HomeMy WebLinkAbout20153714.tiffWELD COUNTY AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN WELD COUNTY & E2 OPTICS
THIS AGREEMENT is made and entered into this 24"' day of May, 2016, 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
II50 "O" Street, Greeley, Colorado 80631 hereinafter referred to as "County," and E2 Optics hereinafter referred to as
"Contractor" or "Contract Professional".
WHEREAS, County desires to retain Contract Professional as an independent Contract Professional to perform
services as more particularly set forth below; and
WHEREAS, Contract Professional has the ability, qualifications, and time available to timely perform the services,
and is willing to perform the services according to the terms of this Agreement.
WHEREAS, Contract Professional is authorized to do business in the State of Colorado and has the time, skill,
expertise, and experience necessary to provide the 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 which
forms an integral part of this Agreement. Exhibit A is specifically incorporated herein by this reference.
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 Exhibit A.
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 described in Exhibits A. This contract may be extended
annually upon written agreement of both parties.
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.
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 $29,531.99, which is the amount set forth in Exhibit A. 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.
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
�►tisewf c}.c� CG. CM Crnw' pis - 3714
.e�.
^1-1 /0 -1 -/Lo C_ ooaL
become or remain (as applicable), the property of County.
10. Confidentiality. 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.
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. Contractor shall procure at least the minimum amount of automobile liability
insurance required by the State of Colorado for the use of any personal vehicle. As well as any other insurance required by
the County.
14. 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.
15. Non -Assignment. Contractor may not assign or transfer this Agreement or any interest therein or claim thereunder,
without the prior written approval of County.
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. 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.
18. 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.
19. 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.
20. 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.
21. 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.
22. 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.
23. Governmental Immunity. No term or condition of this contract shall be construed or interpreted as a waiver, express
or implied, of any of the immunities, rights, benefits, protections or other provisions, of the Colorado Governmental
Immunity Act §§24-10-I01 et seq., as applicable now or hereafter amended.
24. 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.
25. Board of County Commissioners of Weld County Approval. This Agreement shall not he valid until it has been
approved by the Board of County Commissioners of Weld County, Colorado or its designee.
26. 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.
27. Public Employment Retirement Program. Contractor is responsible for notifying Weld County of any previous
participation in the Colorado Public Employee Retirement Program. Contractor must notify Weld county of the most recent
employment for a PERA contributing employer.
28. 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, 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.
IN WITNESS WHEREOF, the parties hereto have signed this Agreement this 2L day of int ,
CONTRACTOR:
Dries
By.252
Name: Elr-J.r2 t7
Title: CViye--oo
Date S1R1}IOlj�
WELD COUNTY:
ATTEST:d t&
Weld County Clerk to the Board
BY:
uty Clerk to the Board
APPD pS 1'O
Controller
OF COUNTY COMMISSIONERS
OUNTY, COLORADO
!1P
man, Chair JUN 0 1 2016
VED AS TO SUBSTANCE:
Sat_
Elected Official or Department Head
/p/ 5-37/1
APP,FOR
irector of General Services
County Attorney
LOW VOLTAGE HIGH STANDARDS
Weld County
1551.N 17th Ave.
Greeley„[0'80631
May -1Z ?016
Video Distribution over IP
Elias Jump
Account Executive
Phone: 720.436.3001
Fax: 303.833.4233
Email: eliasjump@e2optics.com
Jeff Pyle
Senior AV Engineer
Phone: (866) 973.1507
Fax: 303.833.4233
Email: jeffpyle@e2optics.com
E2 Optics Confidential
Proposal Summary
E2 Optics Is submitting this proposal to furnish and Install a complete video distribution and control
system for two Weld County buildings in Greeley, CO, one in Kersey, CO and one in Fort Lupton. E2
Optics has provided a price for a functional system per a site visit and customer answers to questions.
Statement of Work
Supervisor Console
• E2 Optics will be providing and install five video transmitters in the rack located in the cabinet below
the Supervisor Console.
• E2 Optics will provide five DVI Distribution Amplifiers and any necessary adapters to split the signal
between transmitters and local monitors.
• E2 Optics will be providing and Install one Video Controller on an Owner -furnished touch screen to
control & select source/destination video.
• If.required,12;Optics will run Cat -6a cable from transmitters to location of owner -furnished POE
Network Switch.
• E2 will configure the transmitters for network connectivity and proper functionality.
Conference.RoomA
• E2 Optics will be providing and install one video receiver behind the existing, owner -furnished
display.
• If required, E2 Optics will run Cat -6a cable from receivers to location of owner -furnished POE
Network Switch.
• E2 will configure the receiver for network connectivity and proper functionality.
Call Center figor
• E2 Optics will be providing and install four video receivers behind the existing, owner -furnished
displays which are ceiling -mounted in various locations.
• If required, E2 Optics will run Cat -6a cable from receivers to location of owner -furnished POE
Network Switch.
• E2 will configure the receivers for network connectivity and proper functionality.
Incident Area
• E2 Optics will be providing and install one video receiver and one video transmitter behind the
existing, owner -furnished interactive display which Is wall mounted.
• If required, E2 Optics will run Cat -6a cable from transmitter and receiver to location of owner -
furnished POE Network Switch.
• E2 will configure the transmitter and receiver for network connectivity and proper functionality.
Backup Center
Page
E2 Optics Confidential
• EZ Optics will be providing and install one video receiver and one video transmitter behind the
existing, owner -furnished interactive display which is wall mounted.
• E2 Optics will be providing and install two video receivers behind the existing, owner -furnished
displays which are wall -mounted.
• If required, E2 Optics will run Cat -6a cable from transmitter and receiver to location of owner -
furnished POE Network Switch.
• E2 will configure the transmitter and receiver for network connectivity and proper functionality.
Public Works
• E2 Optics will be providing and install one video receiver and one video transmitter behind the
existing, owner -furnished interactive display which is wall mounted.
• If required, E2 Optics will run Cat -6a cable from transmitter and receiver to location of owner -
furnished POE Netwoik'5witch.
• E2 will configure the.transmitter and receiver for network connectivity and proper functionality.
Emergency Operations Center
• E2 Optics will be providing and install one video receiver and one video transmitter behind the
existing, owner,furnished interactive display which is wall mounted.
• If. required, EZ'Optics,will run Cat -6a cable from transmitter and receiver to location of owner -
furnished POE Network Switch.
• E2 will configure the transmitter and receiver for network, connectivity and proper functionality.
Kersey, CO TX/Fix
• E2 Optics will be providing one video receiver and one video transmitter, which will be physically
ibstalledbycustomer in the future.
• E2 will configure the transmitter and receiver for network connectivity and proper functionality.
Fort Lupton, CO TX/RX
• E2 Optics will be providing one video receiver and one video transmitter, which will be physically
Installed by customer in the future.
• E2 will configure the transmitter and receiver for network connectivity and proper functionality.
Data Center/IDF
• E2 Optics will be providing and install one Control Software Server in the Regional Control Center's
Data Center/IDF that will be rack mounted and connected to the network.
• E2 will configure the control device for network connectivity and proper functionality.
Pathways
Coring and Sleeved Penetrations
21
Page
E2 Optics Confidential
• All coring requirements and sleeved penetrations required for the AV and data cabling through floors
and rated walls will be provided by others.
• E2 Optics will verify all conduit pathways and conduit rough -in for device locations.
• All conduit pathways shall maintain a maximum 40% fill ratio. If fill ratio issues arise the project team
will be notified immediately.
General Information
• Some cables that require penetrating the floor to the ceiling below, will be supported with a I hook
system In the space below.
• The owner, or owner's rep will need to provide access to the ceiling space on the first floor for us to
route cables through this space.
• A core drill through the.floor from the first floor to the second floor Server room will be required by
others for,routing of cables.
• No cable shall lid over HVAC ducts, sprinkler pipes, conduits, etc.
Installation Tasks
1) E2 Technician(s) to be shown to working location (access cards etc. arranged, if required)
2) E2 Optics to unpack -and deposit equipment in build location.
3) All Hardware will be Installed and mounted either in a rack in"the IDF, behind the displays, or in
other AV racks as required. •
4) Wiring and cables connected accordingly between all hardware.
5) Conflguratlonand Programming of all Equipment
6) Firmware and Software updates of E2 Optics -provided equipment
7) Test and commission
8) E2 to dispose of packaging
9) Cllentsign=off
Power/Data & Structural Works Dependencies
(Terminations to be located within 3 ft. of specified hardware)
Requirement
lx 15a Shared AC Circuit (duplex)
lx Power Strip (5 open outlets)
26x 8145 POE LAN connections
Usage
Power for Distribution Amplifiers under Supervisor Console
Power for 5 DA's under Supervisor Console
Network Connectivity & Power for Harware
Network circuits for use with the system must be fully tested and operational in order for E2 Optics to
commission the system and assign IP addresses, etc. Further re -visits resulting In misconfiguration of
network services may be charged under the provision of a separate quote.
Page
E2 Optics Confidential
Project Management
E2 Optics will provide professional project management as a key service to help ensure the success of the project.
E2 Optics project managers are trained In globally recognized project management fundamentals (PMP, PMI) and
have experience managing projects throughout all phases of a project Recycle, Including initiation, planning,
executing, monitoring, control and closing. We have many internal tools, processes and best practices In place to
ensure that we communicate early, consistently and effectively.
• Detailed project checklists — design assist/review, pre -project approved drawings, documentation,
finalized scope of work, procurement schedules, billing format and schedules, etc.
• Weekly status reports to provide project updates, action items, procurement status, risks and milestones
and needs from other trades.
• E2 Optics internal and Customer project kick off meetings.
Documentation of project flow, timelines and milestones.
Strong KR and change management processes and documentation, customized for project.
Proactive schedule management and resource mapping in Microsoft Project and other custom Customer
tools
Detailed commissioning, training and final sign off plan, checklists and status reports.
Project Schedule
E2 Optics -understands that time Is the essence of this project. We will make every reasonable effort In
coardination(and communication to ensure that your timetable Is met. However, there are many factors outside
of our control that may Impact this schedule such as; the manufacture and delivery of equipment from our
vendors, and completion of requirements and responsibilities outside of our Scope of Work. As your timetable
changes, we will make every effort to accommodate your new schedule, however E2 Optics cannot guarantee that
an installation crew will be available if planned Installation dates change.
We require a Minimum of ten (10) working days' notice as to a revision of schedule dates that will change the
time that a crew Is required on -site. Notification of a change In schedule with less than 10 days notice to E2
Optics may result In additional charges and Impact to schedules and deadlines.
The pricing In this proposal Is based on the work being done at non -overtime rates during normal business hours.
Working days are defined as Monday through Friday excluding holidays unless specified otherwise in this proposal.
Any work required outside of these timeframe will result in additional charges.
The project manager will work with the customer, design and procurement teams to establish realistic timelines
for the delivery and installation of system components. The project manager will also work with the customer to
establish timeframes for other deliverables including training and documentation. Project schedules will be
documented using MS Project 2010 and can be delivered in Gantt chart form.
The following will be designated as milestones for the project schedule:
• Customer review of design and proposal.
• Baseline project schedule.
• E2 Optics receives purchase order.
• Project Kick-off.
4�
Page
E2 Optics Confidential
• Project implementation.
o System building
o System programming
• Customer training.
• Deliver documentation.
• Project review with customer and closeout.
The project manager will be responsible for facilitating work package definition, sequencing, and estimating
duration and resources with the project team. The project manager will also create the project schedule using MS
Project 2010 and validate the schedule with the project team, stakeholders, and the Customer project sponsor.
Project Documentation
E2 Optics will provide complete documentation on the installed systems. This documentation will include:
• As -built CAD Documentation, including wiring diagrams, rack elevations, device locations and
mounting details
• Architectural coordination drawings, Including coordination of requirements to be provided by
others (such as power, conduit, furniture)
• Equipment lists with serial numbers
• Completed Quality Assurance checklists
• Control system software code (source code, see exceptions )
• Equipment user manuals
Warranty
E2 Optics will give a 1 year materials and installation warranty for all installation work according to
scope. If for any reason, should cable of equipment installed by E2 Optics personnel be found to be
defective due to defector deficient workmanship, we will repair or replace the affected equipment or
cable (s) free of charge over the tenure of the warranty.
What the warranty will not cover:
• Failures due to subsequent cabling or equipment installation services by another vendor.
• Tampering by any person not employed by E2 Optics and its subs.
• Changes in system configuration that materially alter, re -align, or change in any way the E2 Optic's
original cable and equipment installation.
• Damage due to neglect, building maintenance, or Mother Nature.
5
Page
f r,w vii l.1GE HIGH STANDARDS
E2 Optics Proposal to Weld County for Video Distribution
Qty. Manufacturer Part a Description
11 Aurora JPX-TX1 HDMI to JPEG2000 Streaming Media Encoder
Multimedia
13 Aurora JPX-RX1 JPEG2000 to HDMI Streaming Media Decoder
Multimedia
1 Aurora HJ-PXC Control Software Server
Multimedia
1 Aurora QXP-2 Control System
Multimedia
1 Aurora JPX-RK4 4RU JPX Rack Mount Kit
Multimedia
1 E2 Optics SERVICE Onsite Installation, Testing, Training
Total Integrated System: $29,531.99
AV Solutions :: 1 (966) 973.1507 :: AVService@e2optics.com :: www.e2optics.com
E2 Optics Confidential
Terms and Conditions;
1. E2 Optics will require a Purchase Order referencing this Quote ff or if a Purchase Order is not
provided, an authorized representative must sign this quote.
2. Payment terms are Net 30. Payment made beyond 30 days are subject to a finance charge of 1.5% per
month. Customer agrees to pay all collections costs and attorney fees for late payments if applicable.
Customer agrees to accept multiple invoices for projects that cover multiple sales. In the event that a
site's readiness is delayed by the customer, customer agrees to accept and pay invoices that reflect
equipment and services already received.
3. Shipping charges and sales tax will be added to this order when invoiced and the customer agrees to
pay these charges.
4. All companies with tax exemption must present a valid Tax Exempt form, If Customer is not tax
exempt or if tax exempt form is not provided then customer agrees to pay all applicable taxes.
5. Ail shipments are FOB Origin or Pre -paid and shipped to Dock. Any Special shipping requirements
must be clearly stated on all PO's (i.e. inside delivery). If inside Delivery or Lift -gate is required it must be
specified and additional fees will incur. Shipping charges that appear on this quote are estimates, E2
Optics will invoice and the customer will pay the actual shipping charge when identified.
6. Upon delivery of equipment, customer agrees to open all shipments and visually Inspect equipment
for physical damages. All damages must be reported to' E2 Optics within 24 hours of delivery.
7. Termination for Cause. (a) If U Optics (vendor) refuses or fails to timely and properly perform any of
its obligations ynder.this PO with such diligence as will ensure its completion within the time specified
herein, buyer may notify vendor in writing of non-performance and, if not corrected by vendor within
the tirlie specified in the notice, terminate vendor's right to proceed with the PO or such part thereof as
to which there has been delay or a failure. Vendor shall continue performance of this PO to the extent
not terminated and be liable for excess costs incurred by buyer in procuring similar goods or services
elsewhere. Payment for completed services performed and accepted shall be at the price set forth in
this PO. (b) Buyer may withhold amounts due to vendor as buyer deems necessary to reimburse buyer
for excess costs incurred in curing, completing or procuring similar goods and services.(c) If after
rejection, revocation, or other termination of vendor's right to proceed under the CUCC or this clause,
buyer determines for any reason that vendor was not in default or the delay was excusable, the rights
and obligations of buyer and vendor shall be the same as if the notice of termination had been issued
pursuant to termination under §21.
7I
Page
E2 Optics Confidential
Acceptance
Weld County
By:
UN012016
(Authorized Signature) Date
Print Name & Telephone q:
Mike Freeman
970-336-7204
(Authorized Signature)
Print Name:
wart —111trywpsa
Print Title: Print Title:
Chair, Weld County Commissioners
8
Sfa4}a.OJL-
Date
Page
Xi15.3714{
Regional
Communications
March 18, 2016
Weld County Regional Communications Center
1551 N 17th Avenue, Ste 2, Greeley, CO 80631
Phone: 970-350-9600 x4 I Fax: 970-304-6501
WCRCC@WeldGov.com
www.co.weld.co.us
TO: Esther Gesick, Clerk to the Board
FROM: Michael R Wallace, Director of Public Safety Communications
SUBJECT: B1500179, County Wide Video Distribution System
BOCC:
Bids were received and opened on November 23, 2015 for #B1500179, County Wide Video
Distribution System. Three (3) bids were received. One vendor met the specs of the bid more than
the other two- providing better pricing and customer service.
All of the bid responses have been reviewed and the scoring of the RFP is attached. E2Optics
proposed the overall lowest cost solution as well as better customer service and response during the
process.
Based on the above information, I recommend the board award B1500179, County -Wide Video
Distribution System to E2 Optics.
- s -n4
Cµooa�
WELD COUNTY PURCHASING
1150 O Street Room #107, Greeley CO 80631
E-mail: mwaltersco.weld.co.us
E-mail: reverettco.weld.co.us
Phone: (970) 356-4000, Ext 4222 or 4223
Fax: (970) 336-7226
DATE OF BID: NOVEMBER 23, 2015
REQUEST FOR: COUNTY WIDE VIDEO DISTRIBUTION SYSTEM
DEPARTMENT: COMMUNICATION DEPT
BID NO: #B1500179
PRESENT DATE: NOVEMBER 25, 2015
APPROVAL DATE: DECEMBER 9, 2015 (MOVE TO JANUARY 18', 2016) (MOVE TO FEB 24, 2016)
(MOVE TO MARCH 23RD)
VENDORS
FORD AUDIO VIDEO SYSTEMS LLC
4230 CARSON ST
DENVER CO 80239
E2 OPTICS
76 INVERNESS DR, E, STE A
ENGLEWOOD CO 80112
AVIS SYSTEMS INC
355 INVERNESS DRIVE SOUTH, STE. A
ENGLEWOOD CO 80112
Dept is reviewing bids at this time.
obst 31/9
On y
Hello