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HomeMy WebLinkAboutbocc.con.285.2015 7/2015 kjm fjTKIN Pitkin County COUNTI[ Contract Cover Sheet Please complete the Contract Cover Sheet when the contract is completed and signed by Contractor and Pitkin County Project Manager. Return all Contract Cover Sheets and Contracts/Change Orders/Amendments to Procurement (procurement help( pitkincounty.com).Any contracts$50,000 and over will be routed for signatures to County Manager and Attorney's Office(if required)by Procurement&Contracts Manager. Contract Information Contract Number 285-2015 Project Name AAAE IET Maintenance Contractor American Association of Airport Executives Budget Line Item 404.66.00000.82803 Additional Budget Line Item(s) Click here to enter text. and special notes to Finance Contract Start Date 1/1/2016 Contract End Date 12/31/2016 Automatic Renewal Yes ❑ No►Z� If Construction: Retainage Click here to enter text. If this is a new contractor,please request they complete and submit to Finance a W-9 Form. Contact Information: Department Airport Project Manager Garrett Seddon Project Manager 970-429-1887 Phone Provide a brief description of the contract: The AAAE Interactive Employee Training maintenance contract is to maintain and update the system to ensure compliance with the Airport Security Program and FAA Part 139 standards. Contract Value Summary: Contract Amount $22,200.00 This Change order/Amendment amount(if applicable) New Contract Total $22,200.00 Procurement Method: None ❑ Informal Formal ❑ Sole Source ►1 Emergency 0 Contract Renewal 0 Contract Type: Services/Maintenance ® Construction 0 Goods,Equipment, Supplies ❑ Change Order/Amendment 0 Other,please explain 0 Click here to enter text. NOTE: CLERKS OFFICE WILL KEEP ORIGINAL DOCUMENTS IN COMPLIANCE WITH COLORADO STATE ARCHIVES RETAINAGE SCHEDULE.ALL ATTACHMENTS MUST BE WITH THIS CHECKLIST. Contract#285-2015 - Rev 3.25.11 jaa Budget Line Item#404.66.00000.82803 PITKIN COUNTY • SOLE SOURCE PROCUREMENT JUSTIFICATION REQUEST TO: Jon Peacock,County Manager DATE: 12/2/2015 • FROM: Garrett Seddon Proposed Contractor:American Association of Airport Executives(AAAE) Product/Service:Interactive Electronic Training Maintenance . Estimate expenditure for the above construction service: $22,200 annually This form is required,and is to aid you,in documenting your Sole Source request. Complete all portions of this form. This purchase is clearly and legitimately limited to a Single or Sole Source.(Examples: original manufacturer,no regional distributor,standardization etc): . The Interactive Electronic Training(IET)system contains proprietary hardware and software owned by American Association of Airport Executives(AAAE)and AAAE is the only provider of system maintenance service for the product.The Airport has made a substantial investment the system and in the training modules that the system provides access to.IET is integrated into the Airport's security program and required by the .Department of Homeland Security for regulatory compliance: • • The undersigned requests that Pitkin County waive other procurement requirements and recognize this, transaction as a sole source e• -ption o the Pitkin County Procu•:nrent Code. / 2 /7 /5 - Department Head Date Sectron Iead ' / Date Approved `i Denied Reason for Denial: /!!' - - -)Ogzr on P.eac•c c, ounty Manager . Date Note: Every effort should be made to Obtain a written contract when otherwise required under County procedures. When a contract is obtained,complete the Clerk's check list and send the original signed contract with coversheet to clerk's office for archiving. • 1 Contract#285-2015 Budget Line Item#404.66.00000.82803 ‘p 0 111 Ili II N CoLI rT ( . ),,.( • ,.,) CONTRACT FOR PROVISION OF SERVICES AAAE IET Maintenance THIS CONTRACT is made and entered by and between the Pitkin County Board of County Commissioners("County")and American Association of Airport Executives(hereinafter"Contractor"). 1. Term. The term of this contract is from January 151,2016 to December 3151, 2016. 2. Contractor's Obligations. Contractor shall provide services detailed in the attached Exhibit A as Service Level 3 for 6 Contracted Systems. 3. Compensation and Expenses, Invoicing, Payment and Offset. The County shall compensate Contractor for its services in accordance with the Project Budget and Schedule set out in Paragraph 2. It is expressly understood and agreed that in no event will the total compensation and reimbursement to be paid hereunder exceed the sum of$22,200 for all services rendered. By contract or amendment, the County and Contractor may reallocate the budget among project tasks if the total budget amount remains unchanged. Contractor shall invoice for the project monthly based on hours worked, with payment expected within thirty(30) days of invoice, but any payment by the County may be offset by any amount the Contractor owes the County for any reason. 4. County's Exclusive Ownership of Work Product. Drawings, specifications, guidelines and other documents prepared by Contractor in connection with this contract shall be the property of the County. However, Contractor shall have the right to utilize such documents in the course of its marketing, professional presentations, and for other business purposes. Contractor assigns to County the copyrights to all work prepared, developed, or created pursuant to this contract, including the right to: 1) reproduce the work; 2) prepare derivative works; 3) distribute copies to the public; 4) perform the works publicly; and 5) to display the work publicly. Contractor shall have right to use materials produced in the course of this contract for marketing purposes and professional presentations,articles,speeches and other business purposes. 5. Pitkin County's Obligations. Pitkin County shall administer this contract through a County Representative, Garrett Seddon will manage the project as the County's Representative. In the event that Garrett Seddon is not available, Dustin Havel shall assume the County Representative's duties. The services provided and products delivered by the Contractor under this contract will be subject to review by the County's Representatives, or a designee, for compliance with Contractor's obligations prior to final payment. 1 Contract#285-2015 Budget Line Item#404.66.00000.82803 6. Termination Prior to Expiration of Contract Term. The County has the right to terminate this contract, with or without cause, by giving written notice to the Contractor of such termination and specifying the effective date thereof. Such notice shall be given at least ten (10)days before the effective date of such termination. In such event all finished or unfinished documents, data, studies and reports prepared by the Contractor pursuant to this contract shall become the County's property. Contractor shall be entitled to receive compensation in accordance with the contract for any satisfactory work completed pursuant to the terms of this contract prior to the date of termination. Notwithstanding the above, Contractor shall not be relieved of liability to the County for damages sustained by the County by virtue of any breach of the contract by the Contractor. 7. Independent Contractor Status. A. The parties to this contract intend that the relationship between them contemplated by the contract is that of independent contractor. Contractor, and any agent, employee, or servant of Contractor shall not be deemed to be an employee,agent,or servant of Pitkin County. B. Contractor is not required to offer his services exclusively to Pitkin County under this contract. Contractor may choose to work for other individuals or entities during the term of this contract, provided that the basic services and deliverable products required under this contract are submitted in the manner and on the schedule defined under this contract. C. Contractor warrants that all work produced will conform to all applicable industry standard of care, skill and diligence in the performance of Contractor's obligations under this contract. D. Contractor shall not attempt to oversee or supervise the work or actions of any Pitkin County employee,servant or agent in the course of completing work under this contract. E. Contractor is not entitled to any Workers' Compensation benefits through Pitkin County and is responsible for payment of any federal,state,FICA and other income taxes. 8 Assignability. This contract is not assignable by either party. Any use of subcontractors by the Contractor for performance of this contract must be accepted in writing by the County. 9. Binding Arbitration. Any disputes arising out of this contract shall be subject to binding arbitration. The parties agree that any disputes concerning the terms and conditions of this contract shall be submitted and finally settled by arbitration. Arbitration shall be conducted pursuant to the rules of the American Arbitration Association and shall be presided over by the Pitkin County Hearing Officer appointed to arbitrate Pitkin County contract disputes. Costs of the arbitration shall be awarded to the substantially prevailing party. 10. Severability. In the event that any provision of this contract shall be held to be invalid or unenforceable, the remaining provisions of this contract shall remain valid and binding upon the parties hereto. 11. Integration and Modification. A. This contract represents the entire and integrated contract between the County and the Contractor and supersedes all prior negotiations, representations, or contract, either written or oral. This contract may be amended only by written contract signed by both the County and the Contractor. 2 Contract#285-2015 Budget Line Item#404.66.00000.82803 B. The County may, from time to time, request changes in the scope of services of the Contractor to be performed hereunder. Such changes, including the increase or decrease in the amount of the Contractor's compensation, which are mutually agreed upon between the County and the Contractor,shall be in writing and upon execution shall become part of this contract. 12. Indemnity. A. The Contractor agrees to indemnify,hold harmless and,not excluding the County's right to participate, defend the County, its subsidiary,parent,associated and/or affiliated entities,successors, or assigns, its elected officials, trustees, employees, agents, volunteers, and any jurisdiction or agency issuing permits for any work included in the project, hereinafter referred to as indemnitee,from all suits and claims, including attorney's fees and cost of litigation, actions, loss, damage, expense, cost or claims of any character or any nature 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. It is agreed that the Contractor will be responsible for primary loss investigation, defense and judgment costs where this contract of indemnity applies. In consideration of the award of this contract, the Contractor agrees to waive all rights of subrogation against the County its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers for losses arising from the work performed by the Contractor for the County. B. The Contractor further shall investigate process, respond to,adjust, provide defense for and defend, pay or settle all claims, demands, or lawsuits related hereto at its sole expense and shall bear all other costs and expenses related thereto, even if the claim, demand or lawsuit is groundless, false or fraudulent. 13. Insurance. Contractor and subcontractors shall procure and maintain until all of their obligations have been discharged, including any warranty periods under this Contract are satisfied, insurance against claims for injury to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor,its agents,representatives, employees or subcontractors. The insurance requirements herein are minimum requirements for this Contract and in no way limit the indemnity covenants contained in this Contract. The County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the work under this Contract by the Contractor, its agents,representatives,employees,or subcontractors. The Contractor shall assess its own risks and if it deems appropriate and/or prudent,maintain higher limits and/or broader coverages. The Contractor 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. A. Coverage and Limits of Insurance. Contractor shall provide coverage with limits of liability not less than those stated below. An umbrella and/or excess liability policy may be used to 3 Contract#285-2015 Budget Line Item#404.66.00000.82803 meet the minimum liability requirements provided that the coverage is written on a"following form" basis. 1. Statutory Workers' Compensation: Colorado statutory minimums a. Policy shall contain a waiver of subrogation against the County. b. This requirement shall not apply when a contractor or subcontractor is exempt under Colorado Workers' Compensation Act.,AND when such contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A(Workers' Compensation) Statutory Coverage B(Employers Liability) $ 500,000 $ 500,000 $ 500,000 2. Commercial General Liability—ISO 1CG 0001 form or equivalent. (With County named as an additional insured) Minimum Limits: General Aggregate $ 2,000,000 Products/Completed Operations Aggregate $ 2,000,000 Each Occurrence Limit $ 1,000,000 Personal/Advertising Injury $ 1,000,000 Fire Damage(Any One Fire) $ 50,000 Medical Payments(Any One Person) $ 5,000 Coverage to include: • Premises and Operations • Explosions, Collapse and Underground Hazards • Personal/Advertising Injury • Products/Completed Operations • Liability assumed under an Insured Contract(including defense costs assumed under contract) • Independent Contractors • Designated Construction Projects(s)General Aggregate Limit,ISO CG 2503 (1997 Edition or equivalent) • Additional Insured—Owners,Lessees or Contractors Endorsement,ISO Form 2010 (2004 Edition or equivalent) • Additional Insured—Owners,Lessees or Contractors Endorsement,ISO CG 2037 (2004 Edition or equivalent) 4 Contract 0285-2015 Budget Line Item0404.66.00000.82803 • The policy shall be endorsed to include the following additional insured language on the Additional Insured Endorsements specified above: "County, its subsidiary,parent, associated and/or affiliated entities,successors,or assigns,its elected officials, trustees,employees,agents, and volunteers named as an additional insured with respect to liability and defense of suits arising out of the activities performed by,or on behalf of the Contractor, including completed operations". 3. Auto Liability: Bodily injury and property damage for any owned,hired,and non-owned vehicles used in the performance of this Contract. Minimum Limits: Bodily Injury/Property Damage(Each Accident) $ 1,000,000 4. Special Coverages(check as appropriate and insert amount): 0(1)Performance Bond $ 0(2)Professional Errors and Omissions 0(3)Aircraft Liability 0(4)Owner's Protective 0(5)Builder's Risk 0(6)Boiler and Machinery 0(7)Loss of Use Insurance 0(8)Pollution Liability ❑(9)Crime,including Employee Dishonesty Coverage,or Fidelity Bond B. Proof of Insurance: 1. Each insurance policy required by the insurance provisions of this Contract shall provide the required coverage and shall not be suspended,voided or canceled except after thirty(30)days prior written notice has been given to the County,except when cancellation is for non-payment of premium, then ten(10)days prior notice may be given. Such notice shall be sent directly to(County Representative's Name&Address). If the insurance carrier will not provide the required notice, the Consultant/Contractor and or its insurance broker shall notify the County of any cancellation,or reduction in coverage or limits of any insurance within seven(7)days of receipt of insurers' notification to that effect. Simultaneously with the Certificates of Insurance, the Contractor shall file with the Procurement Officer a certified statement as to claims pending against the required coverages, reserves established on account of such claims, defense costs expended and amounts remaining on policy limits. 2. In addition,these Certificates of Insurance shall contain the following clauses: a. The contractor's insurance shall be primary and non-contributory with any insurance or self insurance purchased by the County. b. The insurance companies issuing the policy or policies hereunder shall have no recourse against the County of Pitkin for payment of any premiums or for assessments under any form of policy. 5 Contract#285-2015 Budget Line Item#404.66.00000.82803 c. Any and all deductibles or self insured retentions in the above-described insurance policies shall be assumed by and be for the amount of,and at the sole expense of the Contractor. d. Location of operations shall be:"all operations and locations at which work for the referenced Project is being done." 3. Certificates of Insurance for all renewal policies shall be delivered to the County's Representative at least fifteen (15) days prior to a policy's expiration date except for any policy expiring on the expiration date of this contract or thereafter. 4. The County reserves the right to request and receive a copy of any policy and any policy endorsement at any time during the term of this contract. 14. Exemptions and Preferences. All purchases of construction or building or any other materials for this contract shall not include Federal Excise Taxes or Colorado State or local sales or use taxes. Pitkin County is exempt from such taxes under registration numbers 98-02624 and 84-78000-5K. 15. Records. The Contractor shall maintain comprehensive, complete and accurate books, records, and documents concerning its performance relating to this contract for a period of three(3)years after final payment under the contract and the County shall have the right within the three (3)year period to inspect and audit these books, records and documents, upon demand, in a reasonable manner and at reasonable times, for the purpose of determining, by accepted accounting and auditing standards, compliance with all provisions of the contract and applicable law. 16. Contract Made in Colorado.The parties agree that this contract was made in accordance with the laws of the State of Colorado and shall be so construed. Venue is agreed to be exclusively in the courts of Pitkin County,Colorado. 17. Attorney's Fees. In the event that legal action is necessary to enforce any of the provisions of this contract beyond the arbitration described in Paragraph 9, the substantially prevailing party shall be entitled to its costs and reasonable attorney's fees. 18. Governmental Immunity. Contractor agrees and understands that Pitkin County is relying on and does not waive, by any provision of this contract, the monetary limitations or terms (presently $150,000 per person and $600,000 per occurrence) or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, 24-10-101, et seq., C.R.S., as from time to time amended, or otherwise available to Pitkin County or any of its officers, agents or employees. Further, nothing in this contract shall be construed or interpreted to require or provide for indemnification of the Contractor by the County for any injury to any person or any property damage whatsoever which is caused by the negligence or other misconduct of the County or its agent or employees. 19. Current Year Obligations. The parties acknowledge and agree that any payments provided for hereunder or requirements for future appropriations shall constitute only currently budgeted 6 Contract 0285-2015 Budget Line Item11404.66.00000.82803 expenditures of Pitkin County. Pitkin County's obligations under this contract are subject to Pitkin County's annual right to budget and appropriate the sums necessary to provide the services set forth herein. No provisions of the contract shall constitute a mandatory charge or requirement in any ensuing fiscal year beyond the then current fiscal year of Pitkin County. No provision of the contract shall be construed or interpreted as creating a multiple-fiscal year direct or indirect debt or other financial obligation of Pitkin County within the meaning of any constitutional or statutory debt limitation. This contract shall not directly or indirectly obligate Pitkin County to make any payments beyond those appropriated for Pitkin County's then current fiscal year. No provisions of this contract shall be construed to pledge or create a lien on any class or source of Pitkin County's moneys, nor shall any provision of this contract restrict the future issuance of Pitkin County's bonds or any obligations payable from any class or source of Pitkin County's money. 20. CONFLICT.If conflict exists between Contract and Exhibit A, the Contract will prevail. 21. Notice. Any written notice required by this contract shall be deemed delivered through any of the following: (1) hand delivery to the person at the address below; (2) delivery by facsimile with confirmation of receipt to the fax number below; or(3)within three(3) days of being sent certified first class mail,postage prepaid, return receipt requested addressed as follows: A. To Pitkin County with copies to: Dustin Havel Pitkin County Attorney's Office 0233 E.Airport Rd.Ste A 530 E. Main Street,#302 Aspen,Colorado 81611 Aspen, Colorado 81611 Fax(970)920-5378 Fax: (970)920-5198 B. To Contractor: Sergio Gonzales American Association of Airport Executives 601 Madison St.Ste.400 Alexandria,VA 22314 21. Public Contracts for Services and Public Contracts with Natural Persons. In conformance with the provisions of C.R.S. § 8-17.5-101 and 102,as amended and C.R.S. §24-76.5-101,as amended PUBLIC CONTRACTS FOR SERVICES. CRS §8-17.5-101. [Not Applicable to agreements relating to the offer,issuance,or sale of securities, investment advisory services or fund management services,sponsored projects, intergovernmental agreements,or information technology services or products and services] Contractor certifies,warrants, and agrees that it does not knowingly employ or contract with an illegal alien who will perform work under this contract and will confirm the employment eligibility of all employees who are newly hired for employment in the United States to perform work under this contract, through participation in the E-Verify Program or the Department program established pursuant to CRS §8-17.5-102(5)(c),Contractor shall not knowingly employ or contract with an illegal alien to perform work under this contract or enter into a 7 Contract#285-2015 Budget Line Item#404.66.00000.82803 contract with a subcontractor that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this contract. Contractor (a)shall not use E-Verify Program or Department program procedures to undertake pre-employment screening of job applicants while this contract is being performed, (b)shall notify the subcontractor and the contracting State agency within three days if Contractor has actual knowledge that a subcontractor is employing or contracting with an illegal alien for work under this contract, (c)shall terminate the subcontract if a subcontractor does not stop employing or contracting with the illegal alien within three days of receiving the notice,and (d) shall comply with reasonable requests made in the course of an investigation,undertaken pursuant to CRS §8-17.5-102(5), by the Colorado Department of Labor and Employment. If Contractor participates in the Department program, Contractor shall deliver to the contracting State agency,Institution of Higher Education or political subdivision a written, notarized affirmation, affirming that Contractor has examined the legal work status of such employee,and shall comply with all of the other requirements of the Department program. If Contractor fails to comply with any requirement of this provision or CRS §8-17.5-101 et seq., the contracting State agency, institution of higher education or political subdivision may terminate this contract for breach and, if so terminated,Contractor shall be liable for damages. PUBLIC CONTRACTS WITH NATURAL PERSONS. CRS §24-76.5-101.Contractor, if a natural person eighteen(18)years of age or older, hereby swears and affirms under penalty of perjury that he or she(a)is a citizen or otherwise lawfully present in the United States pursuant to federal law,(b) shall comply with the provisions of CRS §24-76.5-101 et seq.,and(c)has produced one form of identification required by CRS §24-76.5-103 prior to the effective date of this contract. IN WITNESS WHEREOF, the parties have executed this contract as of the date first set out herein above. CONTRACTOR: By: (iK Title 5.e)4 or i l? /uP/t-5— Date PITKIN COUNTY,COLORADO: By: izl�� /15 Date 8 Contract#285-2015 Budget Line Itemii404.66.00000.82803 Exhibit A \ �,,I AMI: RrCAN ASSOCIATION ,, I',1 Or AIRPORT .l;xncuTivxs AAA E I)¢i.ivgKS SKKvic:r. INNOVATION. 118SN1.[3. October 5,2015 ASE-Aspen-Pitkin County Airport Mr. David Songayllo,C.M.ACE 0233 E.Airport Rd. Aspen,CO 81611 Re:I ET Learning Suite-Service Descriptions,Terms and Conditions Introduction The American Association of Airport Executives (AAAE) is the largest professional organization for airport executives in the world,serving thousands of airport QFSTPOOFM at public-use airports across the country. Incorporated in 1928,AAAE is now one of the largest and most influential associations in Washington and is recognized as the training and technology resource expert for the airport industry.Airport training is a unique market niche and AAAE leads the way in providing innovative solutions and ever-improving products and services AAAI is a 50106 corporation. I he association employs over/U tull time stall and 3 part-hole_ f members. The address of AAAE's Corporate Headquarters is: 601 Madison Street, Alexandna,Virginia,22314; I elephone:((03)614-05UU;Fax:(/U3)829-1395. I IN:51 UU94939. TheAssociation's Dunn and Bradstreet number is 06-869-7523.Our overall financial credit rating is ER4. Respondent Contact Information and Signatory: ASE-Aspen-Pitkin County Airport may address questions or an issue regarding this proposal to: •&54VQQP5U5FBNAAAE,601 Madison Street,Alexandria,VA22314 Email:'&51.-1EFTL@aaae.org;Telephone.(703)797-2555 OQUJPO 2 I'u� IIAx1aAV 0uu.unu. I tolA1JI,i.%uv STRLI.I I Al.r,NANORIA. VA 11311 rulNI: 7o,.514.0l0.i I rAx: 7OJ. 10.I)91 I ww.AA..e.oxc 9 Contract#285-2015 Budget Line Item#404.66.00000.82803 AMt ittc,\ N ASSOCIATION r._vi, t. O17 AIRPORT Eti1:Ctl rtvr. s ARAE Di ller_u+ i/uvlu. INNU .%1 ION. RES1iLTF. Sole Provider The Interactive Employee Training(IET)system is patented technologydeveloped by AAAE.On July 8,2003,the United States Patent Office axarjejAAAE a patent for the computer-based interactive employee training system. The patent number is:US 6.589.05582_ A Canadian Patent was awarded on May 22,2007. The Canadian patent number is:2,437,677. Asa result,AAAE is the sole provider of the IET software!hardware/systemiservice program. IET software updates are developed,issued and installed only by AAAE. The use of other hardware or oulsicle service nr maintenance providers may void the I ETwarranty. Service Program Cost The cost of the IET system annual service plan is included in the initial cost. The cost for subsequent years are based on actual market rates and offered in several service levels to meet the specific needs of the airport. Please see the attached IET Service Level comparison chart to decide which level best works for your airport. Thank you for the privilege of serving your airport. Sincerely, `&5 4VQQPSU 5FBN Tilt. Iii Ay 1k ii(.lN1. I Ani VAdl+1o. $1NLLTIVA ALI%,aunt... 12}1.1 1.11(011:' 74).$14.65•>.1 11'AR: 701A16.1h.5 I 414'w.A\A1.11144 10 Contract 11285-2015 Budget Line Itemti404.66.00000.82803 Service Level Comparison Chart Airport: ASE-Aspen-Pitkin County Airport ET Service Level Co Comp 1, 4 ir1�i r�,r„ r I.rvrl1 Level2 Level 1 Service Allowance- A tl�lk(ti,�r L ,e Package Pack aor"° monetary ailavant:elhalcan sAh1-SKI EST be used for such services as h1-F Phone Support hardware epau/replacement Database Support that Is not covered under the — — — manufacturer's ivartarity, Help Desk Ticketing System vtd000rInteractive caurso Automated Hardware changes,nowcourso Monitoring produCUon,etc. See the Live Online Tech Diagnostic pricing chart for the amount session that Is Included Inyou r System Updates and package. 1hcontracted Patches allowance expires 24 Live Online Remote Tech p}oiafterthe contract Support inception,if not used. Interactive Course Changes ($15,000 Max) Onsite System Service Annually Train the Trainer(Annually) Custom Content/Video Changes senriceAllowance S1500 Total Allowance Per Workstation (Level 3Only) Per Workstation $1,300 $2,200 $3,700 $9,000 Humber or Workstations 6 6 6 Total Cost $7,800 $13,200 $22,200 Service Period 1/1/16 12/31/16 11 Contract 11285-2015 Budget Line Item01404.66.00000.82803 Service Descriptions,Terms and Conditions SAM-SPM ET M-F PHONE SUPPORT Level 1—Includes technical telephone support between the hours of SAM&SPM EST Monday—Friday (except Federal holidays). Level 2—Same. Level 3—Same. DATABASESUPPORT Level 1—Includes complete maintenance of the database and 24/7 availability of all user data.AAAE ensures data integrity by using overlapping Internet service providers(I SPs),firewall protection for the on-site and remote servers and the daily back up of all data. Level 2—Same. Level 3—Same. HELP DESKTICKETING SYSTEM Level 1—AAAE Implements a help desk ticketing system to improve the quality of service, accountability,andcustomersatisfaction. Level 2—Same. Level 3—Same. AUTOMATED HARDWARE MONITORING Level 1—AAAE will provide daily,automated hardware monitoring of the hardware systems to verify basic system function and connectivity.Any irregularities will be reported to the designated IET training coordinator. Level2—Same. Level 3—Same. SYSTEM UPDATES&PATCHES Level 1—Includes all operating and video-quality system updates and patches developed by AAAE with telephone support for installation. Level 2—Includes all operating and video-quality system updates and patches developed by AAAE with onsite Installation(included as part of the Level2/Level 3 maintenance visits). Level 3—Same as Level 2. LIVE ONLJNE TECH DIAGNOSTIC SESSION Level 1—This service allows an in-house technician to remotely take control of a system,following physical authorization on the user end(for security purposes).The tech remotely can diagnose Issues. Level 2—Same as Level 1 Level 3—Same as Level 1 LIVE ONLINE TECH REMOTE SUPPORT Level 1—Not eligible Level 2—This service allows an in-house technician to remotely take control of a system,following physical authorization on the user end(forsecurity purposes).The tech remotely can diagnose issues,download and replace files,and in many cases have the system operational again without having to dispatch an onsite technician. Level 3—Same as Level 2. 12 Contract#285-2015 Budget Line Iter-0404.66.00000.82803 Service Descriptions,Terms and Conditions(continued) INTERACTIVE COURSE CHANGES(ExcludesVI DEO) Level 1—Includes periodic editing of test questions and other interactive modifications that can he accomplished in theAAAE studio/edit facilities.This package comes with a standard allowance of 1 hour of Tree labor per each contracted system(up to a maximum of 10 systems f 10Of,of labor).Each additional hour of labor over the maximum amount will be billed at a rate of$1501hour. Level 2—Same as Level 1 except the standard labor allowance included is 2 hours of free labor per contracted system(up to a maximum of 10 systems/20 las of labor). Level 3—Same as LEVEL 2 except any labor charges over the maximum amount will be billed against the remaining balance in the Level 3 maintenance allowance. ON-SITE MAINTENANCE VISIT YEARLY Level 1—Not eligible. Level2—Includes an annual on-site visit forpreventive maintenance services,plus on-site maintenance or technical meetings,as required. Level 3—Same as Level 2. TRAINTHE TRAINER Level 1—Not eligible. Level 2—Includes an annual on-site visit for the purpose of introducing our IET training system to new staff or to hold a Q&A session for staff that are familiar with IET.Our hands on approach will also be an opportunity for us to demonstrate any new tools or features of IET. Level 3—Same as Level 2. CUSTOM VIDEO CHANGES Level 1—Available at an hourly rate of$150. Level 2—Allows for periodic changes/additions to a custom orValue-Added video course that can be accomplished in the ARAE studio/edit facilities.This package comes standard with 2 hours of free labor per each contracted system(up to a maximum of 10 systems 120(LLS of labor).Each additional hour of labor over the maximum amount will be billed at a rate of S150lhour. Level 3—Same as LEVEL 2 except any labor charges overtire maximum amount will be billed against the remaining balance in the Level 3 maintenance allowance. SERVICE ALLOWANCE Level 1—Not eligible. Level 2—Not eligible. Level 3—Includes a monetary allowance that can be used for such services as hardware repair/replacement that isnot covered under the manufacturer',warranty,video or interactive course changes,new course production,etc.See the pricing chart for the amount that is Included in your package.The contracted allowance expires 24 months after the conlract inception if not used. VOIDING OF MAINTENANCE COVERAGE Any unauthorized changes,modifications,repairs or additions lo the computer hardware,course software, operating system or the system settings,without the prior consent of an authorized IET Maintenance technician,may void thesystem coverage under this agreement and any hardware warranties thatexist. 13 Contract#285-2015 Budget Line Itemi/404.66.00000.82803 ServiceAgreement Details 5ervicePeckege Start Date End Dale Service Level Allowance Annual Cost Amount Level3 1/1/16 12/31/16 $22,200 $9,000 The service descriptions,terms and conditions will depend on the service package selected using the Service Level Comparison Chart in page 5.The service package coverage isioralllicensed lETtraining systems. Upon the expiration of the Initial Term,this Agreement shall be renewed automatically for successive Renewal Terms equivalent in duration of one(1)month or one(1)year unless terminated by either Party by providing one(1)month written notice of its intention not to renew this Agreement prior to the end of the Initial Term or any current RenewalTerm. Approved and accepted: ASE-Aspen-Pitkin County Airport American Association of Airport Executives Signature: Signature: Print Name: Print Name: -?/4-,--1"/ r�1- 'A ✓ Title: Title: j-e - i of\J(7 Dale: Date /9-- Please sign above and return executed copy to:AAAE,attn '&54VQQPSUSFBN 601 Madison Street,Alexandria VA 22314oremail to:':;5)FhMQEFTL!BBBF-PSH Statement of Confidentiality:All rights reserved.This document is intended for certain subject Airport employees ONLY.No part of this document may be reproduced,stored in,or introduced into a database or retrieval system,or transmitted,in any form or by any means,(electronic,mechanical,photocopying,recording,or otherwise)without the prior written permission of AAAE.AAAE reserves all rights In the confidential information and intellectual property contained in this document.This document contains information relating to a potential business,commercial,financial and technical relationship activity between AAAE and subject airport.This information is intended for the sole use of the recipient only arid the disclosure of this information to a third party would expose AAAE to considerable disadvantage. The products or architecture names mentioned in this document are registered trademarks and trade names of their respective owners. 14