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HomeMy WebLinkAbout268457 C3 TECHNOLOGY - CONTRACT - CONTRACT - COMPUTER UPGRADES C3PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City' and C3 Technology Inc., hereinafter referred to as 'Professional'. W ITN ESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Scope of Services. The Professional agrees to provide services in accordance with the scope of services attached hereto as Exhibit "A", consisting of one (1) page, and incorporated herein by this reference. 2. The Work Schedule. The services to be performed pursuant to this Agreement shall be performed three (3) days a week. 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated upon signing of this Agreement. Services shall be completed no later than June 28, 2002. Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in writing by the parties hereto. 4. Early Termination by City. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Professional. Such notice shall be delivered at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following addresses: PSA 05/01 1 C 3 Technology Inc. Dave Herzfeld, President 2519 S. Shields #137 Ft. Collins, CO 80526 (970) 223-2738 City: City of Fort Collins, Purchasing P.O. Box 580 Ft. Collins, CO 80522 Attn: Keith I. Ashby (970)416-2191 With Copy to: City of Fort Collins, Engineering P.O. Box 580 Ft. Collins, CO 80522 Attn: Brenda McCoy-Manfredo (970)221-6528 In the event of any such early termination by the City, the Professional shall be paid for services rendered prior to the date of termination, subject only to the satisfactory performance of the Professional's obligations under this Agreement. Such payment shall be the Professional's sole right and remedy for such termination. 5. Design, Project Indemnity and Insurance Responsibility. The Professional shall be responsible for the professional quality, technical accuracy, timely completion and the coordination of all services rendered by the Professional, including but not limited to designs, plans, reports, specifications, and drawings and shall, without additional compensation, promptly remedy and correct any errors, omissions, or other deficiencies. The Professional shall indemnify, save and hold harmless the City, its officers and employees in accordance with Colorado law, from all damages whatsoever claimed by third parties against the City; and for the City's costs and reasonable attorneys fees, arising directly or indirectly out of the Professional's negligent performance of any of the services furnished under this Agreement. The Professional shall maintain commercial general liability insurance in the amount of $500,000 combined single limits, and errors and omissions insurance in the amount of $1,000,000.00. 6. Compensation In consideration of the services to be performed pursuant to this Agreement, the City agrees to pay Professional on a time and reimbursable direct cost basis according to the following schedule: Hourly billing rates: $85.00 PSA 05/01 2 Reimbursable direct costs: N/A with maximum compensation (for both Professional's time and reimbursable direct costs) not to exceed Twenty-nine Thousand Dollars ($29,000.00). Monthly partial payments based upon the Professional's billings and itemized statements of reimbursable direct costs are permissible. The amounts of all such partial payments shall be based upon the Professional's City -verified progress in completing the services to be performed pursuant hereto and upon the City's approval of the Professional's reimbursable direct costs. Final payment shall be made following acceptance of the work by the City. Upon final payment, all designs, plans, reports, specifications, drawings and other services rendered by the Professional shall become the sole property of the City. 7. City Representative. The City will designate, prior to commencement of work, its project representative who shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the project. All requests for contract interpretations, change orders, and other clarification or instruction shall be directed to the City Representative. 8. Monthly Report. Commencing thirty (30) days after the date of execution of this Agreement and every thirty (30) days thereafter, Professional is required to provide the City Representative with a written report of the status of the work with respect to the Scope of Services, Work Schedule, and other material information. Failure to provide any required monthly report may, at the option of the City, suspend the processing of any partial payment request. 9. Independent Contractor. The services to be performed by Professional are those of an independent contractor and not of an employee of the City of Fort Collins. The City shall not be responsible for withholding any portion of Professional's compensation hereunder for the payment of FICA, Workers' Compensation, other taxes or benefits or for any other purpose. 10. Personal Services. It is understood that the City enters into this Agreement based on the special abilities of the Professional and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Professional shall neither assign any PSA 05/01 3 responsibilities nor delegate any duties arising under this Agreement without the prior written consent of the City. 11. Acceptance Not Waiver. The City's approval of drawings, designs, plans, specifications, reports, and incidental work or materials furnished hereunder shall not in any way relieve the Professional of responsibility for the quality or technical accuracy of the work. The City's approval or acceptance of, or payment for, any of the services shall not be construed to operate as a waiver of any rights or benefits provided to the City under this Agreement. 12. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default. 13. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific performance; or (c) avail himself of any other remedy at law or equity. If the non -defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non -defaulting party for the non -defaulting party's reasonable attorney fees and costs incurred because of the default. 14. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representatives, successors and assigns of said parties. 15. Law/Severability. The laws of the State of Colorado shall govern the construction, interpretation, execution and enforcement of this Agreement. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction, such PSA 05/01 holding shall not invalidate or render unenforceable any other provision of this Agreement. THE CITY OF FORT COLLINS, COLORADO By: J. me B. O'Neill II, CPPO, FNIGP Director f P rchasing & Risk Management DATE: 5-&-�/6 2—_ C3 Technology Inc. Title: CORPORATE PRESIDENT OR VICE PRESIDENT Date: S— l 3 -O Z ATTEST: amia -- (Corporate Seal) Corporate S cret Illy PSA 05/01 EXHIBIT A SCOPE OF WORK This list is set out in a priority manner: The priority is from top to bottom. Inventory hardware/software on each machine via Centennial Plan any upgrades and order/purchase parts Investigate XP installation problem on Admin. Supv. Computer (Word and jpg) Build new machine for Dev. Rev. Mgr. Rotate old machine to Dev. Rev. Intern position — rebuild and add scanner Build new machine for City Surveyor — C&G, Local install ACAD 2K Rotate old machine to Surveying to replace old DOS machine — install Win 98. Keep old DOS machine on hand in Surveying. Build/prepare new machines for deploying ACAD 2K Marc A., Dean, 3 - SOS Build new machine for Drafting Techs — stand alone ACAD 2K Coordinate installation of ACAD 2K on server for deployment. Deploy ACAD 2K SOS, Erika, Kyle — deploy other software/hardware when at these machines New computers — Marc A, Dean Rebuild an 'old" computer for use as temp machine for potential rebuilds on front office staff computers and Lance Newlin before deployment below. Coordinate deployment of software and hardware upgrades throughout dept. Office XP GW 6 SP 6 IE 6 Ensure computers on domain — copy Favorites Any network print devices McAfee Memory Deploy another other needed software — Are View Rebuild any machines for rotation to others (Inspection) Take another inventory and document. Miscellaneous —