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Home My Public Portal AboutResolution 2012-12-03 Entering into a Contrac with Double Diamond Data LLC for Computer Support TOWN OF FRASER RESOLUTION NO. 2012-12-03 A RESOLUTION ENTERING INTO A CONTRACT WITH DOUBLE DIAMOND DATA, LLC. FOR COMPUTER SUPPORT BE IT RESOLVED BY THE BOARD OF TRUSTEES OF THE TOWN OF FRASER, COLORADO THAT: 1. That the Town Manager is hereby authorized to execute a contract with Double Diamond Data, LLC. for computer support with a term to expire December 31, 2013. DULY MOVED, SECONDED, AND ADOPTED THIS 5" DAY OF DECEMBER, 2012. Votes in favor: BOARD OF TRUSTEES OF THE Votes opposed: TOWN RASE , COLORADO Absent: Abstained: BY: May ATTEST: (S E A L) u Town Clerk Double Diamond Data, Inc., a Colorado corporation P.O. Box 128 Granby, CO 80446 (970) 726-6830 E-mail: pat(a),dbldiamond.com FLAT RATE SERVICE AGREEMENT JOB NAME: <�c�an <`r` " #= � f— DATE: 21 SUBMITTED TO: \J-t f bi ' 4,61 rJ (Client) PHONE: ADDRESS: L5_3 F7 e r-t6c= ^doe 4>0 8 ( 20 Fa'isc?—_ C L �` �r`Z STREET, MAILING, CITY, STATE, ZIP JOB LOCATION: 1 S3 T-i'Gt-Sc, �r /'.q'j A legal) OWNER (if different): SERVICES: INITIAL TERM: 't7 THROUGH AND UNTIL: SERVICE FEE: $ ' . PER MONTH 131ga50 `TOF 2-32- , 00 "TOT 7 Fi=)� 1 1. Any deviations or modifications from the above described Services, involving extra costs and/or time for Double Diamond Data, Inc., (DDD), will be reduced to written change orders signed by the parties. Such executed change orders shall be incorporated into this Agreement for terms. 2. Client acknowledges that the Service Fee does not include hardware (parts) and/or software costs, which shall be ordered by separate agreement. 3. Client acknowledges and agrees that fees paid are non-refundable, except upon DDD's breach hereof. Monthly payments of the Service Fee are due in advance, without demand, on or before the 1St day of each month. Payments for work completed by change orders and/or for hardware and software items purchased/licensed for Client are due as invoiced. Such Invoices shall be incorporated into this Agreement for terms. Upon default of any payment due, default interest shall accrue at 2.0% per month until cured. Additionally, DDD reserves all other legal remedies, including but not limited to the right to cease all work until such cure is made. 4. DDD's completion of the Services is conditioned upon limitations of access, product availability, acts of God or other reasons not under the control of DDD. DDD is not responsible for completion of the Services if Client changes Client's existing hardware and/or software without prior notification to and approval from DDD. Additionally, DDD shall not be responsible for Client's compliance with software licensing not expressly addressed in the Services. No warranties express or implied are provided hereby. Client hereby waives claims against DDD for consequential damages arising out of or relating to this Agreement. This waiver includes, but is not limited to, damages incurred by Client for loss of use. 5. The parties acknowledge and agree that DDD, its employees, agents and/or sub- contractors are not entitled to any worker's compensation or unemployment benefits from Client hereunder. This Agreement shall not create a joint venture, partnership, employer/employee relationship or any relationship except for that of Client and independent contractor. 6. Illegal Aliens. By its signature on this Contract, Contractor certifies that, as of the time of its signature, it does not knowingly employ or contract with any illegal alien who will perform work under this Contract and that, in order to confirm the employment eligibility of all employees who are newly hired for employment to perform work under this Contract, Contractor will participate in the e-verify program or department program, as defined in C.R.S. 8-17.5-101. Contractor agrees that it shall not knowingly employ or contract with any illegal alien to perform work under this Contract; and that it shall not enter into a contract with a subcontractor that fails to certify to Contractor that the subcontractor shall not knowingly employ or contract with any illegal alien to perform work under this contract. Contractor has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under this Contract through participation in either the e-verify program or department program, as defined in C.R.S. 8-17.5-101. Contractor shall not use the e- verify program or department program procedures to undertake preemployment screening of job applicants while work under this Contract is being performed. If Contractor obtains actual knowledge that a subcontractor performing work under this Contract knowingly employs or contracts with an illegal alien, Contractor shall: (1) notify the subcontractor and Owner within three days that Contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and (2) terminate the subcontract with the subcontractor if, within three days of receiving the notice required herein, the subcontractor does not stop employing or contracting with the illegal alien; except that Contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien. Contractor shall comply with any reasonable request by the Colorado Department of Labor and Employment made in the course of an investigation that the Department is undertaking pursuant to the authority established in C.R.S. 8-17.5-101(5). If Contractor violates a 2 provision of this paragraph, Owner may terminate this Contract for breach of contract. If the Contract is so terminated, Contractor shall be liable for actual and consequential damages to Owner. Contractor understands that, in the event of such a termination, Owner is required to notify the office of the Colorado Secretary of State. 7. This Agreement may be terminated by either party upon thirty (30) days written notice. In the event of termination by Client, Client shall pay DDD for all Services performed and reimbursable expenses due up to the date of termination, including but not limited to all costs incurred by executed purchase agreements. 8. This Agreement sets forth the entire transaction between the parties, any and all prior agreements, warranties or representations made by either party are superseded by this Agreement. All changes in this Agreement shall be made by a separate document executed by the parties. In the event of any litigation, arbitration or other dispute resolution method, the substantially prevailing party shall be entitled from the breaching/defaulting party to an immediate award of all costs incurred, including prejudgment and post judgment attorney's fees. 9. This Agreement shall not be assigned by either party without the prior written consent of the other party. 10. Fraser and Contractor understand and agree that Fraser is relying on, and does not waive or intend to waive by any provision of this Contract, the monetary limitations or any other rights, immunities and protections provided by the Colorado Governmental Immunity Act, Section 24-10-101, et seq., Colorado Revised Statutes, as the same may from time to time be amended, or otherwise available to Fraser, its officers or employees 11. Time is of the essence hereunder. A copy of this Agreement may be executed by each party, separately and/or by e-mail or facsimile, and when each party has executed a copy thereof, such copies taken together shall be deemed to be a full and complete contract between the parties. This Agreement shall be governed by the laws of Colorado. The Grand County District Court shall have jurisdiction over this Agreement and any legal proceedings brought to enforce any of the terms hereof shall be brought in such court. Please sign and date, confirming your acceptance of this proposal. Thank you. SUBMITTED BY: Double Diamond Data, Inc., a Colorado corporation By Pat Jacqis, President 3 THIS PROPOSAL MAY BE WITHDRAWN, AT DDD's SOLE DISCRETION, AT ANYTIME UNLESS FIRST ACCEPTED. THIS PROPOSAL WILL TERMINATE ON UNLESS PREVIOUSLY WITHDRAWN OR ACCEPTED. 4 ACCEPTANCE OF PROPOSAL: THE ABOVE RATES, SPECIFICATIONS, TERMS AND CONDITIONS ARE SATISFACTORY AND ARE HEREBY ACCEPTED. DDD IS AUTHORIZED TO DO THE WORK AS SPECIFIED. PAYMENT WILL BE MADE AS OUTLINED ABOVE. I AM AUTHORIZED TO ENTER INTO THIS AGREEMENT. Suture Signature: (print name) (print name) Date of acceptance: 5 Services to include: • Onsite and remote computer support, troubleshooting , service, and repair • Computer Local Area Network design, installation, and support to include routers, firewalls, switches, computers, monitors, power conditioning equipment, • Computer Network Security, antivirus, anti-spyware • Troubleshoot and maintain Wired and Wireless LANs • Computer Sales, installation, and training • Systems Integration, work with applications vendor to achieve business solutions • Work with client to develop technology plan and budget • Manage inventory of software, hardware, and warranty management • Regular maintenance to application of software patches, updates, system optimization • Installation and configuration of Server systems, workstations, printers, scanners, backup devices • Troubleshoot and manage pre-existing premise wiring and cable plant Services Excluded: • Installation of complete cable plant • Printer repair • Phone system maintenance