HomeMy Public PortalAbout115-2019 - Sanitation - Commeg Systems Inc - 2 New Time Clocks & SoftwareORIGINAL
AGREEMENT
THIS AGREEMENT made and entered into this day of 4� , 2019, by
-_
and between the City of Richmond, Indiana, a municipal corporation a ing by and through its
Board of Sanitary Commissioners, with its office at 50 North 5" Street, Richmond, Indiana,
47374 (hereinafter referred to as the "City") and Commeg Systems, Inc., 141 west Home
Avenue, villa Park, IL 60181 (hereinafter referred to as the "Contractor")..
SECTION I. STATEMENT AND SUBJECT OF WORK
City retains Contractor for furnishing and installing a new time clock system for the Richmond
Sanitary District (hereinafter referred to as "District") that would work directly with the City of
Richmond's BSA Accounting Software, as well as software, PC punch and HR attendance.
Among other things, the District would have Contractor install seven (7) TimePro HS900
HIDIBIO clocks. In addition, Contractor shall provide City with software maintenance during the
term of this Contract.
City sent a.Request. for Quotes on June 10, 2019, seeking quotes for the furnishing and- installing
of a new time clock system for the District as well as software, PC punch and HR attendance.
The response of Contractor, dated June 10, 20 19, is contained in Exhibit "A", which Exhibit "A"
is attached hereto and incorporated herein by reference and made a part of this Agreement.
The Contractor shall furnish all services necessary for the proper completion of all work
specified.
Should any provisions, terms, or conditions contained in any of the documents attached hereto as
Exhibits, or in any of the documents incorporated by reference herein, conflict with any of the
provisions, terms, or conditions of this Agreement; this Agreement shall be controlling.
SECTION II. STATUS OF CONTRACTOR
Contractor shall be .deemed to be an independent contractor and is not an employee or agent of
the City of Richmond.
SECTION III. COMPENSATION
City shall pay Contractor an amount not to exceed Forty -Four Thousand Five Hundred Forty -Five .
Dollars and No Cents ($44,545.00) for the purchase and installation of Seven (7) TimePro HS900
HIDIBIO clock for the District, along with TimePro Enterprise SQL Software, PC Punch
software, HR attendance tracker with calendar, and other features set forth in Exhibit "A", all of
which is set forth in Exhibit "A", which is attached hereto and incorporated herein by reference.
'In addition, after City has received a year's free software maintenance agreement from Contractor
(that year being from September 1, 2019 through August 31, 2020), City shall pay Contractor the
sum of Three Thousand Five Hundred Dollars ($3,500.00) for the period from September 1, 2020
through August 31, 2021, then .the sum of Three Thousand Five Hundred Dollars ($3,500.00)
from September 1, 2021 through August 31, 2022 and Three Thousand Five Hundred Dollars
($3,500.00) from September 1, 2022 through August 31, 2023, for a total sum of Ten Thousand
Five Hundred Dollars ($10,500.,00).
1
Contract No. 115-2019
The total sum due Contractor from City, as. set forth above, is Fifty --Five Thousand Forty --Five
Dollars ($55,545.00), of which $44,545.00 shall be paid for the purchase of the equipment set out
above and also as set forth in Exhibit "A" and the remaining $10, 5 0 0.0 0 shall be paid to
Contractor by City for the software maintenance agreement on the beginning of the software
maintenance agreement year of September .l .
SECTION IV. TERM OF AGREEMENT
This Agreement shall be effective September 1, 2019 and shall continue in effect until December
315 2022, at which time this Agreement shall terminate, unless the parties extend this Agreement
by a written and signed Addendum.
Notwithstanding the term of this Agreement, City may terminate this Agreement in whole or in
part, for cause, at any thne by giving at least thirty (30) days written notice specifying the
effective date and the reasons for termination which shall include but not be limited to the
following:
a. failure, for any reason of the Contractor to fulfill in a timely manner
its obligations under this Agreement;
b. submission of a report, other work product, or advice, whether oral or written, by the
Contractor to the City that is incorrect, incomplete, or does not meet reasonable
professional standards in any material respect;
c. ineffective or improper use of funds provided under this Agreement;
d. suspension or termination of the grant funding to the City under which this Agreement
is`made; or
e. unavailability of sufficient funds to make payment on this Agreement.
This Agreement may also be terminated by either the City or the Contractor, in whole or in part,
by mutual Agreement setting forth the reasons for such termination, the effective date, and in the
case of partial termination, the portion to be terminated.
This Agreement may also be terminated by either the City or the Contractor, without cause, by
giving at least thirty (3 0) days written notice to the other party.
In the event of termination of this Agreement, the City shall be required to make payment for all
work performed prior to the date this Agreement is terminated, but shall be relieved of any other
responsibility herein.
SECTION V. 'INDEMNIFICATION AND INSURANCE
Contractor agrees to obtain insurance and to indemnify the City for any damage or injury to,
person or property or any other claims which may arise from the Contractor's conduct or
performance of this Agreement, either intentionally or negligently; provided, however, , that
nothing contained in this Agreement shall be construed as rendering the Contractor liable for acts
of the City, its officers, agents, or employees. Contractor shall as a prerequisite to this
Agreement, purchase and thereafter maintain such insurance as will protect it from the claims set
forth below which may arise out of or result from the Contractor's operations under this
Agreement, whether such operations by the Contractor or by any sub --contractors or ' by anyone
directly or indirectly employed by any of them, or by anyone for whose acts the Contractor may
be held responsible.
Coverage Limits
A. ,worker's Compensation & Statutory
Disability Requirements
B. Employer's Liability $100,000
C. Comprehensive General Liability
Section 1. Bodily Injury $1,000,000 each occurrence
t $2,000,000 aggregate
Section 2. Property Damage $1,000,000 each occurrence
D. Comprehensive Auto Liability
Section 1. Bodily Injury $1,000,000 each person
$1,1000,000 each occurrence
Section 2. Property Damage $1,000,000 each occurrence
E. Comprehensive Umbrella Liability $1,000,000 each occurrence
$1,000,000 aggregate
F. Malpractice/Errors & Omissions Insurance $1,000,000 each occurrence
$1,000,000 aggregate
SECTION VI. COMPLLANCE WITH WORKER'S COMPENSATION LAW
Contractor shall comply with all provisions of the Indiana worker's Compensation law, and shall,
before commencing work under this Agreement, provide the City a certificate of insurance, or a
certificate from the industrial board showing that the Contractor has complied with Indiana Code
Sections 22-3--2-5, 22--3--5--1 and 22--3-5-2. If Contractor is an out of state employer and therefore
subject to another state's worker's compensation law, Contractor may choose to comply with all
provisions of its home state's worker's compensation law and provide the City proof of such
compliance in lieu of complying with the provisions of the Indiana worker's Compensation Law.
SECTION VII. COMPLIANCE WITH INDIANA E-VERIFY PROGRAM
REQUIREMENTS
Pursuant to Indiana Code 22-5-1.7, Contractor is required to enroll in and verify the work
eligibility status of all newly hired employees of the contractor through the Indiana E-Verify
program. Contractor is not required to verify the work eligibility status of all newly hired
employees of the contractor through the Indiana E-Verify program if the Indiana E-Verify
program no longer exists. Prior to the performance of this Agreement, Contractor shall
provide to the City its signed Affidavit arming that Contractor does not knowingly employ
an unauthorized alien in accordance with IC 22-5-1.7-11 (a) (2). In the event Contractor
violates IC 22-5-1.7 the Contractor shall be required to remedy the violation not later than
thirty (30) days after the City notifies the Contractor of the violation. If Contractor fails to
remedy the violation within the thirty (30) day period provided above, the City shall consider
the Contractor to be in breach of this Agreement and this Agreement will be terminated. If
the City determines that terminating this Agreement would be detrimental to the public
interest or public property, the City may allow this Agreement to remain in effect until the
City procures a new contractor. If this Agreement is terminated under this section, then
pursuant to IC 22-5-1.7-13 (c) the Contractor will remain liable to the City for actual
damages.
SECTION VIII. PROHIBITION AGAINST DISCRIMINATION
A. Pursuant to Indiana Code 22--9--1--10, Contractor, any sub --contractor, or any person acting
on behalf of Contractor or any sub --contractor shall not discriminate against any employee
or applicant for employment to be employed in the performance of this Agreement, with
respect to hire, tenure, terms, conditions or privileges of employment or any matter
directly or indirectly related to employment, because of race, religion, color, sex,
disability, national origin, or ancestry.
B. Pursuant to Indiana Code 5--16--6--1, the Contractor agrees:
1. That in the hiring of employees for the performance of work _under this
Agreement of any subcontract hereunder, Contractor, any subcontractor, or any
person acting on behalf of Contractor or any sub -contractor, shall not
discriminate by reason of race, religion, color, sex, national origin or ancestry
against any citizen of the State of Indiana who is qualified and available to
perform the work to which the employment relates;
2. That Contractor, any subcontractor, or any person action on behalf of Contractor
or any sub --contractor shall in no manner discriminate against or intimidate any
employee hired for the performance of work under this Agreement on account of
race, religion, color, sex, national origin or ancestry;
3. That there may be deducted from the amount payable to Contractor by the City
under this Agreement, a penalty of five dollars ($5.00) for each person for each
calendar day during which such person was discriminated against or intimidated
in violation of the provisions- of the Agreement; and
4. That this Agreement may be canceled or terminated by the City and all money
due or to became due hereunder may be forfeited, for a second or any subsequent
violation of the terms or conditions of this section of the Agreement.
C. Violation of the terms or conditions of this Agreement relating to discrimination or
intimidation shall be considered a material breach of this Agreement.
SECTION IX. RELEASE OF LL4BILITY
Contractor hereby agrees to release and hold hannless the City and all officers, employees, or
agents of the same from all liability which may arise in the course of Contractor's performance of
its obligations pursuant to this Agreement.
SECTION X. MISCELLANEOUS
This Agreement is personal to the parties hereto and neither party may assign or delegate any of
its rights or obligations hereunder without the prior written consent of the other party. Any such
delegation or assignment, without the prior written consent of the other party, shall be null and
void. This Agreement shall be controlled by and interpreted according to Indiana law and shall
be binding upon the parties, their successors and assigns. This document constitutes the entire
Agreement between the parties, although it may be altered or amended in whole or in part at any
time by filing with the Agreement a written instrument setting forth such changes signed by both
parties. By executing this Agreement the parties agree that this document supersedes any
previous discussion, negotiation, or conversation relating to the subject matter contained herein.
This Agreement may be simultaneously executed in several counterparts, each of which shall be
an original and all of which shall -constitute but one and the same instrument.
The parties hereto submit to jurisdiction of the courts of Wayne County, Indiana, and any suit -
arising out of this Contract must be filed in said courts. The parties specifically agree that no
arbitration or mediation shall be required prior to the commencement of legal proceedings in said
Courts. By executing this Agreement, Contractor is estopped from bringing suit or any other
action in any alternative forum, venue, or in front of any other tribunal, court, or administrative
body other than the Circuit or Superior Courts of Wayne County, Indiana, regardless of any right
Contractor may have to bring such suit in front of other tribunals or in other venues.
In the event of any breach of this Agreement by Contractor, and in addition to any other damages
or remedies, Contractor shall be liable for all costs incurred by City in its efforts to enforce this
Agreement, including but not limited to, City's reasonable attorney's fees.
In the event that an ambiguity, question of intent, or a need for interpretation of this Agreement
arises, this Agreement shall be construed as if drafted jointly by the parties, and no presumption
or burden of proof shall arise favoring or disfavoring any party by virtue of the authorship of any
of the provisions of this Agreement.
Any person executing this Contract in a representative capacity hereby warrants that he/she has
been duly authorized by his or her principal to execute this Contract and that such authorization
has not been revoked or rescinded.
IN WITNESS WHEREOF, the parties have executed this Agreement at Richmond, Indiana, as of
the day and year first written above, although signatures may be affixed on different dates.
"CITY"
The City of Richmond, Indiana, by and through
its Board of Sanitary Commissioners
Sue Miller, President
"CONTRACTOR"
COMMEG SYSTEMS, INC.
Nam e-�� 15�1 e � � • C, o C�
Title i/ e a1'-Cv-1A7j o o-S
Dated:JF0
��
Dated: D 1 17 i 6
APPROVED:
ayor
Dated:
COrr meg Systems, Inca U-Ote
Phone: 630-833-3305
• Fax: 630--833--3680 No.: 2704
141 West Home Avenue
Date: 6/10/2019
imepro,� � Villa Park, IL60181 -
Prepared for:
Prepared by: Doug Aron
Ronnie west
Account No.: 2545
City of Richmond Indiana
50 North 5th Street
Richmond, IN 47374 U.S.A.
Quantity Part Description
u/Total
1 TimePro Enterprise SQL Software
EA
$16,895.00
$16,895.00
(Core Software Application to include 50 Manager
User Licenses)
7 TimePro HS900 HID/BIO Clock
EA
$2,295:00
$161065.00
1 TimePro web- Employee PC Punch
EA
$4,295.00
$4,295.00
Software
1 HR Attendance Tracker w/Calendar
EA
$3,495.00
$3,495.00 .
(Includes. benefits reporting, RTO, and Union report generation).
1 Software -Implementation & Policy
EA
$4,250.00
$4,250.00
Configuration
1 Remote TimePro Training (6, ' 1 j2 day
EA
$51200.00
$51200.00
remote sessions)
7 Clock Shipping & Handling
EA
$35.00
$245.00
1.00 Less Special Discount Less BS&A Partner ❑iscount
EA
($5,900.00)
($5,900.00)
Timepro Advanced Scheduler - NO CHARGE
TimePro Archived History File - NO CHARGE
Payroll Interface to BS&A Software - NO CHARGE
TimePro Options.:.
~
Clock PoE Converter - $85.00 each.
HID Prox Cards - $10:00 ea.
Your Price: $44;545.00
Total: $44,545.00
Prices are firm until 8j9j2019 Terms: 50o/oDown500/o0n-De1
Prepared by: Doug Aron,,, douga@commeg.com - Date; 6/10/2019
An optional software maintenance agreement is available after the free one year warranty at a cast of $3,500 per year.
This agreement includes upgrades, service and support.-
Accepted by: Date:
quote.rpt Printed: 6/10/2019 4:48:38PM Page t
7/10/2016
City of Richmond Indiana
50 North 5th Street
Richmond, IN 47374
Coverage Type: DEPOT Contact: Ronnie West (765) 983-7351 Coverage From: 7/ 10/20'19 To 7//012020
Dear Valued Timepro Customer,
E n cl os ed pl ease fi n d a m ai nt en an ce. con t ract for you r Ti me pr o0 au t om.ote d t i me keep i n g an d l ab or
s ch edu I i n g system. This contract en su re s that your i n•ve st me nt will be protected in case of a. problem.
Coverage f o r rn ai n tern an ce i n cl u de s s oftare s u p port an d w h er e app I i cab I e re pai r s fo r h arda.re
failures resulting from normal wear are d tear. This contract covers services from 8:3 Oa m to 5:00 prn
central, M onday throu gh Friday. Hol idays excl uded. Services re guested for any other tim a will be bi I1ed
actor di ng t o ou r cu rr en i s ervice rat es w h i ch h ave.b een en cl os e d f o r yo u r reNA e . Th i s cant r act
in du des m i5jor software a pgrades an d u nI imited TimePro phone support at no additional ch arge
duri rig Cora meg's business h cu rs. Service technician s are on call 24 h ours a day and avai lable far an
additional fee. Timepro trai nin g is not in du ded in this contras but ran ay be purch ased at an additional
cost.
Airy. F U rcha a of an Annu ai. Mai rden once Atcyeement covers:
Free minor version updates.
Free major version upgrades.
Free t ech n i cal su-ppo rt (ex clu.di n g train i n g and co n s u It i n g). Support is provi ded by ph one, f ax or e-mail.
Nlon-Mointenance Se ioe
Please n ote the# Timepro charges n on-mai ntenari ce customers a fee per ph one su pport in cident. You
can save money now and protect your investment by reinstating your maintenance conr t r act
etely.
Fain staement of Eli red M airiten n ce Contra,bts
Mai ntenance contracts that have expired can be reinstated from the date they expired by.multiplying the number
of months since expiration and prorated against current rates plus 1 0 .
If you wish to accepit this contract please s ign the agreerrmerd and return it with your j6jwzrig?vWZv7FiAY I f y o u
choose not to accept this maintenance agreement service is available at our standard hourly rates. Thank you for
or ldn g �h us and if you h av a any questions please call me.
Sincerely.
Bob S arl ey
630.83.3305
. A A _eve
ot li Z
City of Richmond Indiana
50 North 5th Street
Richmond, IN 47374
This is Your Invoice and Contract-- Please Pay from this Invoice. Due Upon -Receipt
Maintenance Coverage for this co nt ract is available during Coat m a g's normal working hours..
which are Monday -Friday 0: 00 am-5: ❑Opm centred, exdu din g holi days. 'TERMS: All meintenance
agreements are subject to a signed Dommeg Maintenance agreement. commeg Systems
reserves the right to cancel this con tr act at anytime... and its only responsibility is to inform t h e
customer 30 days in advance of the cancellation, in this case unused contract amounts will be
prorated and refunded to the customer. Equipment must be in good wort4ng order at t h e
commencement of th is agreement. Th i s agreement does n of cover damage du a to f i r er water.
storm, burglary, power line fluctuation s, spillage accident. negligen ce or abu se. Any repai r
resulting from, such causes or events will be performed only after customer approval of estimated
casts to repair. Com m egf s current rates are $ 0 2 0.0 0 per day.. $ -14 0. 0 0 per hour, minimum ch arg e
is 114 hour.
Signttu re Date
Equipment Lisp
Coverage Type: DEPOT Contact: Ronnie West (765) 983-7351 Coverage From: 7110f 2019 To 7/1012020
Proven Partners Manufacturing--0000000917
Depot
HS900-Bic-HID Clock
$392.66
HS900-Bio-HID Clock
$392.66
HS900-Bio-HID Clock
$392.66
HS900-Bio-HID Clock
$392.66
HS900-Bio-HID Clock
$392.66
HS900-Bio-HID Clock
$392.66
HS900-Bio-HID Clock
$392.66
TimeproSQL Software
$3,500.00
Total Due:
zer;
��s�
$63248.62
COMMEG SYSTEMS INC., TERMS AND CONDITIONS
1. Acceptance by Customer of all or any part of the products, software, or services ordered, or Customer's
failure to object to the terms hereof in writing within 10 days of receipt of this Contract, shall be deemed
acceptance of this contract and assent to each of the terms and conditions hereof (including any terms
which are in addition to or different from those in any Customer document). Customer is hereby notified
that Commeg Systems objects to any terms and conditions of Customer's purchase documents, which are
different from or in addition to the terms and conditions hereof. CONINMG's acceptance of any Customer
purchase order or other offer to buy is expressly made conditional on Customer's assent (including by
acceptance of products or failure to object as noted above) to any additional or different terms contained
herein.
2. The down -payment amount listed on the face side represents a non-refundable_payment as reimbursement
for systems consultation services associated with site evaluation, system presentation, and/or programming
documentation of the equipment and order processing costs. The price listed does not include sales or other
taxes; as all such taxes shall be in addition to the price and shall be paid by Customer. Amounts not paid
when due shall bear interest at the rate of 1.8% per annum. Customer shall reimburse Commeg Systems
for all costs incurred in collection any amounts not paid when due, including reasonable attorney fees.
3. Title to any software included with the product ("Software") remains with COMMEG at all times and is
only licensed to Customer pursuant to the terms of Paragraph 4. Title to all other products shall remain
with CONIlVMG until all sums are due under this Contract are paid. If payment is not made when due, or if
a Customer breaches this agreement, then COMMEG shall have the immediate right to enter any premises
where the product is located and to take possession of the product (including the Software) without notice
-or demand and without legal proceedings, and Customer agrees to pay on demand a reasonable product
rental fee and all expenses that have been incurred by COMMEG, including but not limited ta,
unreimbursed training and installation expenses, reasonable attorney's fees, and court costs.
4. COMNMG-grants to Customer a nonexclusive, nontransferable license to (1) install the Software on the
customers local area network, and (2) use the Software on the PC on which it is installed, or any licensed
computer directly connected to the file server on which is installed, as the case may be. Customer may
copy the Software for back --up and archival purposes, provided that the original and each copy are kept in
the Customer's possession. All copies shall be owned by COMMEG and subject to this license. Customer
may install and use the Software only on equipment owned or leased by it, and only for purposes of
processing its own data and not the data of any third parties. COG retains all rights not expressly
granted to Customer herein.
5. CONEMEG will' endeavor in good faith to deliver products and Software paid for by Customer pursuant to
this Contract within the time specified in COMMEG's order acceptance, but CONIlVIEG shall not be liable
for any delay in delivery or failure to deliver caused by unavailability of materials, strikes, or other labor
related difficulties, interruption of production ,due to mechanical or technical reasons, government interface,
or force maj eure.
6. Upon delivery, all risk of loss or damage to the products and software from any cause whatsoever shall be
borne by Customer.
7. No installation, programming, training or other services are included, unless expressly stated on the face
hereof. If training is expressly provided for, Customer acknowledges and agrees that COMMEG sole
obligation for training is to supply a qualified instructor for the designated number of training hours.
COMMEG neither warrants nor represents that after such training time any specific individuals designated
by Customer will be able to properly use and operate the -product. Any additional time will be billed by
COMMEG at its prevailing rates.
8. COMIVMG warrants that upon delivery, (1) the product shall be in good working order, (2) the Software
will perform substantially in accordance with the user documentation accompanying the software, and the
media on which the Software is provided will be free from defects in materials and workmanship.
COMMEGS's entire liability and Customer's sole and exclusive remedy for breach of the foregoing
COMMEG SYSTEMS INC., TERMS AND CONDITIONS
warranties shall be repair or replacement of such defective or nonconforming product part, software, or
media at no charge to Customer, including parts and labor, for a period of 1 year after delivery. This
warranty service is only available Monday through Friday from 8:3OAM to 5:00PM CST, excluding
holidays.
Labor charges for warranty service performed outside of this time period, including travel, will be billed at
COMMEG's prevailing rate. warranty coverage does not extend to loss or damage due to fire, water,
storm, burglary, power line fluctuations, spillage, accident, act of God, negligence, improper installation or
use, misuse, abuse, or violation of this Contract. THIS IS THE ONLY WARRANTY MADE AS TO THE
PRODUCT, SOFTWARE, AND SERVICES AND IS IN LIEU OF ALL OTHER WARRANTIES,
EXPRE S S, IMPLIED, OR STATUTORY, INCLUDING THE IMPLIED WARRANTIES OF
MECHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. COMMEG DOES NOT
WARRANT THAT THIS SOFTWARE WILL MEET CUSTOMERS REQUIREMENTS OR THAT ITS
OPERATION WILL BE UNINTERRUPTED OR ERROR --FREE COMMEG' S LIABILITY TO
CUTOMER UNDER ANY THEROY SHALL NOT EXCEED THE AMOUNT CUSTOMER
ORIGINALLY PAID FOR THE PRODUCT, SOFTWARE, OR SERVICES AT ISSUE. IN NO EVENT
WILL COMAMG BE LIABLE TO CUSTOMER FOR ANY INCIDENTAL, INDIRECT, SPECIAL, OR
CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA,
OR USE). EVEN IF COMMEG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
9. This Contract constitutes the entire agreement between Customer and COMMEG, supercedes all prior oral
or written communications with respect to the subject matter hereof and may not be amended or waived
except by a writing signed by the party to be bound. COMMEG's remedies hereunder and law shall be
cumulative. No waiver by COMMEG of any breach shall constitute a waiver of any other breach.
10. 'This contract shall be governed by the construed according to the substantive laws of the state of Illinois
without regard to its conflict of law provisions. Jurisdiction and venue regarding any action or dispute in
connection with this contract shall reside in the courts of Cool{ County,= Illinois.
11.. CONUI IEG reserves the right to subcontract out any or all of the work to be performed hereunder, and to
assign its rights and obligations hereunder, without notice to or obtaining the consent of the Customer.
Customer may not assign this contract, or license hereunder without CONENAEG's prior written consent.
12.. The invalidity or unenforceability of a provision in this Contract shall not render any other portion or term
of the contract invalid or enforceable.
13. COMING shall have the right to terminate any order, or to delay the shipment thereof, by reason of the
filing of bankruptcy or insolvency proceedings relating to Customer, breach of any of the terms of this
Contract, or assignment by Customer of this contract without advance written approval.