System Agreement between Dominion Voting Systems and
the Colorado Secretary of State
Dominion Voting Systems Inc. Voting System Purchase Agreement
Exhibit A - Version CO_Template 12/13/17 Page 13 of 13
EXHIBIT B
SOFTWARE LICENSE TERMS AND CONDITIONS
1. Definitions.
1.1. "Documentation" means manuals, handbooks, maintenance libraries, and other
publications supplied with the Software, including System technical documentation, user
documentation and training materials.
1.2. "Licensee" shall mean the Customer defined in the general terms and conditions
of this Agreement.
1.3. "Licensor" shall mean Dominion Voting Systems, Inc.
1.4. "Party" or "Parties" Licensor and Licensee may hereinafter be referred to
individually as a Party and collectively as the Parties.
1.5. "Software" means the Democracy Suite® and ImageCast® software licensed by
Licensor hereunder, in object code form, including all documentation therefore.
1.6. "Specifications" means descriptions and data regarding the features, functions
and performance of the Software, as set forth in user manuals or other applicable
documentation provided by Licensor to the Licensee.
1.7. "Third -Party Products" means any software or hardware obtained from third -party
manufacturers or distributers and provided by Licensor hereunder.
2. License Terms.
2.1. License to Software. Subject to the terms of this Agreement, Licensor grants
Licensee a non-exclusive license to use the Software solely for the Licensee's own
internal business purposes and solely in conjunction with the Software and Hardware.
This License shall only be effective during the Term and, except as provided in Section
8 of this Exhibit B cannot be transferred or sublicensed.
2.2. Third -Party Products. Subject to the terms of this Agreement, Licensor grants to
Licensee a sublicense to use any software that constitutes or is contained in Third -Party
Products, in object code form only, for use during the Term as part of the System for the
purposes described in Section 2.1. This sublicense is conditioned on Licensee's
continued compliance with the terms and conditions of the end -user licenses contained
on or in the media on which such software is provided.
2.3. No Other Licenses. Other than as expressly set forth in this Agreement, (a)
Licensor grants no licenses, expressly or by implication, and (b) Licensoe's entering into
and performing the Agreement will not be deemed to license or assign any intellectual
property rights of Licensor to Licensee or any third party. Without limiting the foregoing
sentence, Licensee agrees not to use the Software as a service bureau for elections
outside the Licensee's jurisdiction, except as otherwise provided in Section 8, and
agrees not to reverse engineer or otherwise attempt to derive the source code of the
Software. Except as otherwise provided in Section 8, the Licensee shall have no power
to transfer or grant sub -licenses for the Software. Any use of all or any portion of the
Software not expressly permitted by the terms of this Agreement is strictly prohibited.
Dominion Voting Systems, Inc. CO Template Agreement
2017 Template — Exhibit B Page 1 of 3
3. Payment. In consideration of the grant of the license, the Licensee shall pay the
fees set forth in Exhibit A of this Agreement.
4. Upgrades and Certification. During the Term, Licensor may provide upgrades
to Licensee under the following terms and conditions.
4.1. Upgrades. In the event that Licensor, at its sole discretion, certifies a software
upgrade under the applicable provisions of the election laws and regulations of the
Licensee's State, Licensor shall make the certified software upgrade available to the
Licensee.
4.2. Certification Requirement. Notwithstanding any other terms of this Agreement,
Licensor shall not provide, and shall not be obligated to provide under this Agreement
any upgrade, enhancement or other software update that has not been certified under
the applicable provisions of the election laws and regulations of the Licensee's State.
5. Warranties. The following warranties will apply to all Software during the Term.
5.1. Software. Licensor warrants that during the Term, the Software will function
substantially in accordance with the Specification. If the Licensee believes that the
Software is not functioning substantially in accordance with the Specifications, the
Licensee shall provide Licensor with written notice of the material failure within thirty
(30) days of discovering the material failure, provided that the Licensee can reproduce
the material failure to Licensor. The foregoing warranty shall be void in the event of the
Software (i) having been modified by any party other than Licensor or (ii) having been
used by the Licensee for purposes other than those for which the Software was
designed by Licensor. If Licensor establishes that the reported material failure is not
covered by the foregoing warranty, the Licensee shall be responsible for the costs of
Licensor's investigative and remedial work at Licensor's then current rates.
5.2. Third -Party Products. The warranties in this Section 5 do not apply to any Third -
Party Products. However, to the extent permitted by the manufacturers of Third -Party
Products, Licensor shall pass through to Licensee all warranties such manufacturers
make to Licensor regarding the operation of such Third -Party Products. Licensor shall
assist Licensee in making warranty claims for Third -Party Products that do not permit
Licensor to pass warranties through to Licensee.
5.3. NO OTHER WARRANTIES. LICENSOR DISCLAIMS ALL OTHER
REPRESENTATIONS AND WARRANTIES, WHETHER WRITTEN, ORAL, EXPRESS,
IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTY BASED ON A
COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE.
6. Prohibited Acts. The Licensee shall not, without the prior written permission of
Licensor:
6.1. Transfer or copy onto any other storage device or hardware or otherwise copy
the Software in whole or in part except for purposes of system backup;
Dominion Voting Systems, Inc. CO Template Agreement
2017 Template — Exhibit B Page 2 of 3
6.2. Reverse engineer, disassemble, decompile, decipher or analyze the Software in
whole or in part;
6.3. Alter or modify the Software in any way or prepare any derivative works of the
Software or any part of parts of the Software;
6.4. Alter, remove or obstruct any copyright or proprietary notices from the Software,
or fail to reproduce the same on any lawful copies of the Software.
7. Return of Software. Upon termination or expiration of this Agreement, Licensee
shall (i) forthwith return to Licensor all Software in Licensee's possession or control, or
destroy all such Software from any electronic media, and certify in writing to Licensor
that it has been destroyed.
8. Permitted County Use. In the event that any term or condition of this Exhibit B
conflicts with the Master Voting System Agreement between Dominion Voting Systems
and Colorado Secretary of State ("Master Agreement'), the Master Agreement shall
prevail. Notwithstanding any provision of this Exhibit B to the contrary, Licensee is
permitted to perform the following acts or services without the consent of Licensor:
8.1. Transfer or loan its rights and obligations under this Agreement to one or more
Colorado counties that operates or utilizes the Dominion Hardware and Software,
with the advance approval of the Secretary of State;
8.2. Program election databases and voting devices for other political subdivisions of
the State of Colorado without charge.
8.3. Use the Software to conduct elections for other political subdivisions wholly or
partially located in the same county.
8.4. Permit the State of Colorado to program Licensee's election databases and
voting devices.
Dominion Voting Systems, Inc. CO Template Agreement
2017 Template — Exhibit B Page 3 of 3
Mr. Jiricek,
MEMORANDUM
TO: Trevor Jiricek
FROM: Carly Koppes
Weld County Clerk and Recorder
SUBJECT: E44eFfiQncy Bid request
First, thank you for your assistance with the RFP for the voting equipment. I appreciate your
knowledge and help.
Second, I would like to request we process the bid for obtaining the voting equipment as an emergency
bid per the County Charter Sec 2-1-40 (E). We have only one response to our RFP and with this
submission from Dominion, we will be one of 38 counties along with 18 others receiving the updated
equipment moving to the Dominion system this year. Time is of the essence. I would like to make
sure before the July State Mock Election my team has had enough time to be well trained and
practiced with the equipment. My team and I along with Commissioner Moreno have already reviewed
this equipment and are satisfied with the massive improvements we will gain over our current voting
equipment. I would ask that we move quickly to obtain the equipment as soon as possible to allow the
Election Department time to verse themselves with the knowledge and ability to continue to hold
transparent, secure and top notch elections for the voters of Weld County.
Thank you,
Carly Koppes
Weld County Clerk and Recorder
tt9c-I
OO
WELD COUNTY PURCHASING
1150 O Street Room #107, Greeley CO 80631
E-mail: mwalters(a�co.weld.co.us
E-mail: reverett(a�co.weld.co.us
Phone: (970) 400-4222 or 4223
Fax: (970) 336-7226
DATE OF BID: APRIL 26, 2017
REQUEST FOR: CERTIFIED ELECTRONIC VOTING SYSTEM
DEPARTMENT: ELECTIONS DEPT
BID NO: #B1700093
PRESENT DATE: MAY 1ST, 2017
APPROVAL DATE: MAY 1St, 2017 (EMERGENCY APPROVAL)- (MOVED TO MAY 15T")
VENDOR
DOMINION VOTING SYSTEMS INC
1201 18T" STREET, STE 210
DENVER CO 80202
ELECTIONS DEPT WILL REVIEW THE BID.
5! l
001-1- ( l Q-1
GR oo a'''i
STATE OF COLORADO
Department of State
1700 Broadway, Suite 200
Denver, CO 80290
Wayne W. Williams
Secretary of State
Judd Choate
Director, Elections
Democracy Suite 5.2® Voting System Acquisition Approval Form
The Clerk and Recorder of the county named below requests the Secretary of State to approve the acquisition,
installation and use of Dominion Voting Systems Democracy Suites 5.2 voting system or components, in
accordance with section 1-5-617(5), C.R.S_, and Election Rule 11.9.1.
Instructions
Please complete this form by supplying the information requested below. Print, date and sign the completed
form, and attach the Dominion Voting Systems purchase order or Managed Services Agreement for the system
configuration that you request the Secretary of State to approve. Please submit the completed and signed form
andattachmentstovoting.systems@sos.state.co.us. Note: Among other things, this form requests you to
specify the quantities of the principal hardware components of the Democracy Suite° 5.2 voting system which
you intend to acquire. If the proposed acquisition is approved, and after delivery, installation and successful
acceptance testing of the voting system components, you will be asked to verify the manufacturer, model
number and serial number or service tag of each separate component, so that the statewide voting system
equipment inventory database can be updated.
Requestor Information:
Name of County: Weld Principal County Contact for Proposed Acquisition: Carly Koppes
Principal County Contact's Title: Clerk and Recorder Phone #: 970-400-3155 Email: ckoppes@weldgov.com
Proposed Acquisition Type: Purchase X Lease
•
Voting System Hardware Component Quantities:
1) Election Management System (EMS) Server(s): 1 2) EMS Server Type: Standard X Express
3) EMS Client(s) (standard server only): 1
4) ImageCast Central (ICC) Workstation(s): 4
5) Ballot Scanner(s): Canon DR -G1130 4
6) Adjudication Workstation(s): 2
7) ImageCast X (ICX) Ballot Marking Device(s): 109 (80 ICX, 29 ICX Accessible)
8) ImageCast Voter Activation (ICVA) Laptop(s): 14
County Contact Signature:
—•—•—•— ——• —•--- — For SOS Use Only
Date: 3 \\a-\\-1
2016 General Election Active/Inactive-FTV Elector Count: 164211
Required Number of Election Day VSPCs for General Elections: 11 (10.94)
The proposed acquisition is approved X disapproved II subject to the following conditions (if any):
This approval by the Secretary of State is contingent on approval of the voting system acquisition by
resolution of the Weld County Board of County Commissioners.
Jessi Romero, Voting Systems Manager
Colorado Secretary of State, Elections Division
May 12, 2017
Date
Acquisition Date
a)
r0
co
H
C
O
N
a)
cia
c0
3
r0
L
Ln
a
O
L
O
-o
C
>
4-0
C
O
U
O
N
r -I
N
r -I
O
N
Ln
N
Ln
0
EMS Standard
L
a)
s_
a)
N
N
m
L1)
czt
N
Ln
a)
OD
LU
L
aJ O
3 m
a) O CD
D a CC
N N N N N N N
i r i r -I r-+ c-1 ri r —I
O O O O O O O
N N N N N N N
\ \ \ \ \ \ \
c --I r1 r•i c- I c --I c- I r1
CD CD CD CD CD CD CD
N
r-i
O
N
r1
Ln
N
Ln
C
Standard Server
C
a)
U
Dell Precision
N
Cr)
Cr)
N
O
H
C C
O O
E E
O O
0 0
C
O
U
X
>-
O
U
N
c -I
O
N
r -I
Ln
N
c -I
O
N
r1
in
4--0
Ln
CO CS
U
a) J
(O U
C
a)"
41
a
E
O
Adjudication
L
cu
Q
E
O
Q
z
z
Central Count
L
a)
C
C
r0
U
Ln
Q
Z
Q
z
4
N
r -I
O
N
ri
L11
N
in
Ln
C
+-r
Ln
r0
U
a)
ro
tiD
E
O
r- I
CD
N
r1
O
in
r -I
N
Ln
L!)
C
ru
L 2 UU _
va) i+ r0
ao o > a
r0 > leD O
E U Q
Q r0
J
LL
M N N M M Co
03 szt N N ti)
O
m CD U O O U
N CO O M M N
Cr 0 r -I LL L.L. U
U, a1 0 L7 L7 IY
O
L
a. O \
a . _o
4 O• v O C an H 03 OO
O OQ a O C O C O X
N O O O M O LD x cIT
Ma= m N O aJ r l c t `� (Oct
I— C a 0 H U L7 U 2 v 0 cn
Dell Precision
1
1
Dell Latitude
N
Ln
NJ
C
N
C
O
C
O
0
X
>-
O
U
C
O
E
O
C
X
4-4
O
U
C
O
C
E
O
C
X
C
O
U
C
O
E
O
0
C
O
C
E
O
C
X X
4-1
C C
O O
U U
C
O
C
E
O
0
C
O
C
E
O
0
X X
C C
O O
U U
WELD COUNTY PURCHASING
1150 O Street Room #107, Greeley CO 80631
E-mail: mwaltersAco.weld.co.us
E-mail: reverettAco.weld.co.us
Phone: (970) 400-4222 or 4223
Fax: (970) 336-7226
DATE OF BID: APRIL 26. 2017
REQUEST FOR: CERTIFIED ELECTRONIC VOTING SYSTEM
DEPARTMENT: ELECTIONS DEPT
BID NO: #B1700093
PRESENT DATE MAY 1 sr, 2017
APPROVAL DATE: MAY 1st, 2017 (EMERGENCY APPROVAL)
VENDOR
DOMINION VOTING SYSTEMS INC
1201 18TH STREET, STE 210
DENVER CO 80202
ELECTIONS DEPT WILL REVIEW THE BID.
2017-1194
5/1
C.ROCa9
Hello