HomeMy WebLinkAbout20143716.tiff RESOLUTION
RE: APPROVE STANDARD MAINTENANCE AGREEMENT FOR DISTRICT ATTORNEY'S
IMAGING SYSTEM AND AUTHORIZE CHAIR TO SIGN - BUSINESS IMAGING
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 Standard Maintenance Agreement for
the District Attorney's Imaging System between the County of Weld, State of Colorado, by and
through the Board of County Commissioners of Weld County, on behalf of the Department of
Information Technology for the 19th Judicial District Attorney's Office, and Business Imaging
Systems, Inc., commencing January 1, 2015, and ending December 31, 2015, 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 Standard Maintenance Agreement for the District Attorney's Imaging
System between the County of Weld, State of Colorado, by and through the Board of County
Commissioners of Weld County, on behalf of the Department of Information Technology for the
19th Judicial District Attorney's Office, and Business Imaging 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 1st day of December, A.D., 2014.
BOARD OF COUNTY COMMISSIONERS
WELD COUNTY, COLORADO
ATTEST: Wm) sc ; �-�
uglas Rademacher, Chair
Weld County Clerk to the Board `,_
a CUSED
bara Kirkmeyer, Pro-Tem
BC-70..1A f to • ! . i, ,��
Obuty Clerk o the B`,
v! -n P. Conway
cal
-ate,
L
APPROVED AS TO FORM: -ate,
Mike Free an
County Attorney
iam F. Garcia
Date of signature: 4
CC. ! ITMT J l 24 2014-3716
DA0024
MEMORANDUM
'$ TO: Esther Gesick, Clerk to the Board November 24, 2014
'f, I r • -
' . FROM: Ryan Rose, Chief Information Officer
2- co a ?2 _ SUBJECT: Business Imaging Systems, Inc.
Business Imaging Systems, Inc. provides maintenance for the imaging software and
hardware used by the District Attorney's Office. The maintenance renews on an annual
basis. The cost for this renewal is $14,003.06. Funding source is DA budget.
We ask that the BOCC approve the maintenance renewal agreement as submitted.
2014-3716
Standard Maintenance Agreement Between Weld County and Business Imaging Systems,Inc.
THIS AGREEMENT("Agreement") is made and entered into this_25th_day of_November , 2014, by
and between the County of Weld,a body corporate and politic of the State of Colorado, by and through its
Board of County Commissioners, whose address is 1150 "O" Street, Greeley, Colorado 80631 hereinafter
referred to as"County,"and Business Imaging Systems, Inc, licensed to do business in the State of Colorado,
who's address is 13900 N Harvey Ave, Edmond, OK 73013, hereinafter referred to as"Contractor".
WITNESSETH:
WHEREAS, Contractor agrees to provide services as outlined in Exhibit A, Service Level Agreement
(SLA) for Weld County District Attorney's Office.
WHEREAS, Contractor is authorized to do business in the State of Colorado and has the time, skill,
expertise, and experience necessary to provide services as set forth in Exhibit A,
WHEREAS, County desires to purchase from Contractor hardware support and software support for the
purpose of maintaining the District Attorney's imaging system.
NOW THEREFORE, County agrees to buy from Contractor, and Contractor agrees to sell to Customer,
the standard maintenance agreement described herein, at the price quoted and subject to the terms and
conditions of this agreement.
1. INTRODUCTION
The terms of this Agreement are specified in this document and in Exhibit A,which is an integral part of
this Agreement, is referred to herein,and attached hereto and made a part hereof.
Exhibit A, Service Level Agreement (SLA) for Weld County District Attorney's Office, includes goals
and objectives of the SLA,service scope, service management description and pricing.
2. DEFINITIONS
2.1 N/A
3. TERM
3.1 Term. The Agreement shall commence upon January 1, 2015,for a term of 12 months. However,both of
the parties to this Agreement understand and agree that the laws of the State of Colorado prohibit County from
entering into Agreements which bind County for periods longer than one year.
3.2 Termination. County has the right to terminate this Agreement, with or without cause on thirty (30)
days written notice. If County terminates this Agreement as a result of Contractor's failure to provide service
levels as set forth in Exhibit A within sixty(60) days after notice from County that Contractor has failed to meet
service levels as anticipated, County shall be relieved from all further obligations under this Agreement.
Contractor may terminate this Agreement if County fails to pay any system maintenance fees owing and which
are more than thirty (30) days past due. Contractor may also terminate the Agreement if County breaches any
agreement or obligation in this Agreement and fails to remedy such breach or demonstrate a good faith effort to
remedy such breach within thirty(30)days after receiving written notice of such material breach from Contractor.
Upon termination,both parties shall be relieved from any further obligations to one another under this Agreement.
3.3. 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. Accordingly, no claim that the County has been unjustly enriched by any
additional services,whether or not there is in fact any such unjust enrichment, shall be the basis of any increase
in the compensation payable hereunder.
4. COMPENSATION
County shall compensate Contractor in a sum computed and payable as set forth in Exhibit A. Contractor shall
not be entitled to bill at overtime and/or double time rates for work done outside of normal business hours
unless specifically authorized in writing by County.
b. Upon termination or expiration of this Agreement, unexpended funds advanced by County, if
any, shall forthwith be returned to County.
c. 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.
d. Notwithstanding anything to the contrary contained in this Agreement, County shall have no
obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period
after December 31 of any year, without an appropriation therefore by County in accordance with a budget
adopted by the Board of County Commissioners in compliance with Article 25,title 30 of the Colorado Revised
Statutes,the Local Government Budget Law(C.R.S. 29-1-101 et. seq.)and the TABOR Amendment(Colorado
Constitution, Article X, Sec. 20).
5. LICENSES
5.1 N/A
6. PROPERTY RIGHTS AND CONFIDENTIALITY
6.1 N/A
7. LIMITED WARRANTY
7.1 N/A
8. INDEMNIFICATION
8.1 Contractor's Indemnification. 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
successful bidder to conform to any statutes, ordinances, regulation, law or court decree. This paragraph shall
survive expiration or termination hereof
9. SUPPORT
9.1 Standard Maintenance Agreement. Exhibit A outlines the Service Level Agreement between County and
Contractor.
10. SUBCONTRACTORS
10.1 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
performance of this Agreement without County's prior written consent,which may be withheld in County's sole
discretion. County shall have the right(but not the obligation)to enforce the provisions of this Agreement
against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor
shall be responsible for the acts and omissions of its agents,employees and subcontractors.
11. GENERAL
11.1 Waiver, Amendment or Modification. Any waiver, amendment, or modification of any of the
provisions of this Agreement or of any right, power or remedy hereunder shall not be effective unless made in
writing and signed by the parties. No failure or delay by either party in exercising any right, power or remedy
with respect to any of its rights hereunder shall operate as a waiver thereof in the future.
11.2 Choice of Forum. The parties agree that Weld County, Colorado shall be the proper forum for any
action, including mediation and arbitration brought under this Agreement.
11.3 Attorney Fees. In the event an action, is brought to enforce any provision of this Agreement, neither
party shall be entitled to recover legal costs, or attorney fees, in addition to any other amounts recovered.
11.4 Limitation on Actions. No actions, regardless of form, arising from the transactions under this
Agreement,may be brought by an aggrieved party hereto more than two(2)years after the facts creating the cause
of action are known to said party.
11.5 Severability. If any term, provision, or part of this Agreement is to any extent held invalid, void, or
unenforceable by a court of competent jurisdiction, the remainder of the Agreement shall not be impaired or
affected thereby, and each remaining term,provision, or part shall remain in full force and effect.
11.6 Survival. The terms, conditions and warranties contained in this Agreement that by their sense and
context are intended to survive the termination of this Agreement, shall so survive.
11.7 Notice. All notices or other communications (including annual maintenance made by one party to the
other concerning the terms and conditions of this contract shall be deemed delivered under the following
circumstances:
(a) personal service by a reputable courier service requiring signature for receipt; or
(b) five (5) days following delivery to the United States Postal Service, postage prepaid addressed to a
party at the address set forth in this contract; or
(c) electronic transmission via email at the address set forth below,where a receipt or acknowledgment is
required by the sending party; or
(d) transmission via facsimile, at the number set forth below, where a receipt or acknowledgment is
required by the sending party.
Either party may change its notice address(es) by written notice to the other.
Notification Information:
Contractor: Business Imaging Systems, Inc.
Attn.: Accounting
Address: 13900 N Harvey Avenue
Address: Edmond,OK 73013
E-mail: his a bisok.com
Facsimile: (405)848-1153
With copy to:
Name: JW Matlock
Position: Service Manager
Address: 13900 N Harvey Avenue
Address:
E-mail:jmatlock a hisok corn
Facsimile: (405) 848-1153
County:
Name: Mary Truslow
Position: Director of App& DB Systems
Address: 1401 N 17th Ave
Address: Greeley, CO 80631
E-mail:
Facsimile:
11.8 Force Majeure. Neither party shall be in default nor liable for any failure in performance or loss or
damage under this Agreement due to any cause beyond its control.
11.9 Board of County Commissioners of Weld County Approval. This Agreement shall not be valid until
it has been approved by the Board of County Commissioners of Weld County, Colorado or its designee.
11.10 Taxes. County, as a governmental entity, is exempt from sales, use and other taxes or similar
governmental charges or duties which might be incurred in connection with the exercise of the license(s) and
rights granted herein to County, and therefore shall not be responsible for the payment of any taxes. Contractor
shall be responsible for the payment of any sales, use or other taxes incurred when it purchases products,materials
or services in the fulfillment of its obligations under this contract. Contractor is also responsible for the payment
of all taxes or charges based on the income of the Contractor.
11.11 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, B,C,and D.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.
•
11.12 Governmental Immunity. No term or condition of this contract shall be construed or interpreted as a
waiver, express or implied, of any of the immunities, rights, benefits, protections or other provisions, of the
Colorado Governmental Immunity Act §§24-10-101 et seq.,as applicable now or hereafter amended.
11.13 No Third Party Beneficiary Enforcement. It is expressly understood and agreed that the enforcement
P Y g
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.
11.14 Fund Availability. Financial obligations of the (Board of County Commissioners of Weld County)
payable after the current fiscal year are contingent upon funds for that purpose being appropriated, budged and
otherwise made available. By execution of this Agreement, County does not warrant that funds will be available
to fund this Agreement beyond the current fiscal year.
11.15 Employee Financial Interest/Conflict of Interest. C.R.S. §§24-18-201 et seq. and §24-50-507.
The signatories to this Agreement aver 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.
Contractor's has no interest and shall not acquire any interest direct or indirect, which would in any manner or
degree with the performance of Contractor's services and Contractor shall not employ any person having such
known interests. During the term of this Agreement, Contractor's shall not engage in any in any business or
personal activities or practices or maintain any relationships which actually conflict with or in any way appear to
conflict with the full performance of its obligations under this Agreement. Failure by Contractor's to ensure
compliance with this provision may result, in Weld County's sole discretion, in immediate termination of this
Agreement.
11.16 Independent Contractor. Contractor shall perform its duties hereunder as an independent
contractor and not as an employee. Contractor shall be solely responsible for its acts and those of its agents and
employees for all acts performed pursuant to this Agreement. Neither Contractor nor any agent or employee of
Contractor shall be deemed to be an agent or employee of County. Contractor and its employees and agents are
not entitled to unemployment insurance or workers' compensation benefits through Weld County and County
shall not pay for or otherwise provide such coverage for Contractor or any of its agents or employees.
Unemployment insurance benefits will be available to Contractor and its employees and agents only if such
coverage is made available by Contractor or a third party. Contractor shall pay when due all applicable
employment taxes and income taxes and local head taxes (if applicable) incurred pursuant to this Agreement.
Contractor shall not have authorization, express or implied, to bind County to any agreement, liability or
understanding,except as expressly set forth in this Agreement.Contractor shall have the following responsibilities
with regard to workers' compensation and unemployment compensation insurance matters: (a)provide and keep
in force workers' compensation and unemployment compensation insurance in the amounts required by law and
(b) provide proof thereof when requested to do so by County.
11.17 Public Contracts for Services. C.R.S. §8-17.5-101.
Contractor certifies, warrants, and agrees that it does not knowingly employ or contract with an illegal alien who
will perform work under this contract. Contractor will confirm the employment eligibility of all employees who
are newly hired for employment in the United States to perform work under this Agreement,through participation
in the F-Verify program of the State of Colorado program established pursuant to C.R.S. §8-17.5-
102(5)(c). Contractor shall not knowingly employ or contract with an illegal alien to perform work under this
Agreement or enter into a contract with a subcontractor that fails to certify with Contractor that the subcontractor
shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contractor
shall not use E-Verify Program or State of Colorado program procedures to undertake pre-employment screening
or job applicants while this Agreement is being performed. If Contractor obtains actual knowledge that a
subcontractor performing work under the public contract for services knowingly employs or contracts with an
illegal alien Contractor shall notify the subcontractor and County within three(3)days that Contractor has actual
knowledge that a subcontractor is employing or contracting with an illegal alien and shall terminate the
subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three (3) days
of receiving notice. Contractor shall not terminate the contract if within three days the subcontractor provides
information to establish that the subcontractor has not knowingly employed or contracted with an illegal
alien. Contractor shall comply with reasonable requests made in the course of an investigation, undertaken
pursuant to C.R.S. §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contractor
participates in the State of Colorado program, Contractor shall, within twenty days after hiring an new employee
to perform work under the contract,affirm that Contractor has examined the legal work status of such employee,
retained file copies of the documents, and not altered or falsified the identification documents for such
employees. Contractor shall deliver to County,a written notarized affirmation that it has examined the legal work
status of such employee, and shall comply with all of the other requirements of the State of Colorado program. If
Contractor fails to comply with any requirement of this provision or of C.R.S. §8-17.5-101 et seq., County,may
terminate this Agreement for breach,and if so terminated, Contractor shall be liable for actual and consequential
damages.
Except where exempted by federal law and except as provided in C.R.S. § 24-76.5-103(3), if Contractor
receives federal or state funds under the contract, Contractor must confirm that any individual natural person
eighteen(18)years of age or older is lawfully present in the United States pursuant to C.R.S. § 24-76.5-103(4),
if such individual applies for public benefits provided under the contract. If Contractor operates as a sole
proprietor, it hereby swears or affirms under penalty of perjury that it: (a) is a citizen of the United States or is
otherwise lawfully present in the United States pursuant to federal law, (b) shall produce one of the forms of
identification required by C.R.S. § 24-76.5-101, et seq., and(c) shall produce one of the forms of identification
required by C.R.S. § 24-76.5-103 prior to the effective date of the contract.
11.18 Entire Agreement/Modifications. This Agreement contains the entire agreement between the parties
with respect to the subject matter contained in this Agreement. This instrument supersedes all prior negotiation,
representation, and understanding 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.
11.19 No Conflict. No employee of Contractor nor any member of Contractor family shall serve on a County
Board, committee or hold any such position which either by rule, practice or action nominates, recommends,
supervises Contract Professional's operations, or authorizes funding to Contract Professional.
11.20 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, Contract Professional agrees that the Weld County District
Court shall have jurisdiction to resolve said dispute8
11.21 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 practices.employment
11.22 Binding Arbitration Prohibited. Weld County does not agree to binding arbitration by any extra-
judicial body or person. Any provision to the contrary in this Agreement or incorporated herein by reference
shall be null and void.
11.23 Software Piracy Prohibited. State. county or other public funds payable under this Agreement shall
not be used for the acquisition, operation or maintenance of computer software in violation of federal copyright
laws or applicable licensing restrictions. Contractor hereby certifies and warrants that, during the term of this
Agreement and any extensions thereof, Contractor has and shall maintain in place appropriate systems and
controls to prevent such improper use of public
p b tc funds. If Weld County determines that Contractor is in violation
of this provision, Weld County may exercise any remedy available at law or equity or under this Agreement,
including, without limitation, immediate termination of the Agreement and any remedy consistent with Federal
copyright laws or applicable licensing restrictions.
12. INSURANCE REQUIREMENTS
Insurance and Indemnification. Bidder must secure, at or before the time of execution of any agreement
or commencement of any work, the following insurance covering all operations,goods or services provided
pursuant to this request.Bidders shall keep the required insurance coverage in force at all times during the
term of the Agreement,or any extension thereof, during any warranty period, and for three (3) years after
termination of the Agreement. The required insurance shall be underwritten by an insurer licensed to do
business in Colorado and rated by A.M. Best Company as "A"VIII or better. Each policy shall contain a
valid provision or endorsement stating"Should any of the above-described policies by canceled or should any
coverage be reduced before the expiration date thereof;the issuing company shall send written notice to the
Weld County Director of General Services by certified mail, return receipt requested. Such written notice
shall be sent thirty(30)days prior to such cancellation or reduction unless due to non-payment of premiums for
which notice shall be sent ten(10)days prior. If any policy is in excess of a deductible or self-insured
retention, County must be notified by the Bidder. Bidder shall be responsible for the payment of any
deductible or self-insured retention. County reserves the right to require Bidder to provide a bond, at no
cost to County, in the amount of the deductible or self-insured retention to guarantee payment of claims.
The insurance coverage's specified in this Agreement are the minimum requirements, and these requirements
do not decrease or limit the liability of Professional. The County in no way warrants that the minimum
limits contained herein are sufficient to protect them from liabilities that might arise out of the performance
of the work under this Contract by the Bidder,its agents, representatives, employees, or subcontractors. The
Bidder shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or
broader coverages. The Bidder is not relieved of any liability or other obligations assumed or pursuant to
the Contract by reason of its failure to obtain or maintain insurance in sufficient amounts,duration, or types.
The Bidder shall maintain, at its own expense, any additional kinds or amounts of insurance that it may deem
necessary to cover its obligations and liabilities under this Agreement. Any modification to these
requirements must be made in writing by Weld County.
The Bidder stipulates that it has met the insurance requirements identified herein. The Bidder shall be
responsible for the professional quality, technical accuracy,and quantity of all services provided,the timely
delivery of said services, and the coordination of all services rendered by the Bidder and shall, without
additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies.
Types of Insurance: The Bidder shall obtain,and maintain at all times during the term of any Agreement,
insurance in the following kinds and amounts:
Workers'Compensation Insurance as required by state statute,and Employer's Liability Insurance
covering all of the Bidder's employees acting within the course and scope of their employment.
Policy shall contain a waiver of subrogation against the County. This requirement shall not apply
when a Bidder or subcontractor is exempt under Colorado Workers' Compensation Act., AND when
such Bidder or subcontractor executes the appropriate sole proprietor waiver form.
Minimum Limits:
Coverage A (Workers' Compensation) Statutory
Coverage B (Employers Liability) $ 100.000
$ 100,000
$ 500.000
Commercial General Liability Insurance shall include bodily injury,property damage,and liability
assumed under the contract.
$1,000,000 each occurrence;
$1,000,000 general aggregate;
$1,000,000 products and completed operations aggregate;
$1,000,000 Personal Advertising injury
Professional Liability(Errors and Omissions Liability)
The policy shall cover professional misconduct or lack of ordinary skill for those positions defined in
the Scope of Services of this contract. Bidder shall maintain limits for all claims covering wrongful
acts, errors and/or omissions,including design errors, if applicable, for damage sustained by reason of
or in the course of operations under this Contract resulting from professional services. In the event
that the professional liability insurance required by this Contract is written on a claims-made basis,
Bidder warrants that any retroactive date under the policy shall precede the effective date of this
Contract; and that either continuous coverage will be maintained or an extended discovery period will
be exercised for a period of two(2)years beginning at the time work under this Contract is completed.
Minimum Limits:
Per Loss $ 1,000,000
Aggregate $ 2,000,000
Bidders shall secure and deliver to the County at or before the time of execution of this Agreement,
and shall keep in force at all times during the term of the Agreement as the same may be extended
as herein provided, a commercial general liability insurance policy, including public liability and
property damage, in form and company acceptable to and approved by said Administrator,covering all
operations hereunder set forth in the related Bid or Request for Proposal.
The insurance shall provide coverage for the following risks
a. Liability arising from theft, dissemination and/or use of confidential information(a defined
term including but not limited to bank account, credit card account, personal information such
as name, address, social security numbers, etc. information) stored or transmitted in electronic
form
b. Network Security Liability arising from the unauthorized access to, use of or tampering with
computer systems including hacker attacks, inability of an authorized third party, to gain access
to your services including denial of service, unless caused by a mechanical or electrical failure
c. Liability arising from the introduction of a computer virus into. or otherwise causing damage
to, a customer's or third person's computer,computer system, network or similar computer
related property and the data, software, and programs thereon.
Proof of Insurance: County reserves the right to require the Bidder to provide a certificate of insurance,
a policy, or other proof of insurance as required by the County's Risk Administrator in his sole
discretion.
Additional Insureds: For general liability, excess/umbrella liability, pollution legal liability, liquor
liability, and inland marine, Bidder's insurer shall name County as an additional insured.
Waiver of Subrogation: For all coverages, Bidder's insurer shall waive subrogation rights against
County.
Subcontractors: All subcontractors, independent Bidders, sub-vendors, suppliers or other entities
providing goods or services required by this Agreement shall be subject to all ofthe requirements herein
and shall procure and maintain the same coverage's required of Bidder Bidder shall include all such
subcontractors, independent Bidders, sub-vendors suppliers or other entities as insureds under its policies
or shall ensure that all subcontractors maintain the required coverages. Bidder agrees to provide proof
of insurance for all such subcontractors, independent Bidders,sub-vendors suppliers or other entities
upon request by the County.
IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first stated above.
NAME OF CONTRACTOR
J W Matlock / t; ail 1 Z 5 /y
By: NAME OF PERSON SIGNING GC,A A/
Q, ARV..,..
Service Manager Q
POSITION OF PERSON SIGNING = #t
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EXp0 1" Q
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ATTEST: ;�y� BOARD OF COUNTY COMMISSIONERS °''/4,,,°F,,,tw"+°
Weld Co ty Clerk to the :o. +R �ys�
BY:
LD COUNTY, COLORADO
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De. ty Clerk to the B A- --� r��
� . +uglas • :.emacher, .ir DEC 0 12014
APPROVED AS TO FUNDIN :D AS TO 'LANCE:
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Controller �t ormation Officer
APPROVED AS TO FORM: Director Director of General Services
County Attorney
0?0/4- 37/(0
BIS
Exhibit 'A'
Service Level Agreement (SLA)
For WELD COUNTY DA
By
BIS
STANDARD MAINTENANCE AGREEMENT (No.00011061)
1
BIS
Table of Contents
MAINTENANCE AGREEMENT 1
1. STAKEHOLDERS 3
2. AGREEMENT OVERVIEW 3
3. GOALS & OBJECTIVES 3
4. SERVICE AGREEMENT 3
4.1. SERVICE SCOPE 4
0.1.1. HARDWARE SUPPORT (STANDARD) 4
4.1.2. HARDWARE SUPPORT (PLATINUM) 5
4.1.3. SOFTWARE SUPPORT(STANDARD) 5
4.1.4. SOFTWARE SUPPORT (PLATINUM) 6
4.2. CLIENT REQUIREMENTS 7
4.3. SERVICE PROVIDER REQUIREMENTS 7
4.4. SERVICE ASSUMPTIONS 7
5. SERVICE MANAGEMENT 7
5.1. SERVICE REQUESTS 7
5.2. SERVICE AVAILABILITY B
5.2.1. TELEPHONE AND WEB-BASED SUPPORT B
5.2.2. EMAIL SUPPORT 8
5.2.3. ONSITE SUPPORT _.9
6. EXHIBITS 10
6.1. SIGNATURES Error!Bookmark not defined.
6.2. COMPONENT PRICING ___. ._. _. .._ .._ _... 10
2
BIS
•
I. STAKEHOLDERS
The following Service Provider(s)and Gient(s)will be used as the basis of the Agreement and represent the
primary stakeholders associated with this SLA:
IT Service Provider(s):BIS("Provider")
IT Client(s):WELD COUNTY DA("Client")
2 A( KL[ML N I (lvi RVII A •
This Agreement represents a Service Level Agreement("SLA"or"Agreement")between WELD COUNTY DA and BIS
for the provisioning of IT services required to support and sustain The Components
This Agreement remains valid until the expiration date referenced below and may be automatically renewed under
the same terms for future renewal periods.
This Agreement outlines the parameters of all support services covered as they are mutually understood by the
client.
The supported components pertaining to this agreement are listed in Section 6—Components and Pricing.
3. GOALS & UBil( TIVES
• The purpose of this Agreement is to ensure that the proper elements and commitments are in place to provide
• consistent service and support to the Client(s)by the Service Provider(s).
The goal of this Agreement is to obtain mutual agreement for service provision between the Service Provider(s)
and Client(s).
The objectives of this Agreement are to:
• Provide clear reference to service ownership,accountability,roles and/or responsibilities.
• Present a clear,concise and measurable description of service provision to the client.
• Match perceptions of expected service provision with actual service support&delivery.
4. SERVICE AGREEMENT
3
BIS
The following detailed service parameters are the responsibility of the Service Provider in the ongoing support of
this Agreement.
4.1. SERVICE SCOPE
The following Services are covered by this Agreement;
0.1.1. HARDWARE SUPPORT(STANDARD)
• Manned telephone support
o The BIS Help Desk will field service requests from the client and assist the client until
resolution.
• Monitored email support
• o BIS will communicate with client via e-mail while a service request remains open.
Email content will be applied and documented as it relates to the service request.
• Driver support
o BIS will provide support for drivers that are certified and supported by the
manufacturers. BIS will also support Software VRS for scanners that ship with OEM
copies for scanners that are listed in Section 6-Components.
• On-site support
o If on-site support is required,BIS will dispatch a technician for on-site repair. On-site
support is available for clients within a 200 mile radius of Oklahoma City-OK,Tulsa-OK,
Birmingham,AL and Dallas-TX.
• Depot Support
o Depot support is available for clients outside a 200 mile radius of Oklahoma City-OK,
Birmingham,AL Tulsa-OK and Dallas-TX.
o Client ships equipment to nearest 815 facility for repair using BIS supplied shipping
label
o BIS begins repair on day of arrival
o Parts may be required which will be ordered UPS Red(overnight)and replaced the day
they arrive
o Equipment will be shipped to client once repair is complete
• Parts
o Scanner parts such as gears,belts,boards covers,etc...are covered
o Consumables items are excluded:Toner,Ink,User Replaceable Rollers,Bulbs,Glass
Parts)
• Preventative Maintenance
o Client is eligible for Preventative Maintenance. Clients may place service request for
Preventative Maintenance not to exceed two times per renewal period per device.
• Remote Assistance
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o BIS may need to utilize the following tools to connect to client remotely: WebEx,
MeetMeNow,Weblnteractive,Bomgar,Remote Desktop,VPN,etc..where available.
• Driver Updates
o Manufacturer supplied driver updates provided upon request. VRS upgrades will not
be included under this agreement unless VRS Licensing resides on the Kofax Capture
License Server. Kofax VRS Fix patches and updates can be provided.
• Exclusions
o Abused equipment may not be eligible for support under this agreement. BIS will
notify client if required services are billable.
o Equipment that is damaged due to natural causes(fire,water,tornado,etc....)may not
be eligible for support under this agreement. BIS will notify client if required services
are billable prior to any services being rendered.
4.1.2. HARDWARE SUPPORT(PLATINUM)
Includes Hardware Support(Standard)plus the following enhancements:
• Rapid Exchange
o In the event parts are on backorder or the equipment has been down for a significant
amount of time,BIS will provide a temporary comparable piece of equipment while
the client's equipment is being repaired.
• 24x7Support
• Consumables
o Consumable items such as User Replaceable Rollers,Bulbs and Glass Parts are
included. Toner and Ink are excluded.
• Scheduled and Monitored Preventative Maintenance
o Client may request to establish the frequency for performing routine preventative
maintenance not to exceed four(4)visits per renewal period per machine(unless
otherwise noted).
4.1.3. SOFTWARE SUPPORT (STANDARD)
• Manned telephone support
o The BIS Help Desk will field service requests from the client and assist the client until
resolution.
• Monitored email support
c BIS will communicate with client via e-mail while a service requests remains open.
Email content will be applied and documented as it relates to the service request.
• Remote Assistance
c BIS may use the following tools to connect to client remotely: WebEx,MeetMeNow,
Webinteractive,Bomgar,Remote Desktop,VPN,etc..,where available
• Software Updates
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o Manufacturer supplied software patches and updates are provided upon request
where applicable. It is the client's responsibility to apply client patches to a mass
number of client workstations.
• Exclusions
o Applying software updates and upgrades require Professional Services which are not
included in this agreement. Professional Services days can be purchased.
o Change requests to the client's environment may not be included(ie.New/Modify
Kofax Batch Classes,KTM Process,New/Modify AX Applications,New/Modify
Workflows). BIS will notify client if required services are billable prior to any services
being rendered.
4.1.4. SOFTWARE SUPPORT(PLATINUM)
Includes Software Support(Standard)plus the following enhancements:
• Priority Queue Placement
o Platinum clients receive the highest priority
o Escalation will occur when resolution is not applied in a timely manner.
• On-site Support
o If it is deemed necessary for BIS to be on-site,BIS will dispatch a technician.
• 24 x 7 Remote Support
• Environment Modifications
o Requests for minor modifications such as creating new or modifying Kofax Batch
Classes,new or modifying AX Applications,etc....will be evaluated. BIS will assess
each request and determine the level of effort to complete the objective. At its
discretion,BIS may provide Professional Services at no additional cost for being a
Platinum level client If the necessary work to be performed is expected to be minimal.
• Assigned Team Member(s)
o Platinum clients are eligible to obtain assistance from a Professional Services
Technician through the Help Desk. If the service matter requires the attention of a
Professional Services Technician that has been involved in the client's prior PS
engagement(s),the BIS Help Desk will engage the PS Technician for backup support,
which in many cases results in quicker resolution times.
• Secure Virtual Private Network(VPN)
o 815 offers to establish a Secure VPN connection tunnel for the purpose of providing
remote support. This service may be advantageous in the event a client's
representative is not always readily available to assist the B15 Help Desk staff with
problem resolution.
• Secure File Transfer Protocol(SFTP)
o BIS will establish a SFTP site for the transfer of secure and confidential data.
• MAX Sentinel
o Only Platinum clients are eligible for this service.
a MAX Sentinel provides a copy of client's data at BIS'facility.
o Data may include Content Management files(ie.ApplicationXtender's'.bin files)
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o Data may include SQL Database files
o Client must have the MAX Sentinel integrated at its facility which is configured to
communicate securely with BIS'instance of MAX Sentinel. Copies will be scheduled
according to negotiated schedule.
o MAX Sentinel requires a one-time setup fee
o MAX Sentinel storage fees may apply.
4.2. CLIENT REQUIREMENTS
Client responsibilities and/or requirements in support of this Agreement include:
• Payment for all support costs at the agreed interval. Expired maintenance dues may result in denial
of service and potential reinstatement fees applied by the manufacturers and/or BIS.
• Reasonable availability of Client representative(s)when resolving a service related incident or
request.
• Access to equipment or PC requiring service.
4.3. SERVICE PROVIDER REQUIREMENTS
Service Provider responsibilities and/or requirements in support of this Agreement include:
• Meeting response times associated with service requests.
• Appropriate notification to Client for all scheduled maintenance.
• Service history will be collected and available upon request
4.4. SERVICE ASSUMPTIONS
Assumptions related to in-scope services and/or components Include:
• Changes to services will be communicated and documented to all stakeholders.
• Non-supported versions may require Extended Support in order to obtain manufacturer support.
5. SERVICE MANAGEMENT
Effective support of in-scope services is a result of maintaining consistent service levels.The following sections
provide relevant details on service availability,monitoring of in-scope services and related components.
5.1. SERVICE REQUESTS
In support of services outlined in this Agreement,the Service Provider will respond to service related incidents
and/or requests submitted by the Client within the following time frames:
• Leve: 1—Immediate to 20 Min
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Remote assistance will be provided in-line with the above timescales dependent on the priority of the support
request.
5.2. SERVICE AVAILABILITY
Coverage parameters specific to the service(s)covered in this Agreement are as follows:
5.2.1. TELEPHONE AND WEB-BASED SUPPORT
• Standard
o Software Issues-7:00 A.M.to 7:00 P.M.CST Monday-Friday
o Hardware Issues-8:00 A.M.to 5:00 P.M CST Monday-Friday
• Platinum
o Software Issues-24 x 7—Service requests placed outside of normal business hours will be
relayed to a call center where client's contact information will be gathered and relayed to an on
call after hours support technician. It is imperative to use the following number for After Hours
Support(888)408-5668 or(405)507-7006. The on-call support technician will respond shortly
after receiving the service request.
o Hardware Issues 24 x 7—Service requests placed outside of normal business hours will be
relayed to a call center where client's contact information will be gathered and relayed to an on-
call after hours support technician. The on-call support technician will respond shortly after
receiving the service request. 24 x 7 only applies to critical issues affecting Production
environments.
5.2.2. EMAIL SUPPORT
• Monitored 7:00 A.M. to 7:00 P.M.CST Monday-Friday
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• Emails received outside of office hours will be collected and responded to at the earliest availability.
5.2.3. ONSITE SUPPORT
• Standard
o Software Issues-Onsite support for software resolution is only available to Platinum clients.
o Hardware Issues-8:00 A.M.to 5:00 P.M CST Monday-Friday. Hardware support will be
performed on-site for dients within a 200 mile radius from our Oklahoma City-OK,Tulsa-OK,
Birmingham,AL and Dallas-TX office locations. Clients outside this radius may receive"Depot".
Depot support is defined as the client will ship the defective equipment to one of BIS'facilities
for repair. BIS will repair the equipment the same day received(unless parts are backordered)
and ship the scanner back to the client.
• Platinum
•
•
o Software Issues-8:00 A.M.to 5:00 P.M CST Monday-Friday
o Hardware Issues—24 x 7. Hardware support will be performed on-site for clients within a 200
mile radius from our Oklahoma City-OK,Tulsa-OK,Birmingham,AL and Dallas-TX office locations.
Clients outside this radius may receive"Depot". Depot support is defined as the client will ship
the defective equipment to one of BIS'facilities for repair. BIS will repair the equipment the
same day received (unless parts are backordered) and ship the scanner back to the client. If
there is an anticipated delay due to parts availability, B15 will locate a comparable piece of
equipment for the client to use while the clients scanner is being repaired. 24 x 7 only applies to
critical issues affecting Production environments.
Services performed outside the terms of this agreement will be billed at a rate of$1,480.00 a day plus parts.
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6 LXFIIRITS
6.1. COMPONENT PRICING
System Maintenance Fees: Contract Period: 1/1/2015 to 12/31/2015
For services rendered under this Agreement,Licensee agrees to pay BIS:$14,003.06 for Annual Software Support.
Primary Applkation Software:
Description Service Level Serial Number Price
APPLICATIONXTENDER SERVER-10 CC USER Standard $4,050.00
DISKXTENDER FOR WINDOWS 2TB CP Standard $1,700.79
APPLICATIONXTENDER SERVER-3 CC USER Standard $1,494.00
DISKXTENDER FOR WINDOWS FILE SYSTEM MGR
SERVER Standard
$1,196.79
APPXTENDER WORKFLOW MANAGER-5 CC USER
PACK _ Standard $990.00
APPXTENDER WORKFLOW MANAGER-5 CC USER
PACK Standard
$990.00
APPXTENDER PROINDEX FULL TEXT SERVER Standard $540.00
APPLICATIONXTENDER SERVER-1 CC USER Standard $539.82
APPLICATIONXTENDER SERVER-1 CC USER Standard $539.82
APPLICATIONXTENDER SERVER-1 CC USER Standard $539.82
APPXTENDER WORKFLOW MANAGER-FORMS Standard $450.00
APPXTENDER WORKFLOW MANAGER SERVER Standard $450.00
APPLICATIONXTENDER IMAGE CAPTURE SERVER
(3) Standard $270.00 _
PEGASUS SCANFIX FOR APPLICATIONXTENDER
(14) Standard $189.00
APPXTENDER PROINDEX FULL TEXT Standard $36.00
IPEGASUS SCANFIX FOR APPLICATIONXTENDER Standard $13.51 _
PEGASUS SCANFIX FOR APPLICATIONXTENDER Standard I $13.51
DISKXTENDER FOR WINDOWS FILE SYS MGR Standard $0.00
NO CHARGE EROOM CLIENT FOR AX CHANNEL
(10) Standard 1 $0.00
NO CHARGE EROOM SERVER MS SQL FOR AX CHA Standard $0.00
TOTAL ANNUAL MAINTENANCE:$14,003.06
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