HomeMy WebLinkAboutbocc.con.amended.234.20 B8/30/2021 CDD
Contract Information
Contract Number
Project Name
Contractor
Budget Line Item Various
Procurement Method:
Type:
Contract Start Date
Contract End Date
Contract Type
Retainage
If this is a new contractor, please enter the New Vendor information into Munis for workflow approval.
Contact Information:
Department
County Representative Jay Clark County Representative
Phone (970) 309-7334
Provide a brief description of the Contract or Change Order:
Contract Value Summary:
$ 38,588.58
$ 39,009.00
$ 39,009.00
$ 116,606.58
234.20 B
Pitkin County
Procurement Cover Sheet
Please complete the Contract Cover Sheet when the contract/task order is complete and fully executed.
Return all Contract Cover Sheets and Contracts/Change Orders/Amendments/Task Orders to Procurement
No
Security and Access Control Software and Maintenance
Integrated Security & Communication of New Jersey
$ 39,009.00
Additional Budget Line
Item(s)
(Please fully allocate New Contract Total)
$ -
$ -
$ -
$ 39,009.00
Sole Source
Services/Maintenance
1/1/2021
12/31/2023
Change Order/Contract Amendment
Facilities
One (1) year extension of contract to new expiration date of 12/31/2023. Allocation of $39,009.00 for 2023 term.
Original Contract Amount
Previous Change Order/Amendment Amount
This Change order/Amendment amount
Contract Total
Contract #: 234.20 Rev. 2018.06.13 btf Budget Line Item #: Various
*Increases over $25,000 and/or 10% (single increase or accumulative) of original contract must
have County Manager signature. 1
CHANGE ORDER / CONTRACT AMENDMENT
Change Order Number: 234.20 B
OWNER:
Pitkin County, Colorado
530 E. Main St., Suite #302
Aspen, CO 81611
CONTRACTOR:
Integrated Security & Communications
102B Rike Drive
Millstone, NJ 08535
The Provision of Security and Access Control Software and Maintenance Services (the
“Contract”) dated December 30, 2020 between the Board of County Commissioners of Pitkin
County, Colorado (the “County”) and Integrated Security & Communications (the “Contractor”),
is hereby amended as follows:
Description of Change:
1. Extension of the Contract term for an additional one (1) year term beginning 1/1/2023
and expiring 12/31/2023.
2. Additional funding of Thirty-Nine Thousand Nine dollars and Zero cents ($39,009.00) is
allocated to the Contract for provision of the service described in the attached Contractor
proposal (“Attachment A”) and for continued Facility Maintenance pursuant to the terms
of the Contract.
Reason for Change:
Extension and allocation of additional funding in the amount of $39,009.00 for the term
beginning 1/1/2023 through 12/31/2023.
Original Contract Amount $ 38,588.58 Previous Change Order/Amendment Amount $ 39,009.00
This Change Order/Amendment Amount $ 39,009.00
New Contract Total $ 116,606.58
Contract #: 234.20 Rev. 2018.06.13 btf Budget Line Item #: Various
*Increases over $25,000 and/or 10% (single increase or accumulative) of original contract must
have County Manager signature. 2
In all other respects, the Contract is in full force and effect and remains unchanged by this
Amendment.
INTEGRATED SECURITY & COMMUNICATIONS
________________________________________________ !#VENDOR SIGNATURE#! Date
PITKIN COUNTY, COLORADO
_________________________________________________ !#DEPARTMENT REPRESENTATIVE#! Date
Jan-24-2023
Facilities operation
Jay Clark
Jan-25-2023
President
John Vidalis
“Providing Solutions…That Fit”
Proposal /Agreement
PROPOSAL:7222-1-0
Pitkin County -Vanderbilt SMA Renewal
Pitkin County
PREPARED FOR:
Jodi Smith
Pitkin County
,Unit 101
Aspen,CO 81611
jodi.smith@pitkincounty.com
PREPARED BY:
Jacob Coretti
Sales
Integrated Security &Communications
102B Rike Drive
Millstone,New J 08535
-
-
jcoretti@isc-world.com
PROPOSAL ISSUED:
12/15/2022
PROPOSAL VALID TO:
2/13/2023
Proposal Number:7222-1-0
Proposal Date:December 15,2022
Page 2 of 7
CUSTOMER INFORMATION
SITE ADDRESS BILLING ADDRESS CONTACT INFORMATION
Pitkin County
485 Rio Grande Place
Aspen,CO 81611
Pitkin County
485 Rio Grande Place,Unit 101
Aspen,CO 81611
Jodi Smith
,Unit 101
Aspen,CO 81611
(970)-920-5396
jodi.smith@pitkincounty.com
SCOPE OF WORK
Integrated Security &Communications (ISC)is providing a box sale for the Software Maintenance Agreement
(SMA)with Vanderbilt for the SMS System at Pitkin County,CO.
-This quote includes no labor and is valid until 12/30/22.
Proposal Number:7222-1-0
Proposal Date:December 15,2022
Page 3 of 7
PROJECT ESTIMATE
Estimate
QTY Manufacturer Part #Description Ext.Price
1 Vanderbilt VAN-V-EU-
MNT-SFT-10
Vanderbilt Software Maintenance Agreement for 10 Users $9,009.00
Proposal Number:7222-1-0
Proposal Date:December 15,2022
Page 4 of 7
Financial Summary:
Proposal is based on a Lump-Sum Project Value with costs not to exceed $9,009.00 Plus Applicable Tax.
Compensation Matrix:6306.30 Payment Schedule:6306.302702.70
Total Equipment $9,009.00 Deposit Due Prior to Commencement
Balance Due Based on Agreed Terms
$2,702.70
$6,306.30
Total Miscellaneous Items
Total Proposal Amount $9,009.00
Note:The above price does not include tax
We thank you for the opportunity and look forward to delivering beyond your expectations. If you have any
questions or require any clarifications,please reach me at your earliest convenience.
Regards,
Jacob Coretti
Integrated Security &Communications
Client Proposal Acceptance
Pitkin County Integrated Security &Communications
ISCP_SIGN_1_1 ISCP_DATE_1_1 ISCP_SIGN_2_1 ISCP_DATE_2_1
Authorized Client Signature Date ISC Authorized Signature Date
ISCP_TEXT_1_1 ISCP_TEXT_2_1
Printed Name Printed Name
ISCP_TEXT_1_2 ISCP_TEXT_2_2
Title Title
ISCP_TEXT_1_3
PO Number (if applicable)
The above persons represent that they are authorized to sign and execute this binding agreement.This acceptance indicates understanding of the complete proposal,
including clarifications,design,programming,drawings,ownership and software licenses and the Terms and Conditions outlined below.This system proposal is
intended toprovide the clientpartial protection of the designated premises.Its design shouldbe understood to represent acompromise between the costs,understood
scope of work,and customer feedback. Accordingly,such a system may not provide ample protection from all possible threats,and Integrated Security &
Communications shall not beresponsible in such anevent.
Proposal Number:7222-1-0
Proposal Date:December 15,2022
STANDARD TERMS AND CONDITIONS
1.Payment for Services. The Parties have entered into a Contract/Proposal Agreement/MSA (“Contract”)of even date setting forth the scope
of work (“Work”)by Integrated Security &Communications (“ISC”). To the extent there is a conflict between the Contract/Proposal
Agreement/MSA and this Standard Terms and Conditions,the Standard Terms and Conditions shall control.
A.Unless otherwise specified in writing,Client agrees to the following payment schedule:Initial Thirty (30%)percent mobilization deposit
invoice due upon receipt or prior to resource allocation,procurement or work commencing on Site.A Twenty (20%)percent invoice
upon equipment delivery and commencement of work on Site.Forty (40%)will be progress invoiced through completion of the Work.
Ten (10%)will be final invoiced at completion and acceptance which will be based upon beneficial use. Terms are Net30. A discount of
two (2%)percent shall be applied to payments received Net10. All late payments are subject to processing late fees and a 1.5%monthly
Interest charge or the maximum permitted by law.
B.Any stated or collected Sales /Use tax by ISC is an estimate,the Client is responsible for remittance of any required Sales /Use tax
applicable to the agreement.It is the responsibility of the Client to identify the proper tax rate and/or any tax exemption status
certificates.All tax rates and totals should be listed on the formal purchase order for each order.
C.Payment must be remitted by ACH,Wire or Check and must be made payable to Integrated Security &Communications.All Payments
unless otherwise agreed are in US Dollars.Under no circumstances may the Client make payments directly to any subcontractor,material
supplier,laborer,or any other person performing work or furnishing material under the Agreement without the prior written consent of
ISC.
2.Limited Warranty;Exclusions and Disclaimers.
A.To the extent not otherwise warranted pursuant to an applicable manufacturer’s warranty,ISC warrants all equipment and installation
labor rendered as part of the Work against defects in materials and labor for a period of twelve (12)months (the 'Warranty Period')from
the date of substantial completion of the installation;provided,however,no warranty is made as to,and there is specifically excluded
from the warranty,any and all expendable supplies,equipment and parts,or any portions of the Work which have been misused,abused,
not used in the manner intended,neglected,or damaged by an act of God or altered,modified,or manipulated in any manner by Client or
a third party. The system will be considered substantially completed at the time which the client receives beneficial use of the system or
is able to receive beneficial use of the system. Any defect in the installation during the Warranty Period will be repaired or replaced at
the option of ISC.Any shipping charges in connection with a repair or replacement shall be the responsibility of Client. The repair or
replacement shall constitute Client's sole remedy against ISC.
B.ISC makes no other or further warranty with respect to installation labor,materials and equipment,or any other portion of the work other
than the foregoing warranty and specifically disclaims any and all other warranties,expressed or implied,including the warranties of
merchantability or fitness for a particular purpose.
C.In no event shall ISC be liable to Client or any third party for special,incidental,consequential,exemplary,or punitive damages or for
lost profits,lost sales,injury to person or property,or any other cause as a result of a defect in labor,equipment or other supplies,or
materials with respect to any item furnished under the agreement,malfunction,or non-function of any system,wrongful performance of
or failure to perform any acts included in the work,transportation delays or breach of warranty.
D.Client acknowledges that no warranty,representation,or statement by any representative of ISC not stated herein shall be binding. This
writing,and the document or documents attached hereto or of which this writing is a part,if any,constitutes the final expression of the
parties’agreement and is a complete and exclusive statement of the terms of the agreement.
3.Independent Contractor. Both the Client and ISC agree that ISC will act as an independent contractor in the performance of the Work.
Accordingly,ISC shall be responsible for payment of all taxes including Federal,State and local taxes for sums paid by Client to ISC,
including by way of illustration but not limitation,Federal and State income tax,Social Security tax,Unemployment Insurance taxes for its
employees.
4.Confidential Information. ISC agrees that any information received from client in accordance with the Work,which concerns the personal,
financial or other affairs of the Client will be treated by ISC in full confidence and will not be revealed to any other persons,firms or
organizations.
Proposal Number:7222-1-0
Proposal Date:December 15,2022
5.Limitation of Liability
A.The parties understand and agree that:(a)the Work is intended to constitute or be part of a security system designed to reduce risk of loss
for the Client;(b)Client has selected,accepted,and approved the Work after considering and balancing the levels of protection afforded
by various types of systems and services available to it and the related costs of them;(c)neither ISC nor any person engaged by ISC to
perform any portion of the Work,shall be construed to be an insurer of the person or property of the Client,its employees,agents,
contractors,assigns,Clients,invitees or any other person at the location(s)where the Work is performed (the “Location(s))”;(d)the Price
and Payment Terms are based solely on the cost and value of ISC providing the Work and are unrelated to the value of property of Client
or others located at the Location(s);(e)the Price and Payment Terms do not contemplate any payment being made or consideration being
given to ISC for any guarantee,warranty,or insuring agreement by any one or more of them to Client with respect to the person or
property of anyone;(f)ISC makes no guarantee or warranty of any kind that the Work (including any materials and equipment supplied
as part of the Work)will avert or prevent occurrences or consequences therefrom which the Work is designed to detect or avert.
B.Notwithstanding the foregoing provisions of this Section or for whatever reason,ISC should be found liable for personal injury,property
loss,or damage caused by a failure to perform by ISC or the failure of any materials or equipment in any respect whatsoever,or a court
of proper jurisdiction determines the limitations on warranties are inapplicable,Client agrees that the aggregate liability of ISC under or
with respect to the Agreement,the Work to be performed under,and any warranty provided pursuant to,the Agreement,shall be limited
to the greater of twenty-five (25%)percent of all sums paid to ISC by Client or any sums paid pursuant to insurance coverage provided to
ISC.
6.Indemnification
A.When Client ordinarily has the property of others in its custody,or the Work extends to the protection of the person or property of others,
Client shall indemnify,save,defend,and hold harmless ISC from and against all claims brought by parties other than the parties to the
Agreement. This provision shall apply to all claims regardless of cause,including the performance or failure to perform by ISC,and
including without limitation,defects in products or system design,installation,repair service,monitoring,operation,or non-operation of
materials or equipment,whether based upon negligence,active or passive,express or implied contract or warranty,contribution or
indemnification or strict or product liability;provided,however,Client shall have no duty to indemnify in the case of gross negligence or
willful misconduct by ISC,its employees,agents,or assigns. Client agrees to indemnify ISC against,and to defend and hold ISC
harmless from any action for subrogation which may be brought against ISC by any insurer or insurance company or its agents or assigns
including the payment of all damages,expenses,costs and reasonable attorney's fees.
7.Design Development,Programming,Drawings,Ownership,and Software License(s)
A.Design Development.Client and ISC have together developed or will develop the design and specifications for the Work. When Client
has accepted or approved the design and specifications,the sole and final responsibility for the design and specifications shall be Client's.
ISC shall have no liability to Client for any loss or damage claimed against or incurred by Client or any employee,agent or licensee of
Client because of any defect or alleged defect in the design or specifications or the failure of the equipment or the Work to perform as
desired or anticipated by Client.
B.Programming.Security system programming is an essential element of the systems operation and performance. Client acknowledges
and agrees that security system programming is an ever-changing process,and in significant part,subject to Client’s day-to-day and other
business operations and parameters and the changes or modifications to them. To the extent required by the design and specifications of
the Work,ISC shall:
o ISC will at a minimum load a configuration program that will allow Client’s security system to perform basic control,
operation,reporting,monitoring and other basic functions;and
o ISC will at a minimum provide a single training session for personnel /users on basic functionality regarding Client’s security
system as specified in the Agreement.Personnel training may include training of operators,administrators,or other personnel
designated by Client.
Additional training,development of training aides,programming,or related consulting services provided by ISC at Client’s request shall
be provided as a change order to the agreement at an above contract cost to the extent they are not specified in this agreement and scope
of work.
Proposal Number:7222-1-0
Proposal Date:December 15,2022
C.Drawings.Submittals,Drawings,Manuals and other Materials can provide Clients with valuable information and documentation for
servicing and managing the life cycle of security systems. Client acknowledges and agrees that security system documentation is an
ever-changing process,and in significant part,subject to Client’s day-to-day and other business operations and parameters and the
changes or modifications to them. To the extent required by the design and specifications of the Work,ISC shall:
o To the extent required by the design and specifications of the Work,ISC shall provide reasonable descriptions of the functional
operation of the system(s)being provided by the Work by furnishing a basic drawing such as a one-line architecture or riser
drawing.
o ISC may provide,at Client’s request and at an above contract cost,detail drawings utilizing industry standard electronic
formats (Floor Plans,Riser Diagram,Elevation,Equipment Detail,Point to Point Cabling and As Built Drawings)to the extent
they are not specified in this agreement and scope of work.
Additional Submittals,Drawings,Manuals and other Materials,or related consulting services provided by ISC at Client’s request shall be
provided as a change order to the agreement at an above contract cost to the extent they are not specified in this agreement and scope of
work.
D.Ownership. Prior to completion of the Work,any drawings,specifications and equipment list developed in connection with the design
for the Work shall remain the property of ISC whether the Work for which they were made is executed or not. Drawings,specifications
and equipment lists shall be returned to ISC on demand at any time prior to substantial completion of the Work. Prior to substantial
completion of the Work,any proposals,designs,drawings,specifications and equipment lists:(a)shall be considered confidential
information and trade secrets of ISC unless they constitute information which is exempted or excluded by law from confidential and
trade secret status;(b)shall not be used by Client on other projects or extensions of a project included within the Work,or to obtain other
bids,except by agreement in writing and with appropriate compensation to ISC;and (c)are not to be reproduced in whole or in part
without prior written consent of ISC. Upon substantial completion of the Work and final payment in full by Client,ownership of
drawings,specifications and equipment lists shall become Client's.
E.Software License(s).Software required to operate systems are governed by the License Agreement provided by the system
manufacturer(s)or as attached by Exhibit or Addendum. Client shall be responsible to pay all third and license fees and renewal fees.
8.General Provisions
A.Complete Agreement: This Standard Terms and Conditions,together with the Contract is the sole and entire Agreement between the
parties relating to the subject matter hereof.This Standard Terms and Conditions,together with the Contract,supersedes all prior
understandings,agreements and documentation relating to such subject matter.
B.Modifications to Agreement: Modifications and amendments to this Standard Terms and Conditions or Contract shall be enforceable
only if they are in writing and are signed by authorized representatives of both Parties.
C.Waiver: No term or provision of this Standard Terms and Conditions or Contract shall be deemed waived and no breach excused unless
such waiver or consent is in writing and signed by the party claimed to have waived or consented.
D.Notices: All notices and other communications required or permitted under this Standard Terms and Conditions,and Contract shall be in
writing and shall be deemed given when delivered personally,or five days after being deposited in the United States mail,postage
prepaid and addressed to the applicable address set forth above,or to such other address as each party may designate in writing.
Applicable Law: This Standard Terms and Conditions,together with the Contract Agreement will be governed by the laws of the State
of New Jersey,except for its conflicts-of-laws provisions. Any claim or dispute arising between or among the parties with respect to this
Agreement,its interpretation or effect,or their respective duties or responsibilities hereunder,shall be submitted to arbitration,which
shall be binding upon all parties having an interest in the dispute. Arbitration shall be conducted by a single arbitrator (the “Arbiter”)
chosen and acting in accordance with the Rules of the American Arbitration Association respecting commercial disputes (“AAA”). The
Arbiter shall apply the substantive law of New Jersey and may award injunctive relief or any other remedy available from a judge,
including attorney fees and costs to the prevailing party. Unless the parties to the arbitration shall agree otherwise,the arbitration
proceeding shall take place in Monmouth County,New Jersey,or if the AAA shall have no arbitration facilities in Monmouth County,in
the county closest to Monmouth County,New Jersey where the AAA has arbitration facilities. There shall be no substantive motions or
discovery,except that the Arbiter shall authorize such discovery as may be necessary to insure a fair private hearing,which shall be held
One Hundred Twenty (120)days of the demand for arbitration. There shall be no award of travel,meals or lodging expenses to any
party,attorney(s)or witness(es). Judicial review of the Arbiter’s award may be sought only upon the grounds of fraud,corruption,
misconduct or erroneous conclusions of law. Service of the Petition to Confirm Arbitration and the written notice of the time and place
of hearing on the Petition to Confirm the award of the Arbiter shall be made in the manner provided in this Agreement with respect to all
notices. In the event that ISC receives an arbitration award for sums related to the Work,ISC shall be entitled to recover such sums and
all legal fees and costs incurred by ISC in connection with the arbitration.
Certificate Of Completion
Envelope Id: 2AD94812BD9A492CAE82CD2B85EAD07E Status: Completed
Subject: Integrated Security | Pitkin County Contract Renewal 234.20 B for Review and Signature
Source Envelope:
Document Pages: 10 Signatures: 2 Envelope Originator:
Certificate Pages: 5 Initials: 0 Pitkin County Procurement
AutoNav: Enabled
EnvelopeId Stamping: Disabled
Time Zone: (UTC-07:00) Mountain Time (US & Canada)
530 East Main Street
Suite 203
Aspen, CO 81611
Procurement@PitkinCounty.com
IP Address: 98.50.0.31
Record Tracking
Status: Original
1/24/2023 1:06:47 PM
Holder: Pitkin County Procurement
Procurement@PitkinCounty.com
Location: DocuSign
Signer Events Signature Timestamp
Jay Clark
jay.clark@pitkincounty.com
Facilities operation
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 65.38.144.66
Sent: 1/24/2023 1:11:35 PM
Viewed: 1/24/2023 2:02:37 PM
Signed: 1/24/2023 2:02:45 PM
Electronic Record and Signature Disclosure:
Accepted: 1/24/2023 2:40:21 PM
ID: 488cd629-b1f1-47f1-8b01-17d7e2fc2aef
Company Name: Pitkin County, Colorado
John Vidalis
JVidalis@isc-world.com
President
Integrated Security & Communications of NJ
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 174.128.19.212
Sent: 1/24/2023 2:02:49 PM
Viewed: 1/25/2023 6:41:28 AM
Signed: 1/25/2023 6:41:42 AM
Electronic Record and Signature Disclosure:
Accepted: 1/25/2023 6:41:28 AM
ID: c3c92d33-c8e3-431d-9eaa-8e21c1b0b69d
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
Pitkin County Procurement
procurement@pitkincounty.com
Procurement Manager
Pitkin County
Security Level: Email, Account Authentication
(None)
Sent: 1/25/2023 6:41:44 AM
Carbon Copy Events Status Timestamp
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Accounts Payable
AP@pitkincounty.com
Accounts Payable
Pitkin County
Security Level: Email, Account Authentication
(None)
Sent: 1/25/2023 6:41:46 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 1/24/2023 1:11:35 PM
Certified Delivered Security Checked 1/25/2023 6:41:28 AM
Signing Complete Security Checked 1/25/2023 6:41:42 AM
Completed Security Checked 1/25/2023 6:41:46 AM
Payment Events Status Timestamps
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Parties agreed to: Jay Clark, John Vidalis
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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 Helpdesk@provelocity.com and in the body of such a request, you
must state your e-mail, full name, Postal Address, telephone number, and account
number.