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Home My WebLink AboutDOCVIEW LLC - CONTRACT - CONTRACT - DOCVIEW LLCSERVICES 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 DOCVIEW, LLC, hereinafter referred to as "Service Provider". W ITNESSETH: 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 Service Provider 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 in accordance with the Work Schedule included in Exhibit "A". 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated within five (5) days following execution of this Agreement. Time is of the essence. Any extensions of the time limit set forth above must be agreed upon in a writing signed by the parties. 4. Contract Period. This Agreement shall commence upon the date of execution shown on the signature page of this Agreement and shall continue in full force and effect for one (1) year, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for an additional period of one (1) year at the rates provided with written notice to the Professional mailed no later than ninety (90) days prior to contract end. SA January, 2005 5. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without its fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 6. Early Termination by City/Notice. 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 Service Provider. 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: City: Fort Collins Police Services Attn: Susan Neiman P.O. Box 580 Fort Collins, CO 80522-0580 Copy to: City of Fort Collins Purchasing Department P.O. Box 580 Fort Collins, CO 80522-0580 Service Provider: Docview, LLC 4940 Contec Drive Lansing, MI 48910 In the event of early termination by the City, the Service Provider shall be paid for services rendered to the date of termination, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 7. Contract Sum. The Service Provider shall perform all services under this Agreement at no charge to the City. The Service Provider may charge the public per view for access to City records indexed by Service Provider, and Service Provider shall pay the City $7.50 per paid view. Service Provider shall pay the amounts due the City on a monthly basis, and shall provide the City with documentation of the number of paid views of City records upon request. 8. City Representative. The City will designate, prior to commencement of the work, its SA January, 2005 2 shall provide and maintain comprehensive general liability insurance in the amount of at least One Million Dollars ($1,000,000) from an insurance company acceptable to the City and, before commencing services hereunder, shall deliver a certificate of insurance naming the City as an additional insured to the City's Director of Purchasing and Risk Management, P. O. Box 580 Fort Collins, Colorado 80522. 17. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 18. 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 holding shall not invalidate or render unenforceable any other provision of this Agreement. 19. Special Provisions. Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit B, consisting of one (1) page, attached hereto and incorporated herein by this reference. CITY OF FORT COLLINS, COLORADO a municipal corporation Ja es . O'Neil II, CPPO, FNIGP Dire of P�u(rchasing and Risk Management Date: ATTEST: 2f City Clerk/eke r APPROV D F RM: Assistant City Att6rfiby SA January, 2005 5 DOCVIEW, LLC By: zo_'e 04A..l 7-- PRINT NAME %�.•�s , a1p.� t CORPORATE PRESIDENT OR VICE PRESIDENT Date: y A ST: t (Corporate Seal) O PORATE SECRETARY SA January, 2005 EXHIBIT A SCOPE OF SERVICES Service Provider will provide a Windows based software application called TRACSend that will allow the City to make traffic accident reports available online at Service Provider's website (www.tracview.com) for viewing by the public. Using TRACSend, the City will package its multi - page tiff images together and send them securely to Service Provider's server. Service Provider will then index and prepare the images and post them on its website. Service Provider shall provide customer service to the public, including an 800 customer support number. Once a customer has downloaded a report from Service Provider's website, the customer shall be allowed to download the same report again at no additional charge. Service Provider shall also notify a customer when a corrected version of a previously -purchased report is available. TRACSend will need to be able to communicate to Service Provider's servers via ports 20 and 21 for FTP transfer connectivity and port 25 for SMTP connectivity to send out warning emails if files do not transfer properly. The Windows based PC that TRACSend is installed on will need to be able to access the directory where the output tiff images are placed. This directory can be either a local directory on the Windows based PC or a mapped network drive on another computer accessible via a drive letter and a path (such as g:\output file\). The Windows based PC that TRACSend will be installed on should be running either Windows 2000 or Windows XP with all current patches and service packs installed. A scheduled task will also need to be setup on the Windows based PC so that TRACSend can run at regularly scheduled intervals. Task Scheduler is an application built into Windows 2000 and XP and can be accessed by going to the Accessories/System Tools folder. If the City wants its reports indexed and available the next business day, the City shall ensure that its SIRE system outputs the files to the output directory and that the scheduled task is completed by 4:30 PM each weekday. This will ensure that the package of images is delivered to Service Provider's servers in time for indexing. Any files that arrive after 5:00 PM will be processed on the following day and available the next business day after that. Any questions about this process should be directed to James Steubing who can be reached at (210) 843-9975 or steubinaO-tracview.com. Work Schedule 1. Service Provider shall provide the City with the TRACSend software within 5 days following execution of this Agreement. 2. The City shall install, set up and test the software for as long as the City deems necessary. 3. When the City is satisfied with the software and ready to proceed, the City shall notify Service Provider. 4. Within 5 days of receiving notice from the City, Service Provider shall begin indexing the City records and making them available to the public. SA January, 2005 EXHIBIT B SPECIAL PROVISIONS Pursuant to § 24-72-305.5 of the Colorado Revised Statutes, "Records of official actions and criminal justice records and the names, addresses, telephone numbers, and other information in such records shall not be used by any person for the purpose of soliciting business for pecuniary gain. The official custodian shall deny any person access to records of official actions and criminal justice records unless such person signs a statement which affirms that such records shall not be used for the direct solicitation of business for pecuniary gain." In order to ensure the City's compliance with the above law, Service Provider agrees as follows: 1) That the Service Provider shall not use City criminal justice records or the information contained therein for the direct solicitation of business for pecuniary gain. 2) As part of the services provided under this agreement, Service Provider shall require any person requesting a City record through Service Provider's website to agree that the requesting party shall not use such records or the information contained therein for the direct solicitation of business for pecuniary gain ("User Agreement"), prior to providing City records to the requesting party. 3) Service Provider shall keep a record of each User Agreement for not less than 2 years from the date of the User Agreement. The obligations of these Special Provisions shall survive the termination of the Services Agreement between the parties. SA January, 2005