Okaloosa County BOCC — August 5, 2014 — TIG — reading text

UL TANT shall designate in wrItmg a person to act as CONSULTANT's representative with respect to the services to be rendered under this Agreement and each Task order. Such person shall have complete authority to receive instructions and information from CLIENT and interpret and define CONSULTANT's policies, specifications and reports. 1l.12.2 CONSULTANT shall retain complete and accurate analytical and financial records of all work performed pursuant to this Agreement for the longer of (1) the period of two years following completion of services under a Task Order; or (2) the minimum period specified by the Florida Department of State. This record retention period may, upon notice to the CONSULTANT by CLIENT, be automatically extended during the course of any administrative or judicial action involving the CLIENT regarding matters to which the records are relevant. 11.13 No Third Party Beneficiary Rights. Nothing in this Agreement shall be interpreted or construed to give any rights or benefits to anyone other than the CONSULTANT and CLIENT. Therefore, there are no third party beneficiaries of this Agreement. 11.14 Order of Precedence. In the event of conflict between provisions of this Agreement, the conflict or ambiguities shall be resolved by giving precedence as follows: (1) an individual Task Order subject to the conflict, (b) this Agreement and (c) the Contract's terms and provIsIOns. 11.15 Publicity. CONSULTANT shall not disclose the CLIENT's name or the nature of its services being provided under any Task Order, or engage in any other publicity or public media disclosures with respect to its services to be performed under this Agreement or under any Task Order without the prior written consent of CLIENT. 11.16 Representatives . 11.16.1 The authorized representative of the CLIENT shall be:  Name: DQn Vanderhoek Title: Director Company: Okaloosa County Information Systems Department Address: 1804 Lewis Turner Blvd, Suite 402 Fort Walton Beach, FL 32547 Telephone: 850-651-7570 Fax: 850-651-7576 e-Mail: dvanderhoekiCvco.okaloosa. fl.us 11.16.2 The authorized representative for CONSULTANT shall be: Name: Nigel Los Title: Branch Manager Company: TIG Address: 417 Racetrack Rd., Suite E Ft. Walton Beach, FL 32547 Telephone: 850-439-0900 x 1610 Fax: 850-439-0070 e-Mail: NigeI.Los@tig.com 11.17 CONSULTANT's Personnel at Construction Site. 11.17.l In the event the presence or duties of CONSULTANT's personnel is necessary pursuant to a Task Order at a construction site, whether as onsite representatives or otherwise, do not make CONSULTANT or CONSULTANT's personnel in any way responsible for those duties that belong to the CLIENT and/or the construction contractors or other entities, and do not relive the construction contractors or any other entity of their obligations, duties, and responsibilities, including, but not limited to, all construction methods, means, teclmiques, sequences, and procedures necessary for coordinating and completing all portions of the construction work in accordance with the construction contract documents and any health or safety precautions required by such construction work. 11.17.2 CONSULTANT and CONSULTANT's personnel have no authority to exercise any control'over any construction contractor or other entity or their employees in connection with their work or any health or safety precautions and have no duty for inspecting, noting, observing, correcting, or reporting on health or safety deficiencies of the construction contractor(s) or other entity or any other persons at the site except CONSULTANT's own personnel. 11.17.3 The presence of CONSULTANT's personnel at a construction site is for the purpose of providing to CLIENT a greater degree of confidence that the completed construction work will conform generally to the construction documents and that the integrity of the design concept as reflected in the construction documents has been implemented and preserved by the construction contractor(s). CONSULTANT neither guarantees the performance of the construction contractor(s) nor assumes responsibility for  construction contractor' failure to perform work in accordance with the construction documents. SECTION 12. SPECIAL PROVISIONS, EXHIDITS AND SCHEDULE 12.1 This Agreement is subject to the following special provisions: 12.1.1 Opinions of Cost, Financial Considerations and Schedules. In providing opinions of cost, financial analyses, economic feasibility projections and schedules, CONSULT ANT has no control over cost or price of labor and materials; unknown or latent conditions of existing equipment or structures that may affect operation or maintenance costs; competitive bidding procedures and market conditions; time or quality of performance by operating personnel or third parties; and other economic and operational factors that may materially affect the ultimate cost or schedule. Therefore, CONSUL T ANT makes no warranty that actual costs, financial aspects, economic feasibility, or schedules will not vary from CONSULTANT's opinions, analyses, projections, or estimates. CLIENT will employ an independent cost estimator, contractor, or other appropriate advisor if CLIENT requires greater assurance as to any element of cost, feasibility, or schedule. 12.1.2 Advertisements, Permits and Access. Unless otherwise agreed to in the Task Order, CLIENT will obtain, arrange and pay for all advertisements for bids; permits and licenses required by local, state or federal authorities; and land, easements, rights-of-way, and access necessary for CONSULTANT's services or Project construction. 12.1.3 CONSULTANT's Deliverables. CONSULTANT's deliverables, including record drawings, are limited to the sealed and signed hard copies. Computer-generated drawing files furnished by CONSULTANT are for CLIENT's convenience. Any conclusions or information derived or obtained from these files will be at user's sole risk. 12.1.4 Legal Assistance. The Scope of Services in this Agreement does not include costs of CONSULTANT for required or requested assistance to support, prepare, document, bring, defend, or assist in litigation undertaken or defended by CLIENT. All such services required or requested of CONSULTANT by CLIENT, except for suits or claims between the parties to this Agreement, or where both are parties to a suit or claim, will be reimbursed as mutually agreed, and payment for such services will be in accordance with a separate Task Order. That, CLIENT will pay CONSULTANT for labor and expenses incurred in satisfying the requirements and assisting in any audit required by CLIENT, the United States Environmental Protection Agency, and Comptroller General, the United States Department of Labor, the State Regulatory Agency or any of their duly authorized representatives unless the necessity of the audit is caused by CONSULTANT's negligence. The basis of payment will be defined as a Task Order to this Agreement. SECTION 13. ATTACHMENTS, SCHEDULES AND SIGNATURES 13.1 This Agreement, including its attachments and schedules, constitutes the entire Agreement, supersedes all prior written or oral understands, and may only be changed by a written amendment executed by both parties. Attachments included are: 13.1.1 Exhibit A: Hourly per Diem Rate Schedule and Standard Rates for Direct Expenses (if applicable) for Professional Information Technology Services to Okaloosa County Information Systems. 13.1.2 Execution Authority. This Agreement is a valid and authorized undertaking of CLIENT and CONSULTANT. The representatives of CLIENT and CONSULT ANT who have signed below have been authorized to do so. TN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as of the day and year shown on the cover page. CLIENT CONSULTANT Okaloosa County Information PC Specialists, Inc. DBA Technology Systems Department Integration Group By: By: ~, .....J, Charles K. Windes, Jr. Tom Janecek - CFO Chairman Board of County Commissioners Witness: Witness: Address for Giving Notice: 1804 Lewis Turner Blvd 10240 Flanders Court Suite 402 San Diego, CA 92121 Fort Walton Beach, FL 32547 and 417 Racetrack Rd., Suite E Ft. Walton Beach, FL 32547  T IG Technology Intej!r.l ljon Group _ AITACHMENT 2 - TIG SERVICE DESCRIPTION AND RATES *Note: These resources are located within a 60 mile radius of Okaloosa County **Note: TIG resources-Remote Support Only_None are local to Okaloosa County-Advanced Skill Levels ***Note: TIG in certain instances can provide long term rates Confidential TIG 23