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HomeMy WebLinkAboutbocc.con.218.2016 7/2015 kiln pirKIN Pitkin County CouNT11 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(iipitkincounty.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 218.2016 Project Name Design and Equipment for Microwave N40-AJAX Contractor QDS Communications,Inc. Budget Line Item 110.40.92840.82001 Additional Budget Line Item(s) Click here to enter text. and special notes to Finance Contract Start Date 5/27/2016 Contract End Date 10/31/2017 Automatic Renewal Yes ❑ No❑ 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 Communications Project Manager Krueger Project Manager 6114 Phone Provide a brief description of the contract: Contractor shall provide the design and equipment required for a fully functioning 11GHZ Licensed Exalt Microwave hop with 100Mbps throughout. Contract Value Summary: Contract Amount $21,555.54 This Change order/Amendment amount(if applicable) $ New Contract Total $ Procurement Method: None ❑ Informal❑ Formal ❑ Sole Source A Emergency❑ Contract Renewal 0 Contract Type: Services/Maintenance ►4 Construction ❑ Goods,Equipment, Supplies ❑ Change Order/Amendment 0 Other,please explain❑ 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# Rev 8.25.11 jaa Budget Line Item#110.40.92840.82001 PITKIN COUNTY SOLE SOURCE PROCUREMENT JUSTIFICATION REQUEST TO: Jon Peacock,County Manager DATE: 5/25/2016 FROM: Jeff Krueger, 911 Dispatch Project Manager Proposed Contractor: QDS Product/Service: 911 Dispatch Microwave Link Estimate expenditure for the above construction service: $ 22,000.00 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): Explain: QDS is a communications company that specializes in radio and microwave planning,design and installation. They are a certified reseller and installer of Motorola equipment. QDS is currently under sub-contract with Motorola to install the dispatch consoles and server room equipment for the new 911 Dispatch Center at AFD North40. (see Motorola contract 307-2015). ( As a cost savings measure,QDS can perform installation of the microwave link at AFD North40 during the dispatch console installation.They will already be on-site and there is no need to reimburse travel and lodging expenses. In addition,the quoted microwave equipment is purchased under WSCA State bid and is heavily discounted. QDS has unique qualifications and specialized capabilities that are not prevalent in the industry and is the only company with the expertise to perform this task. The undersigned requests that Pitkin County waive other procurement requirements and recognize this transaction as a sole source exception to the Pitkin County Procurement Code. 5/25/2016 Department Head Date Section Head Date / I Approved 1/ Denied Reason for Denial: 7 c2 on P acoc ,County Manager Date 1 Contract# 2 I8•Z o l b Budget Line Item# /W. 40. 't .glf 0 . 8.2.001 CONTRACT FOR PROVISION OF SERVICES THIS CONTRACT is made and entered by and between the Pitkin County Board of County Commissioners ("County") and QDS Communications, Inc. 15552 E. Fremont Dr. #A101 Centennial, CO 80112 (hereinafter"Contractor"). 1. • Term. The term of this contract is from May 27, 2016 to October 31, 2016. 2. Contractor's Obligations. Contractor shall provide the design and equipment required for a fully functioning 11GHZ Licensed Exalt Microwave hop with 100 Mbps throughout. This will include FCC License coordination, programming and path optimization. Exhibit A contains details of the scope and pricing. Fifty(50%)percent($ 10,777.77) of the total contract price is due as a deposit with execution of the Agreement. The balance ($10,777.770 is to be paid upon completion and sign off of project by County Representative. 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 twenty one thousand five hundred fifty five dollars and fifty four cents ($21,555.54) for 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. 1 Contract# Budget Line Item# 5. Pitkin County's Obligations. Pitkin County shall administer this contract through a County Representative. Jeff Krueger, Communications Site Manager will manage the project as the County's Representative. 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. 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. 2 Contract# Budget Line Item# 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. 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 3 Contract# Budget Line Iteu## 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 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) S 500,000 S 500,000 S 500,000 2. Commercial General Liability—ISO 1 CG 0001 form or equivalent. (With County named as an additional insured) Minimum Limits: General Aggregate S 2,000,000 Products/Completed Operations Aggregate S 2,000.000 Each Occurrence Limit S 1,000,000 Personal/Advertising Injury S 1,000.000 Fire Damage(Any One Fire) S 50,000 Medical Payments(Any One Person) S 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 4 Contract# Budget Line Item# • 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) • 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) S 1,000,000 4. Special Coverages (check as appropriate and insert amount): 0(1)Performance Bond $ n(2)Professional Errors and Omissions 1-1(3)Aircraft Liability (4)Owner's Protective O(5)Builder's Risk [(6)Boiler and Machinery 0(7)Loss of Use Insurance E(8)Pollution Liability 1 1(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: 5 Contract# Budget Line Item# 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. 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 S 150,000 per person and S600,000 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 6 Contract# Budget Line Iten## 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 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. 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: Jeff Krueger Pitkin County Attorney's Office 530 E. Main Street 530 E. Main Street, #302 Aspen, Colorado 81611 Aspen, Colorado 81611 Ph: 970-429-6114 Fax: (970)920-5198 B. To Contractor: Dave Petty 15552 E. Fremont Dr. #A101 Centennial, CO 80112 Ph: 303-907-9011 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 7 Contract# Budget Line Itetn# 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 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 X24-76.5-101. 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. 8 Contract# Budget Line Item# IN WITNESS WHEREOF, the parties have executed this contract as of the date first set out herein above. CONTRA QDS COMMUNICATIONS, INC. By: Title (li a. �l i O 41I 5/27/) Date PITKIN COUNTY. COLORADO: By: v 6/1/2016 Authorized Signer Date 9 Contract# Budget Line Item# N40 Dispatch: - 39° 13' 18.11"N - 106° 51'45.29" W - Dish Hgt. above ground-40' Ajax Mt.: - 39° 9' 13.56"N - 106°49' 16.04" W - Dish Hgt. above ground- 100' Customer Requirements: - Advise if permitting is required through the City of Aspen - Ensure that QDS crews have access to the buildings during normal business hours - Provide necessary tower access at each end - Provide adequate electrical 110 vac within 6' of equipment location. - Assign a representative to verify compliance once installation has been completed. - Sign Completion forms when equipment is installed and operational Estimated Timeline: - Equipment should arrive approximately 4 weeks after order placement. - Staging of equipment will take 1 week before installation can occur. - Installation and testing will take approximately 1 week to complete. Price Summary: The total Contract price is$21,555.54 before shipping. Our desired payment terms are listed on the contract below. ADDITIONAL DOCUMENTS PROVIDED SEPARATELY Detailed Cost Breakdown: Separate Attachment on Excel Spreadsheet 11 Contract# Budget Line Item# Exhibit A: Scope and Pricing Q�S © MOTOROLA MOTOROLA COMMUNICATIONS Authorized Two-Wayservice partner Radio Dealer Date: 5/12/16 Customer Name: Pitkin County Contact: Jeff Krueger Address: 506 E. Main St. Dept. C Aspen, CO 81611 Email: jeff.krueger@pitkincounty.com Phone: (970) 429-6114 System Proposal System Description: QDS is pleased to present this proposal for the design and components required to provide a fully functioning 11 GHZ Licensed Exalt Microwave hop with 100 Mbps throughput. This will include FCC License coordination,programming and path optimization. This configuration will include; (2)each 2' Dishes to be mounted on the tower at N40 Dispatch Center and on Ajax Holy Cross tower. Lightening Protection will be installed at each end of the hop and on each side of each ODU. (A detailed equipment list and coverage analysis is provided at the end of this document.) Statement of Work: - QDS will install Exalt Microwave equipment at Ajax(Holy Cross)site and at North 40 Dispatch Center - Equipment will be powered by identified power sources at each end - QDS will assume the County has applied for any permits unless we are informed otherwise - QDS will install 2' Microwave dishes at Ajax 100' level and N40 at the 40' level - Path optimization will occur after dish installation,with QDS on the N40 end and State of Colorado on the Ajax end - Lightening Protection will be installed at all appropriate locations - QDS will install all racks and cabling required for the Microwave project - QDS will process the necessary FCC License coordination paperwork - We will integrate Exalt Microwave into the MNI Network at Ajax Site Coordinates listed on next page 10