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HomeMy WebLinkAboutTaylored Systems Inc./UtilitiesTaylored Systems Inc. - Cabling New Building Utilities Dept. - 2004 Appropriation # 02-3400-50 P.O.#W05647 Contract Not To Exceed $11,948.75 AGREEMENT FOR PURCHASE OF G£ THIS AGREEMENT FOR PURCHASE OF GOODS AND SI: into by and between the City of Carmel, Indiana, acting by a Safety ("City"), and Taylored Systems, Inc. ("Vendor"). TERMS AND CONDIT ACKNOWLEDGMENT, ACCEPTANCE: Vendor acknowledges that it has read and understands execution of same constitutes its acceptance of all of th. PERFORMANCE: City agrees to purchase the goods and/or services (the" City budget appropriation number 02-3400-50 funds. Services and to otherwise perform the requirements of highest technical and industry standards. ~ TO FORM APPROVED ODS AND SERVICES RVICES ("Agreement") is hereby entered id through its Board of Public Works and IONS his Agreement, and agrees that its ~ Agreement's terms and conditions. Goods and Services") from Vendor using endor agrees to provide the Goods and ,his Agreement by applying at all times the- PRICE AND PAYMENT TERMS: 3.1 Vendor estimates that the total price for the Goods and Services to be provided to City hereunder shall be no more than Eleven Thousand Nine Hundred forty-eight Dollars and seventy-five cents ($11,948.75) (the "Estimate"). Vendor shall submit an invoice to City no more than once every thirty (30) days detailing the Goods and Services provided to City within such time period. City shall pay Vendor for such Goods and Services within sixty (60) days after the date of City' s receipt of Vendor's invoice detailing same, so long as and to the extent such Goods and Services are not disputed, are in accordance with the specifications set forth in Exhibit A, are submitted on an invoice that contains the information contained on attached Exhibit B, and Vendor has otherwise performed and satisfied all the terms and conditions of this Agreement. 3.2 Vendor agrees not to provide any Goods and Services to City that would cause the total cost of the Goods and Services provided by Vendor to City hereunder to exceed the Estimate, unless City has previously agreed, in writing, to pay an amount in excess thereof. WARRANTY: Vendor expressly warrants that the Goods and Services covered by this Agreement will conform to the specifications, samples and/or descriptions thereof furnished to Vendor by City and/or by Vendor to and accepted by City, that the Goods and Services will be delivered in a timely, good and workmanlike manner and free from defect. Vendor acknowledges that it knows of City's intended use and expressly warrants that the Goods and Services provided to City pursuant to this Agreement have been selected by Vendor based upon City's stated use and are fit and sufficient for their particular purpose. TIME AND PERFORMANCE: This Agreement shall become effective as of the last date on which a party hereto executes same ("Effective Date"), and both parties shall thereafter perform their obligations hereunder in a timely manner. Time is of the essence of this Agreement. Taylored Systems Inc. - Cabling New Building Utilities Dept. - 2004 Appropriation # 02-3400-50 P.O.#W05647 Contract Not To Exceed $11,948.75 DISCLOSURE AND WARNINGS: If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of all chemicals, materials, substances and items used in or during the provision of the Goods and Services provided hereunder, including the quantity, quality and concentration thereof and any other information relating thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to furnish to City sufficient written warning and notice (including appropriate labels on containers and packing) of any hazardous material utilized in or that is a part of the Goods and Services. LIENS: Vendor shall not cause or permit the filing of any lien on any of City's property. In the event any such lien is filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding, City shall have the right to pay such lien or obtain such bond, all at Vendor's sole cost and expense. DEFAULT: In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Vendor's warranties; (b) falls to provide the Goods and Services as specified herein; (c) fails to make progress so as to endanger timely and proper provision of the Goods and Services and does not correct such failure or breach within five (5) business days (or such shorter period of time as is commercially reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d) becomes insolvent, is placed into receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to (1) terminate all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies available to City at law and/or in equity. INSURANCE AND INDEMNIFICATION: Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and Vendor from all claims for damages under any workers' compensation, occupational disease and/or unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness, disease or death of or to any of Vendor's agents, officers, employees, contractors and subcontractors; and, for any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall cause its insurers to name City as an additional insured on all such insurance policies, shall promptly provide City, upon request, with copies of all such policies, and shall provide that such insurance policies shall not be canceled without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and against any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney fees) for injury, death and/or damages to any person or property arising from or in connection with Vendor's provision of Goods and Services pursuant to or under this Agreement or Vendor's use of City property. Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney fees, and other expenses, caused by any act or omission of Vendor and/or of any of Vendor's agents, officers, employees, contractors or subcontractors in the performance of this Agreement. These indemnification Taylored Systems Inc. - Cabling New Building Utilities Dept. - 2004 Appropriation # 02-3400-50 P.O.#W05647 Contract Not To Exceed $11,948.75 obligations shall survive the termination of this Agreement. 10. GOVERNMENT COMPLIANCE: Vendor agrees to comply with all federal, state and local laws, executive orders, mles, regulations and codes which may be applicable to Vendor's performance of its obligations under this Agreement, and all relevant provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless City from any loss, damage and/or liability resulting from any such violation of such laws, orders, roles, regulations and codes. This indemnification obligation shall survive the termination of this Agreement. 11. NONDISCRIMINATION: Vendor represents and warrants that it and all of its officers, employees, agents, contractors and subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting discrimination against any employee, applicant for employment or other person in the provision of any Goods and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of employment and any other matter related to their employment or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status. 12. NO IMPLIED WAIVER: The failure of either party to require performance by the other of any provision of this Agreement shall not affect the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any other provision hereof. 13. NON-ASSIGNMENT: Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not delegate its obligations under this Agreement without City's prior written consent. 14. RELATIONSHIP OF PARTIES: The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price set forth herein shall be the full and maximum compensation and monies required of City to be paid to Vendor under or pursuant to this Agreement. 15. GOVERNING LAW; LAWSUITS: This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive their right to a jury trial, agree to file any such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. 16. SEVERABILITY: If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to comply with same, and the remaining provisions of this Agreement shall remain in full force and effect. Taylored Systems Inc. - Cabling New Building Utilities Dept. - 2004 Appropriation # 02-3400-50 P.O.#W05647 Contract Not To Exceed $11,948.75 17. 18. NOTICE: Any notice provided for in this Agreement will be sufficient if it is in writing and is delivered by postage prepaid U.S. certified mail, return receipt requested, to the party to be notified at the address specified herein: If to City: City of Carmel One Civic Square Cam~el, Indiana 46032 ATTN: John Duffy, Director, Utilities Dept. Douglas C. Haney, City Attorney Department of Law One Civic Square Carmel, Indiana 46032 If to Vendor: Taylored Systems, Inc. 14701 Cumberland Road Suite 100 Noblesville, IN 46060 ATTN: Allen Wilson Notwithstanding the above, notice of termination under paragraph 18 hereinbelow shall be effective if given orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from the date of such oral notice. TERMINATION: 18.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to Vendor, immediately terminate this Agreement for cause, in the event of a default hereunder by Vendor an~or if sufficient funds are not appropriated or encumbered to pay for the Goods and Services to be provided hereunder. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount representing conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 18.2 Either party hereto may terminate this Agreement at any time upon thirty (30) days prior notice to the other party. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount of conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 19. REPRESENTATIONS AND WARRANTIES The parties represent and warrant that they are authorized to enter into this Agreement and that the persons executing this Agreement have the authority to bind the party which they represent. Taylored Systems Inc. - Cabling New Building Utilities Dept. - 2004 Appropriation # 02-3400-50 P.O.#W05647 Contract Not To Exceed $11,948.75 20. ADDITIONAL GOODS AND SERVICES Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods and services to City. When City desires additional goods and services from Vendor, the City shall notify Vendor of such additional goods and services desired, as well as the time frame in which same are to be provided. Only after City has approved Vendor's time and cost estimate for the provision of such additional goods and services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in writing, to provide such additional goods and services, shall such goods and services be provided by Vendor to City. A copy of the City's authorization documents for the purchase of additional goods and services shall be numbered and attached hereto in the order in which they are approved by City. 21. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 18 hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2004, and shall, on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless otherwise agreed by the parties hereto. 22. HEADINGS All heading and sections of this Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. 23. BINDING EFFECT The parties, and their respective officers, officials, agents, partners, successors, assigns and legal representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations set forth in Agreement. 24. NO THIRD PARTY BENEFICIARIES This Agreement gives no rights or benefits to anyone other than City and Vendor. 25. ADVICE OF COUNSEL: The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same freely, voluntarily, and without any duress, undue influence or coercion. 26. ENTIRE AGREEMENT: This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the entire agreement between Vendor and City with respect to the subject matter hereof, and supersedes all prior oral or written representations and agreements regarding same. Notwithstanding any other term or condition set forth herein, but subject to paragraph 16 hereof, to the extent any term or condition contained in any exhibit attached to this Agreement or in any document referenced herein conflicts with any term or condition contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail. This Agreement may only be modified by written amendment executed by both parties hereto, or their successors in interest. Taylored Systems Inc. - Cabling New Building Utilities Dept. - 2004 Appropriation # 02-3400-50 P.O.#W05647 Contract Not To Exceed $11,948.75 IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: CITY OF CARMEL, INDIANA TAYLORED SYSTEMS, INC. by and through its Board of Public Works and Safety By: James Brainard, Presiding Officer D_gte: , . Mary An,~/Bur_ke, 1V, lemb .,... Date: /~ Lori S. ~atso~4(~ember Date: \,_/ '~lt"/ /04 ATTEST: By: Authorized Signature Printed Name Title FID/TIN: SSN if Sole Proprietor: Date: TAYLORED SYSTEMS, INC. City of Carmel Utilities Department TAYLORED SYSTEMS PROPOSAL & SCOPE OF WORK PREPARED BY: ALLEN WILSON (317) 776-4000 a~xSlson~ta¥1ored.com PREPARED FOR: John Duffy 317-571-2442 DATE: March 1, 2004 INTRODUCTION: Taylored Systems, Inc. is pleased to present a proposal for a Structured Cabling Solution. Since the cabling solution that you select to connect your voice and data communications systems becomes the lifeline of that system, choosing a qualified provider is a critical decision. Taylored Systems installs all of its projects to TIA/EIA-568 A, IEEE & BICSI Standards with Certified Installers to implement it. Taylored Systems uses only high-end quality products in its solutions, which are backed by the manufacturer as well as Taylored Systems warranties. Our goal is to provide our customers with a physical layer infrastructure capable of supporting all applications designed in conjunction with today's standards. By taking time to listen, study your business and understand your goals, Taylored Systems can install a complete structured cabling solution with service and support during and after the installation. Taylored Systems is proud to offer Leviton connectivity for your cabling project. By choosing Leviton, your project qualifies for a lifetime product and assurance warranty. Restriction On Disclosure And Use Of Information and Data (Apr 1984) This proposal or quotation includes information and data that shall not be alsclosed outside the realm of its intended use and shall not be duplicated, used or diselused -in whole or in part- for any purpose other than to evaluate this proposal / quotation / bid. This specifically includes any and all competitors or similar companies of this nato, re. The information subject to this restriction are contained in the sheets bearing a reference to the restriction notice on this rifle page. EXHIBIT ii. GENERAL SCOPE OF WORK The Utilities Department will be moving into a new facility and has requested pricing from Taylored Systems to install a Structured Cabling System that will include the placement of Category 5e, 4-pair, non-plenum rated, cable for both voice and data applications. All data cables will terminate into rack mounted patch panels; voice will be terminated to 66 blocks. Further connectivity includes a 25 pair, CAT-3, copper cable and (2) 5e 4-pair cables between the two Network rooms. CATV runs will be placed and terminated to F-type faceplates at the TV locations. In the Network room, the CATV cables will be terminated with compression fi~ings and left coiled. We will also install proper grounding per industry standards. Per your request data cable and jacks will be gray while voice cable and jacks will be blue. SPECIFIC SCOPE OF WORK Taytored Systems will provide the material and labor to complete the following: Place (1) - 19" x 84" equipment rack in the Network room Place hinged covered vertical and horizontal wire management Place a cable runway wall to equipment rack kit Place (1) equipment shelf Place (1) rack mount power strip Place, terminate and test (144) - CAT 5e cables to station locations Place 5e patch panels for data runs Place 66 blocks for voice runs Place, terminate and test (7) CATV runs Place, terminate and test (2) - Cat 5e cables between the Network rooms Place, terminate and test (1) 25 pair CAT 3 cable between the Network rooms Customer Acceptance Total $11,948.75 Quote Good for 14-days from 02/19/04 Date ~e EXHIBIT CONNECTIVITY OPTIONS Patch Cords for proposed Category 5e Data 3 foot RJ45-RJ45 Category 5e patch cord 5 foot RJ45-RJ45 Category 5e patch cord 7 foot RJ45-RJ45 Category 5e patch cord 10 foot RJ45-RJ45 Category 5e patch cord 14 foot RJ45-RJ45 Category 5e patch cord 25 foot RJ45-RJ45 Category 5e patch cord $ 2.00 $ 2.50 $ 3.00 $ 3.50 $4.10 $ 6.00 STANDARD PRACTICES INSTALLATION 1.1 All cabling, fac~plates, patch panels, equipment, etc., will be installed according to all applicable building codes and standards, as well as, all manufacturer specifications. 1.2 All materials, as specified in the scope of work (cable and eormectors), will be furnished by Taylored Systems unless otherwise stated in this proposal. 1.3 All cabling will be installed at each location as specified on the cnstomer-supplied drawings. 1.4 All voice/data cables will be routed from the Work Area to the appropriate distribution closet as directed by the Taylored Systems engineer with final input from the Certified Installer. 1.5 All Work Area cabling will be installed inside of walls where possible. In the case of solid walls, appropriate surface molding will be employed. Proper raceways will be utilized when dealing with modular furniture mounting or floor mounts. Horizontal cabling will not be exposed unless it is run through unffmished areas. 1.6 Any core drill penetrations through walls and floors will be sleeved and fire stopped. 1.7 All horizontal and backbone cabling will be installed parallel with the building structures. No diagonal cable runs will be accepted without prior approval of the Taylored Systems engineer. All cabling will be supported at intervals no greater than 5 feet. In manufacturing or unfinished office space, where cable is exposed, the cables will be routed through bar-joist or supported with beam clamps, rings, or J-hooks. At no time will drop ceiling panels, support wires, or grids be considered an acceptable supporting device. 1.8 At no time will cabling be supported by or attached to fire suppression equipment such as sprinkler pipes or brackets. 1.9 Work Area faceplates will be installed at the same height from the floor as the power outlets, or in the case of modular furniture, in a designated access point. EXHIBIT o EQUIPMENT RACKS 2.1 Equipment racks and/or cabinets will be anchored in a permanent manner so as not to present a safety hazard. Floor mount racks will be mounted to the floor with bolts and anchors. Wall mount racks/cabinets will be mounted to a plywood backboard, which will be securely anchored to the wall. 2.2 Backboards will measure at least the height of the rack/cabinet and four feet wide. In addition, the backboard will be at least three-quarters of an inch thick. The backboard will be anchored through the wall to at least two structural studs. In the case of a back- board being mounted to a masonry type wall, the wall will be drilled and anchored. At no time will plastic anchors or drywall screws be acceptable for supporting either the rack or backboard. 2.3 In the case of a floor mount rack being used on a raised floor, threaded rod will be installed through the floor panels to uni-strut with a washer and nut tightened to the rack for stability. MOUNTING HARDWARE 3.1 All mounting hardware will strictly adhere to EIA/TIA standards, National Electrical Code and All State and Local ordinances. SAFETY 4.1 4.2 Taylored Systems will be responsible to furnish their personnel with the necessary safety equipment (hard hats, safety belts, glasses, etc.), as specified by OSHA and all applicable plant standards of the client. In addition, installation personnel will strictly adhere to all OSHA safety standards as well as plant safety procedures of the client. TESTING 5.1 5.2 5.3 Taylored Systems will test the horizontal cabling according to EIA/TIA TSB 67 specifications using a WireScope 350. A copy of the test results are available to the customer for no additional charge. All fiber optic cable strands will be tested with a power meter/light source to determine acceptable loss levels. As an option all fiber strands can be tested with an OTDR and a trace supplied to the customer. A printed label with a unique identifier will be attached to each Work Area outlet and patch panel, which will coincide with the designation on the floor plans. WARRANTY 6.1 Taylored Systems warrants the material and workmanship with a Lifetime Warranty from the date of installation~ Taylored Systems will repair or replace any cable or connector'~hat does not support the application specified for the category of cabling and/or connector installed. 6.2 This warranty will be rendered null and void if is discovered that: 6.2.1 The cabling installation has undergone alterations from any party other than Taylored Systems since the successful completion of the installation. 6.2.2 The cable installation has been damaged since the successful completion of the installation. 6.2.3 Acts of God, such as lightning, flood, earthquakes, etc. 6.3 In cases where the warranty has become null and void, Taylored Systems will bill the customer for all materials and labor used on a Time & Material basis. 6.4 Extended Warranty Commitment Statement: Leviton, together with Taylored Systems can provide system performance assurance and product warranties for telecommunications cabling systems which utilize authorized Leviton Products and Qualified Cable and which are designed and installed by Taylored Systems in accordance with Leviton specifications for the agreed upon period from the date of completion. If applicable, warranties are identified in the scope of work section of this document. CHANGE ORDERS 7.1 The customer may request changes within the general scope of the project by completing a change order provided by Taylored Systems, signed by its project manager or other individual designated and Taylored Systems shall promptly proceed with such changes. Any change requiring more labor and material will result in an adjustment of the price to be paid to Taylored Systems based on negotiated price or time and material rates. Change orders may extend the time required to complete the work. In no event shall any dispute over additional payment be grounds for delay of the original work or payment of original contract. CONTACT Any questions regarding this project should be submitted to your Taylored Systems, Inc. representative: Allen Wilson (317) 774-3517 awilson~tavlored.com ASSUMPTIONS 9.1 Customer to provide drilling through walls, ceilings, or floors that exceed 4 inches in- depth and ½ inch in diameter, firewall penetrations or specialty drilling equipment (i.e. w-ray equipment, ground fault drills, core boring, etc.). 9.2 Assume no union labor or prevailing wages are required and that no use of sub- contractors be limited. 9.3 Assumes work will be performed during regular working hours (8:00 AM to 5:00PM Monday through Friday). Weekend or after hours work may result in additional charges. 9.4 Assume on-site parking to be provided by customer. 9.5 Customer to provide current scaled and accurate building floor plans of the facilities two (2) weeks prior to cable installation. Plans shall include all walls, windows, doors, furniture, telephone, printer and workstation locations; Taylored Systems can provide this service for an additional fee. EXHIBIT.