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HomeMy WebLinkAboutbocc.con.285.2017 I'' "" ' Pitkin County Contract Cover Sheet Please complete the Contract Cover Sheet when the contract is completed and signed by Contractor/Vendor and Pitkin County Representative Return all Contract Cover Sheets and Contracts/Change Orders/Amendments to Procurement (procurement(a,pitkumjunty corn) Any contracts$50,000 and over will be routed for signatures to County Manager and Attorney's Office Of required)by Procurement. Contract Information Contract Number 285 2017 Project Name Electronic Document Storage and Conversion Contractor Mountain States Imaging Budget Line Item 0,6 hcrv_ tt Lnt,u �. $ Additional Budget Line $ Item(s) $ (Please fully allocate New - $ Contract Total) S Contract Start Date 10/1/2017 Contract End Date 9/30/2018 Automatic Renewal Yes ® No❑ If Construction:Retainage Yes $ or % NoN If this is a new contractor,please request they complete and submit to Finance a New Vendor Request Form Contact Information: Department County Project Manager Ion Peacock Project Manager (970) 920-5067 Phone Provide a brief description of the contract: County Electronic Document Storage and Conversion Contract Value Summary: Original Contract Amount $0.00 Previous Change Order/Amendment Amount Of applicable) $0.00 This Change order/Amendment amount Of applicable) $0.00 New Contract Total $ 0.00 Procurement Method: None D Informal Formal D Sole Source NI Emergency ❑ Contract Type: Services/Maintenance ® Construction ❑ Goods, Equipment, Supplies D Change Order/Amendment D Contract Renewal D Other,please explain D n ( n-i. )o 1' r te,t NOTE: CLERKS OFFICE WILL KEEP ORIGINAL DOCUMENTS IN COMPLIANCE WITH COLORADO STATE ARCHIVES RETAINAGE SCHEDULE. ALL ATTACHMENTS MUST BE WITH THIS CHECKLIST. Contract# Google Dots Rev I New. Budget Line Item# 110.21S2400 82101 PITKIN COUNTY SOLE SOURCE PROCUREMENT JUSTIFICATION REQUEST To: Jon Peacock, County Manager Date: 6/27/2017 From: John Loyd, CTO Proposed Contractor: MSI Product/Service: Document Scanning $ Indexing Estimated expenditure for the above service: $190,000 for Comm Dev in FY 2017. Because most of the large scanning projects (especially Human Services) should be completed by the end of 2018, subsequent expenditures would be under$50,000/year. 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): Explanation: In 2016 and early 2017, MSI scanned, organized and indexed over 650,000 pages for the Attorney's Office, HR, OS&T, and Clerk to the Board. All customers indicated that MSI provided exceptional value in image quality, indexing/arrangement, responsiveness, customer service, timeliness, and attention to detail. In 2016, the County invested approximately two months with MSI in developing our communications, requirements identification/management, exception management, and image production strategy. This difficult process resulted in a standardized, streamlined and efficient system for working with MSI in a way that consistently delivers results. County scanning involves diverse and complex requirements including historic documents and poorly maintained records of varying sizes and paper quality. Indexing requirements can be very complex. MSI has developed a detailed and unique understanding of the County's documentation, scanning and indexing requirements, our culture, and information management needs. We've established a customized approach that we've successfully applied to each of our scanning projects. BITS does not see any benefit for the County in attempting to recreate, with another vendor, what we've successfully attained with MSI We see great potential loss in abandoning this valuable relationship. 1/5 Contract# cure ores Rev t Oyroyd Budget Line Item# 110.21.92400.82101 Aside from the above, MSI is uniquely qualified as the County's scanning provider as indicated in their sole source letter(Attachment 1). MSI has an extensive experience with other Colorado local governments and Federal clients (Attachment 2). Other comments (optional) l he undersigned requests that Pitkin County waive other procurement requirements and recognize this transaction as a sole source exception to the Pitkin County Procurement Code. 11 -- sopa ment Head Date Executive Team Member Date Approved (/ Denied Reason for Denial: Jon Peacock, Oounty Manager Date Note: Every effort should he made to obtain a written contract when otherwise iegwred under County procedures. When a contract is obtained, complete the Clerk's check list and send the original signed contract with coversheot to clerk's office for archiving 2/5 Attachment 1 1' it Ly , l 4i 1 ,i;l. Mountain States Imaging Sole Source Service Supplier To Whom It May Concern: This letter is to confirm that the document scanning and technologies supplied as a service by Mountain States Imaging is a sole source service,supplied exclusively by Mountain States Imaging of Centennial Colorado. No other company in Colorado supplies a competing service with the specifications as outlined below: • As the largest and oldest document conversion service bureau in Colorado,Mountain States Imaging is the only Colorado-based company featuring production level scanners that feature three ultrasonic double feed sensors per scanner,error diffusion,active dust countermeasures, Perfect Page imaging,Thresholding,and advanced text enhancement. These features provide exceptional image quality,with readability equal to or better than the original document so our clients receive superior image capture,quality,processing and savings benefits. • MSI follows International Organization for Standardization("1501 standards for image scanning, storage and retrieval as specified in ISO 32000-1:2008 and ISO 96601999 • MSI is the sole Colorado-based conversion center that is annually inspected and cleared by the United States Postmaster General. • Additionally,all Mountain States Imaging employees undergo a number of screenings and background checks to include Criminal Investigations, DMV History,Prior Employment screening and drug screen.MSI employee's sign company non-disclosure and intellectual rights agreements.Further, because of the amount of work we do for Federal Government agencies, MSI employees submit and must clear federal government background and screening (via submission of SF-85P)as well as PII training as required by the Department of Defense—United States Navy. Our services must be purchased directly by institutions from Mountain States Imaging. If you desire additional information,don't hesitate to contact me at(720)390-7070 or visit our website at MSlmaging.com. Best regards, Dave Raeder Director of Sales Mountain States Imaging 720-390-7070 Mountain States Imaging I Business Confidential 3/5 Contract# Google Docs Rev 1.0 floyd Budget Line Item# 110.21.92400.82101 Attachment 2 MSI projects for state and local government: Counties • Adams County, CO: Combined Courts Case Files • Adams County, CO: District Attorney Case Files • Adams County, CO: Sheriff Department Inmate Files • Adams County, CO: School District 50 Student Files • Arapahoe County, CO: Judicial Files—Court Criminal • Boulder County, CO Land Use. 5-Channel Microfiche Jackets • Douglas County, CO: Conversion of thousands of student records, annually • Eagle County, CO: Clerk and Recorder Book Conversion • Jefferson County, CO: Sheriff Department Case Files • Jefferson County, CO: Human Resources Files • Jefferson County, CO: School District Student Files • Larimer County, CO: Thousands of images for Health and Clerk • Mesa County, CO: Parks Department Conversion • Montezuma County, CO: Judicial Files—Court Criminal • Pitkin County, CO: —75,000 Various Departmental Documents • Routt County, CO: Book& Microfilm Scanning • Teller County, CO: Clerk and Recorder Book Conversion Town & City • City of Aspen, CO: — One Hundred Thousand Large Format Plats • City of Broomfield, CO: Attorney File Conversion • City & County of Denver, CO: Large Format Maps and Plats • City of Fort Collins, CO: Water Utility File Conversion • City of Greeley, CO: Microfilm conversion of both 16mm and 35mm film • City of Longmont, CO: Tens of thousands of microfilm images converted to digital image • City of Longmont, CO: Conversion of Water Department&Treatment files • City of Longmont, CO: Department of Public Safety Case Files • City of Thornton, CO: Converted drain plans and documents for ditches across Thornton • Colorado Springs, CO• Police Department cold case file conversion • Town of Carbondale, CO: Conversion of Building Department files • Town of Castle Rock, CO: Large/Regular Format Drainage Utility Files • Town of Estes Park, CO: Conversion of Building Department Files • Town of Morrison, CO: Several thousand large format drawings and plans • Town of Silverthorne, CO: Microfiche Conversion • Town of Snowmass, CO: Police Department Microfilm Conversion 4/5 Contract# Goo6:a Roca Ray+ojmye Budget Line Item# 110.21.92400.82101 Federal Government • The Department of Justice: Over 5 million images of litigation documentation converted on-site • The United States Navy: Millions of microfiche and microfilm images converted on-site • The United States Postal Service: Converted 100 boxes (200k+ pages) of paper per day for litigation • United States Marine Corps: Over 65 million images converted on-site in Quantico, VA 5/5 Contract#285 2017 aewsoon 07/13/2017 br/ m • oil VI'S ( MASTER SERVICE AGREEMENT FOR PROVISION OF ELECTRONIC DOCUMENT STOAGE AND CONVERSION THIS MASTER SERVICE AGREEMENT ("Agreement"), is made and entered by and between the Board of County Commissioners of Pitkin County, Colorado, 123 Emma Rd., Suite #106, Basalt, CO 81621, ("County") and Mountain States Imaging, 7050 South Yosemite Street, Centennial, CO 80112 (hereinafter called the"Contractor"). I Term of Contract. The term of this contract is from October I, 2017 to September 30, 2018. At the expiration of the initial term, the contract may be extended for three (3) additional terms of one(1 I year by the express written consent of both parties. H. Contractor's Obligations. Contractor shall provide Electronic Document Storage and Conversion services for various County projects as set forth herein and as set forth in the individual Task Orders, which Task Orders shall be made a part of this contract upon execution by the County and the Contractor. Contractor shall complete the scope of work as defined in the inch n idual Task Orders issued by the County, from time to time, and agreed upon by Contractor. The projects defined in the individual Task Orders shall be the County's engmeenng requirements for work with an estimated value of under fifty thousand dollars and zero cents ($50,000.00) All projects that are estimated to be over fifty thousand dollars and zero cents($50,000.00) shall be subject to formal Request for Proposal/Quotation. The scope of services shall include, but is not limited to the following: If required, the Contractor shall utilize the following subcontractors to complete the work defined in the Task Orders. Additional subcontractors may be added by written agreement from both parties: HI. Compensation and Expenses, Invoicing, Payment and Offset The County shall compensate Contractor for its services in accordance with the Project Budgets and Schedules set out in the Task Orders. It is expressly understood and agreed that in no event will the total compensation and reimbursement to be paid hereunder exceed the sum defined in the Task Orders By Task Order or Task Order 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 1 Contract p 285 2017 ae.mon 07/13/2017 br/ payment by the County may be offset by any amount the Contractor owes the County for any reason. TV, County's Exclusive Ownership of Work Product Drawings, specifications,guidelines and other documents prepared by Contractor in connection with this Agreement 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 Agreement, 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 Agreement for marketing purposes and professional presentations, articles, speeches and other business purposes. V. Pitkin County's Obligations. Pitkin County shall administer this Agreement through a County Representative identified in the individual Task Orders. The services provided and products delivered by the Contractor under this Agreement will be subject to review by the County's Representatives, or a designee, for compliance with Contractor's obligations prior to final payment. VI. Termination Prior to Expiration of Contract Term. The County has the right to terminate this Agreement, with or without cause, by giving written notice to the Contractor of such temmation 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 Agreement shall become the County's property Contractor shall be entitled to receive compensation in accordance with the Agreement for any satisfactory work completed pursuant to the terms of this Contract prior to the date of temination. 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. VII Independent Contractor Status A The parties to this Agreement intend that the relationship between them contemplated by the Agreement 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 sen-ices exclusively to Pitkin County under this Agreement. 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 Agreement are submitted in the manner and on the schedule defined under this Agreement 2 Contract#285 2017 ney,sion 07/13/2017brf 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 Agreement. 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 Agreement. 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. VIII. Assignability This Agreement is not assignable by either party Any use of subcontractors by the Contractor for performance of this Agreement must he accepted in writing by the County. IX. Severability. In the event that any provision of this Agreement shall be held to be invalid or unenforceable,the remaining provisions of this Agreement shall remain valid and binding upon the parties hereto X. Integration and Modification A. This Agreement represents the entire and integrated Agreement between the County and the Contractor and supersedes all prior negotiations,representations.or Agreement, either written or oral. This Agreement may be amended only by written Agreement 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 Agreement. XI. 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 Agreement 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 Agreement of indemnity applies In consideration of the award of this Agreement, the Contractor agrees to waive all rights of subrogation against the County its subsidiary, parent, associated 3 Contract k 285.2017 ee,ns,on 07/13/2017 btf 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. XII Insurance Contractor and subcontractors shall procure and maintain until all of their obligations have been discharged, including any warranty periods under this Agreement 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 Agreement and in no way limit the indemnity covenants contained in this Agreement 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 Agreement 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 Agreement by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types A. Coverage and Limits of Insurance 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) $ 500,000 $ 500,000 $ 500,000 2) Commercial General Liability— ISO I CG 0001 form or equivalent (With Countr named as an additional insured) 4 Contract#285 2017 Remmon 07g3/2017 bit 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) S 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 Project(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 Statutory Coverage Bodily/Property Damage(Each Accident) S 1,000,000 4) Special Coverages (cheek as appropriate and insert amount) a. 0 Performance Bond $ b. 0 Professional Errors and Omissions c. 0 Aircraft Liability d. 0 Owner's Protective e. 0 Builder's Risk 5 Contract#285.2017 Revision 07/13/2017 br) f U Boiler and Machinery g. U Loss of Use Insurance h U Pollution Liability i. 0 Crime, including Employee Dishonesty Coverage, or Fidelity Bond B. Proof of Insurance' 1) Each insurance policy required by the insurance provisions of this Agreement shall provide the required coverage and shall not be suspended, voided or canceled except after thirty(30)days prior wntten 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 emailed directly to Proeurentent/Cpitkincounty coin. 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 pnmary 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 one"31 Certificates of Insurance for all renewal policies shall be delivered to the Procurement Officer 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 Agreement XIII Exemptions and Preferences All purchases of construction or building or any other materials for this Agreement shall not include Federal Excise Taxes or Colorado State or 6 Contract k 285 2017 Revision 07/13/2017 by local sales or use taxes Pitkin County is exempt from such taxes under registration numbers 98-02624 and 84-78000-5k. XIV. Records The Contractor shall maintain comprehensive, complete and accurate books, records, and documents concerning its performance relating to this Agreement for a period of three(3) years after final payment under the Agreement 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 Agreement and applicable law XV. Contract Made in Colorado. The parties agree that this Agreement 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. XVI Attorney's Fees. In the event that legal action is necessary to enforce any of the provisions of this Agreement,the substantially prevailing party shall be entitled to its costs and reasonable attorney's fees XVII Governmental Immunity Contractor agrees and understands that Pitkin County is relying on and does not waive, by any provision of this Agreement, 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 Agreement 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 us agent or employees XVIII. 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 7 Contract k 285 2017 Remsion 07/13/2017 btf contract restrict the future issuance of Pitkin County's bonds or any obligations payable from any class or source of Pitkin County's money. XIX Notice Any notice required or permitted under this Agreement shall be in writing and shall be provided by electronic delivery to the e-mail addresses set forth below and by one of the following methods 1) hand-delivery or 21 registered or certified mail. postage pre-paid to the mailing addresses set forth below. Each party by notice sent under this paragraph may change the address to which future notices should be sent Electronic delivery of notices shall be considered delivered upon receipt of confirmation of delivery on the part of the sender Nothing contained herein shall be construed to preclude personal service of any notice in the manner prescribed for personal service of a summons or other legal process. To Pitkin County: with copies to: Pitkin County Procurement Pitkin County Attorney's Office 123 Emma Rd., Suite #106 123 Emma Rd., Suite#204 Basalt, CO 81621 Basalt, Colorado 81621 Procurement(a;PitkinCounty.coni Attomeyai pitkincounty.com To Contractor: Mountain States Imaging 7050 South Yosemite Street Centennial, CO 80112 Phone) (303) 773-3750 Email DRaederfamsimaging.com XX. Public Contracts for Services and Public Contracts with Natural Persons. In conformance with the provisions of C.R.S. §§ 8-17 5-101, et seq , as amended and C R.S §§ 24-765-101, et seq , as amended A. PUBLIC CONTRACTS FOR SERVICES. §§8-17.5-101,et seq.C.R.S. [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 Agreement and will confirm the employment eligibility of all employees who arc newly hired for employment in the United States to perform work under this Agreement, through participation in the E-Verify Program established under Pub. L. 104-208 or the State verification program established pursuant to §8-17.5-102(5)(c), C.R.S., 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 to Contractor that the Subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement. Contractor (i) shall not use E- Verify Program or State program procedures to undertake pre-employment screening 8 Contract U 285 2017 Revrsmn 07i13/2017btf of Job applicants while this Agreement is being performed, (ii) shall notify the Subcontractor and the contracting State agency within 3 days if Contractor has actual knowledge that a Subcontractor is employing or contracting with an illegal alien for work under this Agreement,(Hi)shall terminate the subcontract if a Subcontractor does not stop employing or contracting with the illegal alien within 3 days of receiving the notice, and (iv) shall comply with reasonable requests made in the course of an investigation, undertaken pursuant to §8-17.5-102(5), C.R.S., by the Colorado Department of Labor and Employment. If Contractor participates in the State 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 State program If Contractor fails to comply with any requirement of this provision or §§8-17.5-101 et seq , C R S , the contracting State agency, institution of higher education or political subdivision may terminate this Agreement for breach and, if so terminated, Contractor shall be liable for damages B. PUBLIC CONTRACTS WITH NATURAL PERSONS. §§24-76.5-101,et seq., C.R.S. Contractor,if a natural person 18 years of age or older,hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) shall comply with the provisions of§§24- 76 5-101 et seq , C.R S , and (iii) has produced one form of identification required by §24-76.5-103, C R S prior to the Effective Date of this Agreement. 9 Contract#285 2017 Revb on 07/13/2017&I IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first set out herein above. MOUNTAIN STATES IMAGING CLAsf P. Cit&Lio. Oct-24-2017 Christopher P Candela Date President-Mountain States Imaging PITKIN COUNTY,COLORADO MANAGER APPROVAL .bw PIAuh Nov-09-2017 Jon Peacock Date County Manager ATTORNEY APPROVAL: t•1444 Oct-18-2017 Richard Neiley Date Asst.County Attorney 10 DOCUS . Certificate Of Completion Envelope Id 04C72A84EA074B83B19350DB497636D4 Status Completed Subject Mountain States Imaging Pitkin County Master Services Agreement 285 2017 for Review and Signature Source Envelope Document Pages 16 Signatures 3 Envelope Onginator Certificate Pages 5 Initials 0 Procurement Mailbox AutoNav Enabled 1860 Michael Faraday Dr Suite 100 EnvelopeId Stamping Disabled Reston,VA 20190 Time Zone (UTC-07 001 Mountain Time(US&Canada) Procurement@PitkmCounty corm IP Address 10 103 101 12 Record Tracking Status Original Holder Procurement Mailbox Location DocuSign Oct-02-2017 Procurement@PltkmCounty com Signer Events Signature Timestamp Richard Neiley /, Sent Oct-02-2017 nchard neiley©pitkincounty corn fxL- 'J ("^7 Viewed Oct-18-2017 Asst County Attorney Signed Oct-18-2017 Security Level Email,Account Authentication (None) Using IP Address 198 233 197 98 Electronic Record and Signature Disclosure' Accepted Oct-18-2017 ID boaa84fd-6db8-411d-9602-70d7d1ce3daf Company Name Pitkin County,Colorado Christopher P Candela law0.t Sent Oct-18-2017 DRaeder@msimaging corn �erfaX P L M1 Viewed Oct-24-2017 President-Mountain States Imaging Signed Oct-24-2017 Security Level Email.Account Authentication (None) Using IP Address 50 204 95 254 Electronic Record and Signature Disclosure: Accepted Oct-24-2017 ID 3a6ed669-ee02-4785-b905-7aa44b45f5d4 Company Name Pitkin County,Colorado Jon Peacock Sent Oct-24-2017 Jon Peacock@RikinCounty corn iaw Pure& Viewed Nov-07-2017 County Manager Signed Nov-09-2017 Security Level Email,Account Authentication (None) Using IP Address 198 233 197 98 Electronic Record and Signature Disclosure: Accepted Nov-09-2017 ID e7153264-023f-4368-a81e-69284f0be1af Company Name Pitkin County,Colorado In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Accounts Payable COPIED Sent Nov-09-2017 ap@pitkincounty corn Accounts Payable Pitkin County Security Level Email,Account Authentication (None) Electronic Record and Signature Disclosure. Not Offered via DocuSign Jeanette Jones COPIED Sent Nov-09-2017 Jeanette cones@pitkmcounty corn Viewed Nov-10-2017 BOCC Clerk Pitkin County Security Level Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via OocuSign Procurement Mailbox COPIED Sent Nov-09-2017 procurement@pitkincounty cam Resent Nov-09-2017 Procurement Mailbox Viewed Nov-09-2017 Pitkin County Security Level Email,Account Authentication None) Electronic Record and Signature Disclosure Not Offered via DocuSign Susan Sullivan COPIED Sent Nov-09-2017 Susan Sullivan@PitkinCounty corn Viewed Nov-09-2017 IG Administrator Pitkin County Colorado Security Level Email,Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Signature Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed/Encrypted Nov-09-2017 Certified Delivered Security Checked Nov-09-2017 Signing Complete Security Checked Nov-09-2017 Completed Security Checked Nov-09-2017 Payment Events Status Timestamps Electronic Record and Signature Disclosure electronic Record and Signature Disclosure created on Mar-17-2017 Parties agree°UP Renard rdedey,Chnstopher P.Candela,Jon Peacoce ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to lime, Pitkin County (we. us or Pitkin County) may he required by law to provide to you certain written notices or disclosures Described below are the terms and conditions for providing to you such notices and disclosures electronically when we send you documents for electronic signature. Acknowledging your Access,Intent, and Consent to Receive and Sign Materials Electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e-mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the T agree button below. By checking the'I Agree box, I confirm than: • I am establishing my intent to he bound to the transaction, and indicating that I am fully aware of the purpose for hich the signature is being provided. • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIP1 OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place wheie I can print it. for for future reference and access; and • Until or unless I notify Pitkin County as described above. I consent to receive from exclusively through electronic means all notices,disclosures, authorizations, acknowledgements,and other documents that are required to he pros tried or made available to me by Pitkin County during the course of my relationship with you. Signing Documents without a Pitkin County DocuSign Account: Pitkin County may not require all document signers to he autlioriced users of the Pitkin Counts DocuSign Account Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree'button at the bottom of this document. When you don't have a DocuSign Account, you will be provided the Opportunity to agree to the Legal Disclosure each time you open an "envelope"for signing, at this time, you can download and retain this disclosure. Pitkin County will forward completed documents that you've reviewed, processed or signed via email Should you require copies of these signed documents i e.g.. if they get deleted from your email account) you should request those documents from Pitkin County under the Colorado Open Records Act by contacting the Pitkin County custodian who sent you the document for signature. Signing Documents with a Pitkin County DocuSign Account: Please read the information below carefully and thoroughly,and if you can access this inhumation electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree button at the bottom of this document, Getting paper or electronic copies At any time, you may request from us a paper or electronic copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you After such time, if you wish for us to send you paper or electronic copies of any such documents from our office to you, you will be charged a$0 per-page fee You may request delivery of such paper or electronic copies from us by following the procedure described below. Withdrawing your consent If you are an authorised DocuSign Account holder, you can decide to receive notices and disclosures from us electronically,you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. Described below is the process for informing us of your decision to receive future notices and disclosure in paper format and also how to withdraw your consent to receive notices and disclosures electronically. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign Withdraw Consent' form on the signing page of your DocuSign account.This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically front us and you will no longer be able to use your DocuSign user account to receive required notices and consents electronically from us or to sign electronically documents from us. Ali notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices,disclosures. authonzations,acknowledgements, and other documents that are required to be provided or made available to you (luting the course of our relationship with you. To tedduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us, Thus,you can receive all the disclosures and notices electronically or in paper format through the paper marl delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. How to contact Pitkin County: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to- susan.sullivan@pitkincounty.com To advise Pitkin County of your new e-mail address To let us know of a change in your e-mail address where we should send notices and disclosures electronically to you,you must send an email message to us at susan sullivan@pitkincounty corn and in the body of such request you must state your previous e-mail address,your new e-mail address . In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e-mail in DocuSign. To request paper or electronic copies from Pitkin County To request delivery from us of paper or electronic copies of the notices and disclosures previously provided by us to you electronically, you should request those documents from Pitkin County under the Colorado Open Records Act by contacting the Pitkin County custodian who sent you the document for signature. . To withdraw your consent with Pitkin County To inform us that you no longer want to receive future notices and disclosures in electronic format you may. i decline to sign a document from within your DocuSign account, and on the subsequent page, select the check-box indicating you wish to withdraw your consent, or you may; ii send us an e-mail to susansullivan@pitkincounty corn and in the body of such request you must state your e-mail, full name, Postal Address, telephone number. and account number. Required hardware and software Operating Systems. Windows2000 or WindowsXP Browsers (for SENDERS) Internet Explorer 6.0 or above Browsers (for SIGNERS). Internet Explorer 6.0, Mozilla FireFox 10, NetScape 7 2 (or above) Email: Access to a valid email account Screen Resolution. 800 x 600 minimum Enabled Security Settings: •Allow per session cookies •Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection **These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent.