HomeMy WebLinkAbout00- Cross Computer Network Consultant, 911
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AGREEM[~NT FOR SERVICES
COMPUTER NETWORK CONSIJLT ANT
911
THIS AGREEMENT, is made by and between:
GALLATIN COUNTY, MONTANA and the CITY OF BOZEMAN MONTANA,
hereinafter jointly referred to as "Joint Dispatch", GIS S. lGth, Bo/,eman, Montana 59715 and,
Mr. DALTON CROSS, 408 Skyline C:ircle, Lorena, Texas 76655 ("CONTRACTOR").
WHEREAS, JOINT DISPATCH has need for expertise and services to ready its established
compater networks for additional computer aidcd di:-;patching; and,
WIIEREAS, the parties acknowledge that JOINT DISPATCH has contracted with
Intergraph Public Safety Inc. of Iluntsville Alabama to provide computer aided dispatch
functions; and,
WHEREAS, the JOINT DISP A Tel-] has authority to contract for such services through
entrance of this agreement by both the County and City; and,
WHEREAS, CONT1ZACTOR is engaged in an independently established profession,
renders services in the course of such profcssion and will continue to be free from control
or direction over the performance of his services; and,
WHEREAS, the CONTRACTOR represents that it is qualified to perf<mn such services
and is willing to furnish such services to JOINT DISPATCI I;
WHEREAS, The parties specifically understand the nature of CONTRACTOR'S scrviccs
is to enable the current network to properly implement Intcrgraph software products,
identify future network needs and suggest improvements.
WHEREAS, the Lindersigned has authority to enter into this agreement on
CONTRACTOR's behalf.
NOW, THEREFORE, in consideration of the terms, conditions, covenants and perCormance
contained herein, or attached and incorporated herein, the Parties hereto agree as follows:
1. Scope of Work. CONTRACTOR will complete the following services described in the
"SCOPE OF WORK" below:
A. Based on his professional knowledge of Intergraph Public Services, Inc. products, Contractor
shall evaluate, reconlmend and assist with changes to the COlllputer network currently utilized by
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Joint Dispatch to accept those products and run them in an efficient manner. Such services shall
include: troubleshooting and diagnosing existing network probleols, configuring current network
for optiJllUlll performance, diagramming existing Ilctwork and proposals fix future network, suggest
itl1l11ediately needed hardware upgrades and plan future hardware expansion. It is specifically
understood that Contractor will not supply any goods pursuant to this Agreernent.
B. Joint Dispatch will pay Contractor j()J" his services as Collows:
I) Contractor shall charge $400.00 per day for no less than 8 hours and no more than II
hours in anyone day. Any time expended beyond 11 hours in anyone day shall be charged at
$50.00 per hour. A "day" shallrnean hom 12 a.m. to I I :59 p,rll, on any calendar day.
2) Contractor :;hall be paid fi)r no icss ;l1an S days under this contract as long as the
Scope of Work his fully performed.
3) Contractor shall be paid for no more than g days without written agreement wi th Joint
Dispatch.
4) Joint Dispatch shall arrange for and pay all transportation (coach or economy airf~lre,
automobile) and lodging expenses incurred by Contractor neccssary to get to and frorn the work
site. Meal expenses shall not exceed those set by Montana law (MCA 2-1 X-50 1 et. seq, and
implementing regulations) namely $5 for the morning meal, $6 for thc rnidday meal, and $12 1(.1r
the evening meal.
C. Final acceptance will occur when Joint Dispatch signs a staternent submitted by the
CONTRACTOR with its final invoice stating that all products and services to be provided were
fully and completely operational in every respect under the terms of this Agreement.
D. Within 5 business days from execution of this Agreement, Contractor shall confer with a
representative of .Joint Dispatch in an effort to schedule the time for performance of Contractor's
duties, CONTRACTOR shall perform its work at the work site no later than July 15,2000. The
parties shall agree on the equipment that is necessary to be provided to Contractor to enable hinl
to cOlnplete the Scope ofWurk (e.g. cable tester, tcnnination equipment, sniffer soHware, cable
pulling accessories, etc.. .). In addition, the parties shall discuss and document the current
network configuration so Contractor can adequately prepare for providing his services,
E. Within 14 days of finishing on site, Contractor shall providc Joint Dispatch a report of' work
completed including a detailed diagram oCthe new network structure and a recommendation of
what is needed to have the network perfemn at its best capacity.
2. Compensation. JOINT DISP ATel I agrees to pay fell' the services described according
to the tenns and conditions set J<Jrth in the SCOPE OF WORK. JOINT DISPATCH shall make
payment within 30 days of receipt of CONTRACTOR'S invoice. Invoices shall specifically detail
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CONTRACTOR'S claim including all services set forth in the SCOPE OF WOIZK which have
been fully performed and all expenses incurred, Expense receipts (except for lneals) shall
accompany the invoice. The invoice shall reference thc Gallatin County Contract number if
known,
3. Additional Work. No clainls for extra, additional, or changes in the services will be
made by CONTRACTOR without written agrcement with .JOINT DISPATCII prior to the
performance of such services.
4. Proprietary Information. Both parties agree to usc reasonable care not to disclose
proprietary infommtion to any third party, and will not use infonnation developed during this
project [or the benefit of others except as Jnay be authorized in writing. All documents, rccords,
maps, drawings, or other papers acquircd by CONTIZACTOR during this project shall remain the
property of .JOIN 'I' DISPATCH.
5. Release of Information. CONTRACTOR will not releasc infonnation to any third party
without prior written approval [rcnn the .JOlN'I' DISP A TCII'S contact person.
However, CONTRACTOR will be available, with JOINT DlSP ATCll'S approval, to
respond to public and lnedia questions and infonnation inquiries. A log of such inquiries ,md
responses will be kept and macle available to the .JOINT' DISP A TeII, if rcquested.
6. Rcscl-ved
7. Default and Remedies. The parties agree each agreernent containcd herein is lnaterial
and of the essence. This Agreement may be tenninated by either party immediately should the
other party fail to per[onn in accordance with any term or condition of this Agreelllent after it fails
to cure within ten days written noqce.
8. CONTRACTOR Duties. The CONTRACTOR'S duties and responsibilities include the
following:
a. To furnish all labor, materials, equipment, supplies and incidentais nccessary to
conduct and complete the CONTRACTOR'S portion of the project as defined in the
SCOPE OF WORK
b. Prepare and present such information as may be pertinent and necessary, in order l~:ll.
the JOINT DISP ^ TCH to pass critical judgelllent on the features of the work.
c. Perform work in accordance with generally accepted standards currently in use with
similar type projects.
d. Per[onn professional services in connection with the Scope of Work.
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e. Allow the JOINT DISPATCH the right of revIew and examllle the
CONTRACTOR'S work and records pertaining to tbis Project at all tinles,
f. CON'fRACTOR shall nanle Dalton C:ross as contact person who shall receive and
examine the documents supplied by the JOINT DISP A Tefl, act as Project liaison
between the JOINT DISPATCH and the CONTRACTOR and respond to requests
from the JOINT DlSP ATCI I in writing promptly to prevent unreasonable delay in
the progress of the project.
9. .JOINT DISPATCH Duties. The JOINT DISPATCH duties arc set forth as f(Jllows:
a. Review with the CONTRACTOR all pcrtine11l information as to the JOIN r
DISP A TCE'S requirements f()r the project.
b. JOINT DISPA TCE shall name the 911 Director as contact person who shall receive
and examine the docUlllents supplied by the CONTRACTOR, act as Project liaison
between the JOINT DISP ATCI I and the CONTRACTOR and respond to requests
from the CONTRACTOR in writing promptly to prevent unreasonable delay in the
progress of the project.
c. Give prompt wri tten notice to the CONTRACTOR whenever the JOINT
DISP ATCH observes or otherwise becomes aware of a defect in the project or other
events which may substantially affect the CONTRACTOR'S per1ClrlllanCe of
services under this Agreement.
10. Laws and Regulations. CONT'RACTOR shall comply with all applicable state,
federal andloeallaws and regulations.
11. Lien Waivers. Provided that JOINT DISP A TCE has first lllade all payments as
required herein, CONTRACTOR shall pay all valid bills and charges j~)r material and labor
incurred by it and arising out of the Scope of Work and will hold JOINT DISP A'rCI-I free and
harmless against all liens and clain13 of liens fOf services, labor and materials filed against the
property upon which the Scope of Work is done. As evidence of paYlnent of service providers,
materialmen and subcontractors, CONTRACTOR shall file lien waivers. CONTRACTOR will
also lile the same f()r its services. CONTRACTOR shall provide the necessary inf()nnation on to
identi(y all providers of services, matcrialnlel1 and subcontractors.
12. Indemnification. CONTRACTOR waives any and all claims and recourse against
JOINT DISPATCH or its o1Ticers, agents or employees, including the right of contribution for loss
or damage to person or property arising from, growing out of or in any way connected with or
incident to the performance of this Agreement except claims arising from the intentional acts or
concurrent or sole negligence of .JOIN'r DISP A TCI-I or its ollicers, agents or employees.
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CONTRACTOR will indenmity, hold hannless, and defend the JOINT DISPATCH and its
agents, principals, and elnployees Ih)lll and against any and all claims, demands, danlages, costs,
expenses, losses, liability, judgements, defense expenses, and attorney's lees rising out of or
resulting from CONTRACTOR'S wrong Cui acts, errors, Olnissions, or negligence, or from
Contractor's failure to comply with the requirements of this Agreement or with all federal, state and
local law applicable to the perlclflnance of this Agreement. In the event or an action filed against
JOINT DISPATCH resulting from CONTRACTOR'S perJimnance under this Agreement, JOINT
DISP ATCH rnay elect to represent itself and incur all costs and expenses of suit.
These obligations shall survive termination of this Agreement.
13. Insurance. CONTgACTOR shall carry comprehensive automobile insurance that
includes bodily injury, property damage, in reasonable mnounts as detennined exclusively by
JOINT DISPATCH. CONTRACTOR shall put JOIN'fDISPATCI I on inunediate notice or any
changes or cancellation in coverage.
14. Independent Contracto.-. CONTRACTOR and its consultants and subcontractors
shall at all times be considered independent contractors. Notwithstanding its obligation to fulfill
the Scope of Work herein, CONTRACTOR and its consultants and subcontractors have been and
will continue to be Ji-ee li"om control or discretion over the their perfonnance under this Agreement
and in fact. JOINT DISPATCIl will not be responsible Ii)]' withholding any state or federal taxes or
social security, nor will the Joint Dispatch extend any of the benefits to the CONTIZACTOR that it
extends to employees. The CONTRACrOR is required to maintain necessary records and
withholding,
15. Attorney's Fees. If it is necessary for either party to bring an action to enl<Jrce the
tenns, covenants, or conditions of this Agreement, the prevailing party shall be entitled to
reasonable attorney lees to be set by the appropriate court, including fees of in-house counsel for
Joint Dispatch.
16. Venue. An action to enforce this Agrccrncnt shall be brought in the District Court of
the Eighteenth Judicial District, Gallatin County Montana.
17. Notice. All notices and certifications made pursuant to this agreement shall be
delivered to the addresses above by first class rnail, certified mail or personal delivery in care of the
person set forth in Section 8 or 9 of this Agreement. A party shall give the other notice of any
change in address.
18. Interpretation.
~t. This Agreement shall be governed and interpreted according to the laws of the State of
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Montana.
b. Section headings are for convenience only and are not intended to define or limit any
provisions of this Agreement.
c. The provisions of this Agreement arc independent and severable, and the invalidity,
partial invalidity, or unenforceability of anyone provision or portion thereof shall not ailed the
validity or enforceability of any other provision.
19. Time Is of the Essence. The time of complying with this Agreernent is of the essence
and a violation is a rnaterial breach.
20. Non-Waiver. The waiver or Ji.lilure to cn!ixce any provision of this Agreement shall
not operate as a waiver of any future breach of any such provision or any other provision.
21. Entire Agreement. This document represents the entire and integrated Agreement
between the JOINT DISPATCH and CONTRACTOR and supersedes all prior negotiations,
agreements or representations, either written or oral. This Agreement may be amended only by
written instrument signed by both Joint Dispatch and CONTRACTOR.
22. Non-Assignment. JOINT DISP A Tell and CONTIZAC'l'OR, respectively, hind
, themselves, their successors, assigns and legal representatives to the other party with respect to all
covenants, terms, or conditions of this Agreelllent. Neither JOINT DISP ATCll nor
CONTEACTO!{ shall assign this Agreement without the written consent of the other.
23. Execution of Agreement. The Gallatin County Clerk and Recorder will keep the
original Agreement. An exad unaltered copy of the original Agreement has the sanle f(Jree and
elIect as the original.
END OF AGREEMENT-EXCEPT FOR SIGNATURE PAGE
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IN WITNESS WI-IER_EOF the parties have signed this Agrcernent 1~Jr Services consisting of (o(al
pages.
DATED: _tf_ / /"3, t!k:?
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,JOINT IJISP A Tell
BOARD OF COUNTY COMMISSIONERS
GALLATIN COUNTY, MONTANA
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Chair
CITY OF BOZEMAN
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City Manager
CONTRACTOR
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SUI3SCRIBED iJ-ml SWORN by the person known to me as DALTON CROSS bel()re rne
this~' day of ()Uf\.~ . ,2000--------
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1~-'>'1 ~ha-~
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Nolmy PUhliCsiSC'tc of'ty!~~f</
Residing at l;{ . __:I1:":~tLn____
Commission cxpir .: 0 I /.;{ "3'
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