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HomeMy WebLinkAboutC17-267 Safety & Security InstructionAGREEMENT FOR SERVICES BETWEEN EAGLE COUNTY, COLORADO AND SAFETY & SECURITY INSTRUCTION THIS AGREEMENT ("Agreement") is effective as of 07/25/2017 ____ by and between Safety & Security Instruction, an Arizona corporation (hereinafter "Consultanf' or "Contractor") and Eagle County, Colorado, a body corporate and politic (hereinafter "County"). RECITALS WHEREAS, County desires to enter into an agreement with Contractor to provide computer based training for airport badge holders through their SaaS Learning Management System ("LMS"] along with phone, hardware and software support for the Eagle County Regional Airport (the "Project"). The location of the work to be performed at the Eagle County Regional Airport (the "Property" or "EGE"); and WHEREAS, Contractor has the time, skill, expertise, and experience necessary to provide the Services defined below in sections t and 2 hereof; and WHEREAS, this Agreement shall govern the relationship between Contractor and County in connection with the Services. INCORPORATION OF DOCUMENTS The following documents are attached hereto and, by this reference, incorporated into this Agreement: Exhibit A Statement of Work and Fees Exhibit B Insurance Certificate 1_[tf"UM LVA 8:12NN NOW, THEREFORE, in consideration of the foregoing and the following promises Contractor and County agree as follows: Definitions. 1.1 "Authorized Persons" means the Contractor's employees, contractors, subcontractors or other agents who need to access the County Data to enable the Contractor to perform the services required. 1.2 "Contractor" means Safety & Security Instruction and its employees, subcontractors, agents and affiliates who are providing the services agreed to under the contract. 1.3 "'County" means Eagle County Government. 1.4 "County Data" means all data created or in any way originating with the County, and all data that is the output of computer processing of or other electronic manipulation of any data that was created by or in any way originated with the County or was shared with the County by another law enforcement agency, whether such data or output is stored on the County's hardware, the Contractor's hardware or exists in any system owned, maintained or otherwise controlled by the County or by the Contractor. C17-267 1.5 "'County Identified Contact' means the person or persons designated in writing by the County to receive security incident or breach notification. 1.6 "Data Breach" means the unauthorized access by anon -Authorized Person(s) that results in the use, disclosure or theft of County Data. 1.7 "Maintenance Services" means software maintenance and support and hosting services as provided in the Statement of Work and Fees, which is attached hereto as Exhibit A, and incorporated herein by this reference. 1.8 "Security Incident" means the potentially unauthorized access by non -authorized persons to personal data or non-public data the Contractor believes could reasonably result in the use, disclosure or theft of a County Data within the possession or control of the Contractor. A security incident may or may not turn into a data breach. 1.9 "Services" means 1] the granting of access to and use of the SaaS LMS with standard or custom courses for 501-750 users, as further defined in Exhibit A; and 2] the provision of a Security Identification Display Area customized course with EGE specific information; and (3) staff training on system functionality to be conducted onsite at County's location; and (4) the provision of software maintenance and support and hosting services, as further defined in the Scope of Work set forth in Exhibit A. 1.10 "Software" means the Learning Management System ("LMS") software application, which will be hosted by Contractor and utilized by the County for computer based training for airport badge holders, as further defined in Exhibit A hereto. 1.11 "Statement of Work" means the written statement in a solicitation document or contract that describes the County's service needs and expectations, attached hereto as Exhibit A. 1.12 "Updates" are any small to large change in code or software functionality. Updates can remedy bugs or provide greater functionality. All updates are included in the license fee. 2. Services or Work. Contractor agrees to diligently provide all services, labor, personnel and materials necessary to perform and complete the services or work described in Exhibit A ("Services" or "Work") which is attached hereto and incorporated herein by reference. The Services shall be performed in accordance with the provisions and conditions of this Agreement. 2.1 SaaS Learning Management System. Contractor will provide County with access to and use of their SaaS Learning Management System ("LMS") with standard or custom courses for 501-750 users. Contractor will provide County with a Security Identification Display Area ("SIDA"] customized course with EGE specific information. Staff training on system functionality will be provided onsite at County's location. 2.2. Maintenance and Support. Annual fee for web -based SaaS access to recordkeeping and any course modules includes support, hosting, updates, DB back-ups, etc. Maintenance support and software updates provided by Contractor are included in year one costs, at no additional charge. Annual maintenance costs for years two and onward are optional recurring costs. Contractor will provide: • Phone, email and web support and 2417 knowledgebase • Ongoing software upgrades and enhancements • Maintaining compatibility with browsers and 3d party software • Access to User Forums—provide input for system enhancements • Support Optional features (i.e.: API, eXpress Course, email) 2 2.3 Contractor agrees to furnish the Services in accordance with the schedule established in Exhibit A If no completion date is specified in Exhibit A, then Contractor agrees to furnish the Services in a timely and expeditious manner consistent with the applicable standard of care. By signing below Contractor represents that it has the expertise and personnel necessary to properly and timely perform the Services. 2.4 In the event of any conflict or inconsistency between the terms and conditions set forth in Exhibit A and the terms and conditions set forth in this Agreement, the terms and conditions set forth in this Agreement shall prevail. 3. County's Representatives. The Eagle County Airport's designee shall be Contractor's contact(s) with respect to this Agreement and performance of the Services. 4. Term of the Agreement. This Agreement shall commence upon the date first written above, and subject to the provisions of section 16 hereof, shall continue for one (1) year. Thereafter, this Agreement shall be automatically renewed for successive periods of 12 months (each a "Renewal Term"), unless either party notifies the other party that it does not desire to renew this Agreement in writing, at least sixty (60) days before the end of the initial term or any Renewal Term. S. Amendment or Modification. Any amendments or modifications shall be in writing signed by both parties. No additional services or work performed by Contractor shall be the basis for additional compensation unless and until Contractor has obtained written authorization and acknowledgement by County for such additional services in accordance with County's internal policies. Accordingly, no course of conduct or dealings between the parties, nor verbal change orders, express or implied acceptance of alterations or additions to the Services, and no claim that County has been unjustly enriched by any additional services, whether or not there is in fact any such unjust enrichment, shall be the basis of any increase in the compensation payable hereunder. In the event that written authorization and acknowledgment by County for such additional services is not timely executed and issued in strict accordance with this Agreement, Contractor's rights with respect to such additional services shall be deemed waived and such failure shall result in non-payment for such additional services or work performed. b. Fees. 6.1 County shall compensate Contractor for the performance of the Services in a sum computed and payable as set forth in Exhibit A. The performance of the Services under this Agreement shall not exceed $45,200.10 for the first year or initial term. Compensation for any Renewal Term shall not exceed $9,000.00 per year based on the annual Hosting, Access and Maintenance fees set forth in Exhibit A and in accordance with the terms of this Agreement. Contractor shall not be entitled to bill at overtime and/or double time rates for work done outside of normal business hours unless specifically authorized in writing by County. Payment will be made for Services within thirty (3 0) days of receipt of a proper and accurate invoice from Contractor. 6.2 Fees for Services and Maintenance Services for any Renewal Term may be: (a) increased no more than three percent (3%) on an annualized per -user basis. Contractor shall provide County with notice of such increases in fees no later than 60 days prior to the expiration of the then current Term or Renewal Term. 6.3 No Suspension of Services. Contractor shall not suspend any part of the Services where: (a) County is reasonably disputing any amount due to Contractor; or, (b) any unpaid but undisputed amount due to Contractor is less than ninety (90) business days in arrears. 6.4 County will not withhold any taxes from monies paid to the Contractor hereunder and Contractor agrees to be solely responsible for the accurate reporting and payment of any taxes related to payments made pursuant to the terms of this Agreement. 6.5 Notwithstanding anything to the contrary contained in this Agreement, County shall have no obligations under this Agreement after, nor shall any payments be made to Contractor in respect of any period after December 31 of any year, without an appropriation therefor by County in accordance with a budget adopted by the Board of County Commissioners in compliance with Article 25, title 30 of the Colorado Revised Statutes, the Local Government Budget Law (C.R.S. 29-1-101 et. seq.) and the TABOR Amendment (Colorado Constitution, Article X, Sec. 20). 7. Subcontractors. Contractor acknowledges that County has entered into this Agreement in reliance upon the particular reputation and expertise of Contractor. Contractor shall not enter into any subcontractor agreements for the performance of any of the Services or additional services without County's prior written consent, which may be withheld in County's sole discretion. County shall have the right in its reasonable discretion to approve all personnel assigned to the subject Project during the performance of this Agreement and no personnel to whom County has an objection, in its reasonable discretion, shall be assigned to the Project. Contractor shall require each subcontractor, as approved by County and to the extent of the Services to be performed by the subcontractor, to be bound to Contractor by the terms of this Agreement, and to assume toward Contractor all the obligations and responsibilities which Contractor, by this Agreement, assumes toward County. County shall have the right (but not the obligation) to enforce the provisions of this Agreement against any subcontractor hired by Contractor and Contractor shall cooperate in such process. The Contractor shall be responsible for the acts and omissions of its agents, employees and subcontractors. 8. Insurance. Contractor agrees to provide and maintain at Contractor's sole cost and expense, the following insurance coverage with limits of liability not less than those stated below: 8.1 Types of Insurance. i. Workers' Compensation insurance as required by law. ii. Auto coverage. The Services do not require the operation of a motor vehicle. Notwithstanding the foregoing, should Contractor or any of its employees drive their personal vehicles in connection with the performance of the Services under this Agreement, such individual shall maintain auto insurance as required by law and shall be solely responsible for any injury or damage arising out of use and operation of such personal vehicle. iii. Commercial General Liability coverage to include premises and operations, personal/advertising injury, products/completed operations, broad form property damage with limits of liability not less than $1,000,000 per occurrence and $1,000,000 aggregate limits. iv. Professional Liability (Errors and Omissions) including Cyber Liability with prior acts coverage for all deliverables, Services and additional services required hereunder, in a form and with insurer or insurers satisfactory to County, with limits of liability of not less than $2,000,000 per claim and $2,000,000 in the aggregate. The insurance shall provide coverage for (i) liability arising from theft, dissemination and/or use of confidential information stored or transmitted in electronic form; (ii) Network Security Liability arising from unauthorized access to, use of or tampering with computer systems including hacker attacks, inability of an authorized third party to gain access to your Software or Services including denial of access or Services unless caused by a mechanical or electrical failure; (iii) liability arising from the introduction of a computer virus into, or otherwise causing damage to, County or a third person's computer, computer system, network or similar computer related property and the data, software and programs thereon. 8.2 Other Requirements. 4 i. The commercial general liability coverage shall be endorsed to include Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers as additional insureds. A certificate of insurance consistent with the foregoing requirements is attached hereto as Exhibit B. ii. Contractor's certificates of insurance shall include subcontractors, if any as additional insureds under its policies or Contractor shall furnish to County separate certificates and endorsements for each subcontractor. iii. The insurance provisions of this Agreement shall survive expiration or termination hereof. iv. The parties hereto understand and agree that the County is relying on, and does not waive or intend to waive by any provision of this Agreement, the monetary limitations or rights, immunities and protections provided by the Colorado Governmental Immunity Act, as from time to time amended, or otherwise available to County, its affiliated entities, successors or assigns, its elected officials, employees, agents and volunteers. V. Contractor is not entitled to workers' compensation benefits except as provided by the Contractor, nor to unemployment insurance benefits unless unemployment compensation coverage is provided by Contractor or some other entity. The Contractor is obligated to pay all federal and state income tax on any moneys paid pursuant to this Agreement. 9. Indemnification. The Contractor shall indemnify and hold harmless County, and any of its officers, agents and employees against any losses, claims, damages or liabilities for which County may become subject to insofar as any such losses, claims, damages or liabilities arise out of, directly or indirectly, this Agreement, or are based upon any performance or nonperformance by Contractor or any of its subcontractors hereunder; and Contractor shall reimburse County for reasonable attorney fees and costs, legal and other expenses incurred by County in connection with investigating or defending any such loss, claim, damage, liability or action. This indemnification shall not apply to claims by third parties against the County to the extent that County is liable to such third party for such claims without regard to the involvement of the Contractor. This paragraph shall survive expiration or termination hereof. 10. Data Ownership. Contractor acknowledges and agrees that County owns all rights, title and interest in the County Data. The Contractor shall not access County user accounts or County Data, except (1) in the course of data center operations, (2) in response to service or technical issues, (3) for proactive service and problem resolution as required by the express terms of this contract or (4) at the County's written request. 11. Data Protection. Protection of County Data shall be an integral part of the business activities of the Contractor to ensure there is no inappropriate or unauthorized use of County information at any time. To this end, the Contractor shall safeguard the confidentiality, integrity and availability of County information and comply with the following conditions: 11.1 The Contractor shall implement and maintain commercially reasonable and appropriate administrative, technical and organizational security measures to safeguard against unauthorized access, disclosure or theft of County Data. Such security measures shall be in accordance with recognized industry practice. 11.2 All data obtained by the Contractor in the performance of this contract shall become and remain the property of the County. 11.3 All County Data shall be encrypted in transit and at rest with controlled access, with the level of protection and encryption identified for County upon request. Unless otherwise stipulated, the Contractor is responsible for encryption of the County Data. 11.4 At no time shall any data or processes — that either belong to or are intended for the use of a County or its officers, agents or employees — be copied, disclosed or retained by the Contractor or any party related to the Contractor for subsequent use in any transaction that does not include the County. I L5 The Contractor shall not use any information collected in connection with the service issued from this proposal for any purpose other than fulfilling this Agreement. 11.6 The Contractor agrees to keep confidential all County Data, and agrees not to sell, assign, distribute, or disclose any such confidential information to any other person or entity without seeking written permission from the County. 12. Security Incident or Data Breach Notification. The Contractor shall inform the County of any security incident or data breach. 12.1 Incident Response: The Contractor may need to communicate with outside parties regarding a security incident, which may include contacting law enforcement, fielding media inquiries and seeking external expertise as mutually agreed upon, defined by law or contained in the contract. Discussing security incidents with the County should be handled on an urgent as -needed basis, as part of Contractor communication and mitigation processes as mutually agreed upon, defined by law or contained in the contract. 12.2 Security Incident Reporting Requirements: The Contractor shall report a security incident to the appropriate County identified contact immediately. 12.3 Breach Reporting Requirements: If the Contractor has actual knowledge of a confirmed data breach that affects the security of any County content that is subject to applicable data breach notification law, the Contractor shall (t) promptly notify the appropriate County identified contact within 24 hours or sooner, unless shorter time is required by applicable law, and (2) take commercially reasonable measures to address the data breach in a timely manner. In the case of a data breach originating from the County's responsibilities, the Contractor will work with the County to identify and resolve the Breach, but the County will be responsible for any remediation steps as required by law. 13. Breach Responsibilities. 13.1 The Contractor, unless stipulated otherwise, shall immediately notify the appropriate County identified contact by telephone and email in accordance with the agreed upon security plan or security procedures if it reasonably believes there has been a security incident. 13.2 In the case of a Breach originating from the County, the Contractor will provide assistance to the County for identification and resolution, but the County will have sole responsibility for any remediation actions necessary as a result of the Breach. 13.3 The Contractor, unless stipulated otherwise, shall promptly notify the appropriate County identified contact within 24 hours or sooner by telephone and email, unless shorter time is required by applicable law, if it confirms that there is, or reasonably believes that there has been a data breach. The Contractor shall (1) cooperate with the County as reasonably requested by the County to investigate and resolve the data breach, (2) promptly implement necessary remedial measures, if necessary, and (3) document responsive actions taken related to the data breach, including any post -incident review of events and actions taken to make changes in business practices in providing the services, if necessary. 13.4 Unless otherwise stipulated, if a data breach is a direct result of the Contractor's breach of its contract obligation to encrypt personal data or otherwise prevent its release, the Contractor shall bear the costs associated with (1) the investigation and resolution of the data breach; (2) notifications to individuals, regulators or others required by state law; (3) a credit monitoring service required by state (or federal) law; (4) a website or a toll-free number and call center for affected individuals required by state law (5) complete all corrective actions as reasonably determined by Contractor based on root cause; all [(1) through (5)] subject to this contract's limitation of liability. 14. Notification of Legal Requests. The Contractor shall contact the County upon receipt of any electronic discovery, litigation holds, discovery searches and expert testimonies related to the County's Data under this contract, or which in any way might reasonably require access to the data of the County. The Contractor shall not respond to subpoenas, service of process and other legal requests related to the County without first notifying the County, unless prohibited by law from providing such notice. 15. Notice. Any notice required by this Agreement shall be deemed properly delivered when (i) personally delivered, or (ii) when mailed in the United States mail, first class postage prepaid, or (iii) when delivered by FedEx or other comparable courier service, charges prepaid, to the parties at their respective addresses listed below, or (iv) when sent via facsimile so long as the sending party can provide facsimile machine or other confirmation showing the date, time and receiving facsimile number for the transmission, or (v) when transmitted via e-mail with confirmation of receipt. Either party may change its address for purposes of this paragraph by giving five (5) days prior written notice of such change to the other party. COUNTY: Eagle County Regional Airport Attention: Erin Duffy 500 Broadway POB 850 Eagle, CO 81631 Telephone: 970-328-2680 Facsimile: 970-328-8699 E -Mail: erin.duffy@eaglecounty.us With a copy to: Eagle County Attorney 500 Broadway Post Office Box 850 Eagle, Co 81631 Telephone: 970-328-8685 Facsimile: 970-328-8699 E -Mail: atty@eaglecounty.us Contractor: Safety & Security Instruction (SSI) 3811 N. 24"' SL 7 Phoenix, AZ 85016 Telephone: 480-699-8743 E -Mail: SSinstruction.com 16. Termination. 16.1 County may terminate this Agreement, in whole or in part, at any time and for any reason, with or without cause, and without penalty therefor with thirty (30) calendar days' prior written notice to the Contractor. 16.2 Either party may terminate this Agreement in the event that the other party commits a material breach of this Agreement and fails to cure such material breach within twenty (20) days after receiving written notice of the same. 16.3 In the event of a termination of this Agreement, the Contractor shall implement (1) an orderly return of County Data in a format to be determined by County in its sole discretion and at a time agreed to by the parties; and (2) the subsequent secure disposal of County Data. 16.4 In the event of a termination of this Agreement, County will cease use of the Services, except as needed for the orderly return of County Data. 16.5 During any period of service suspension, the Contractor shall not take any action to intentionally erase any County Data. 16.6 In the event of termination of any services or agreement in entirety, the Contractor shall not take any action to intentionally erase any County Data for a period of 60 days after the effective date of termination. After such period, the Contractor shall have no obligation to maintain or provide any County Data and shall thereafter, unless legally prohibited. After the 60 day period, unless otherwise agreed upon by Contractor and County in writing, Contractor will securely dispose all County Data in its systems or otherwise in its possession or under its control. 16.7 The County shall be entitled to any post -termination technical assistance generally made available with respect to the Services. 16.8 The Contractor shall securely dispose of all requested data in all of its forms, such as disk, CD/ DVD, backup tape and paper, when requested by the County. Data shall be permanently deleted and shall not be recoverable, according to National Institute of Standards and Technology (MST) -approved methods. Certificates of destruction shall be provided to the County. 17. Venue, Jurisdiction and Applicable Law. Any and all claims, disputes or controversies related to this Agreement, or breach thereof, shall be litigated in the District Court for Eagle County, Colorado, which shall be the sole and exclusive forum for such litigation. This Agreement shall be construed and interpreted under and shall be governed by the laws of the State of Colorado. 18. Execution by Counterparts: Electronic Signatures. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument. The parties approve the use of electronic signatures for execution of this Agreement. Only the following two forms of electronic signatures shall be permitted to bind the parties to this Agreement: (i) Electronic or facsimile delivery of a fully executed copy of the signature page; (ii) the image of the signature of an authorized signer inserted onto PDF format documents. All documents must be properly notarized, if applicable. All use of electronic signatures shall be governed by the Uniform Electronic Transactions Act, C.ILS. 24-71.3-1O1 to 1.21. 19. Other Contract Requirements and Contractor Representations. 19.1 Contractor has familiarized itself with the nature and extent of the Services to be provided hereunder and the Project, and with all local conditions, federal, state and local laws, ordinances, rules and regulations that in any manner affect cost, progress, or performance of the Services. 19.2 Contractor will make, or cause to be made, examinations, investigations, and tests as he deems necessary for the performance of the Services. 19.3 To the extent possible, Contractor has correlated the results of such observations, examinations, investigations, tests, reports, and data with the terms and conditions of this Agreement. 19.4 To the extent possible, Contractor has given County written notice of all conflicts, errors, or discrepancies. 19.5 Contractor agrees to work in an expeditious manner, within the sound exercise of its judgment and professional standards, in the performance of this Agreement. Time is of the essence with respect to this Agreement. 19.6 This Agreement constitutes an agreement for performance of the Services by Contractor as an independent Contractor and not as an employee of County. Nothing contained in this Agreement shall be deemed to create a relationship of employer-employee, master -servant, partnership, joint venture or any other relationship between County and Contractor except that of independent Contractor. Contractor shall have no authority to bind County. 19.7 Contractor represents and warrants that at all times in the performance of the Services, Contractor shall comply with any and all applicable laws, codes, rules and regulations. 19.8 This Agreement contains the entire agreement between the parties with respect to the subject matter hereof and supersedes all other agreements or understanding between the parties with respect thereto. 19.9 Either party shall not assign any portion of this Agreement without the prior written consent of the other party. Any attempt to assign this Agreement without such consent shall be void. 19.10 This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective permitted assigns and successors in interest. Enforcement of this Agreement and all rights and obligations hereunder are reserved solely for the parties, and not to any third party. 19.11 No failure or delay by either party in the exercise of any right hereunder shall constitute a waiver thereof. No waiver of any breach shall be deemed a waiver of any preceding or succeeding breach. 19.12 The invalidity, illegality or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision hereof. 19.13 The signatories to this Agreement aver to their knowledge no employee of the County has any personal or beneficial interest whatsoever in the Services or Property described in this Agreement. The Contractor has no beneficial interest, direct or indirect, that would conflict in any manner or degree with the performance of the Services and Contractor shall not employ any person having such known interests. 9 19.14 The Contractor, if a natural person eighteen (18) years of age or older, hereby swears and affirms under penalty of perjury that he or she (i) is a citizen or otherwise lawfully present in the United States pursuant to federal law, (ii) to the extent applicable shall comply with C.1LS. 24-76.5-103 prior to the effective date of this Agreement. 10 IN WITNESS WHEREOF, the parties have executed this Agreement the day and year first set forth above. Attest: By: Regina O'Brien, Clerk to the Board COUNTY OF EAGLE, STATE OF COLORADO, B y and Through Its BOARD OF COUNTY COMMISSIONERS By: dillian H. Ryan, Chair CONTRACTOR: ON By Print Name: ---- Lorena de Rodriguez Till.: President STATEMENT OF WORK AND FEES 12 Safety & Security Instruction 3811 N. 241h St. Phoenix, AZ 85016 www. SSinstruction.com 480.699.3743 iLS System EXHIBIT A • SSS safety �t security instruction Client Information Account Name Eagle County Regional Airport Billing Address P.O. Box 850 Eagle, CO 81631 IDSA Contact Name Phone Courses I . P Quote Number 00000150 Erin Duffy Email (970) 328-2682 Fax erin. duffy @ e ag le co un ty. us [970]328-2687 SaaS LMS with Standard or Custom Courses 501-750 users Security Identification Display Area - SI DA Sterile Area Training Non -Movement Area Driver Training Configuration of client's system by Project Manager to set up roles and workgroups, etc. done through screen -sharing online Software setup by IT department completed remotely online Staff Training on System Functionality onsite at client's location Travel for Onsite Customized Media Totals Additional Items Annual Hosting $9,000 Subtotal $48,200.00 Discount 0.00% Total Price $48,200.00 Grand Total $48,200.00 Computers, Server/Database, Headphones $9,000.00 Custom - $25,000 $25,000.00 $2,200.00 $2,500.00 $1,000 $1,000.00 $1,500 $1,500.00 $3,500 $3,500.00 $3,500 $3,500.00 Computers, Server/Database, Headphones Safety & Security Instruction EXHIBIT A 3811 N. 241h St. Phoenix, AZ 85016 www. SSinstruction.com 480.699.3743 Annual Hosting, Access, and Maintenance [after Year 1 is complete {from contract acceptance}] Lorena de Rodriguez President Loren aO SS i nstruct io n. com 602.980.7341 Created Date 412612017 Notices/ Disclosures SS1 safety & security instruction Optional -hardware costs (can be purchased separately by the airport) Scott Simpson Director, Client Services Scott@ SSinstruction.com 602-980-4917 Expiration Date 712812017 A quick install of Standard Courseware (SIDA, MART, NMA DT, etc.) may be deployed within 30 days to be replaced by Custom Courses upon development. Tailored courseware includes brief intro modification to standard voice narration, minimal onsite media (video and still photography) and tailored testing. Customized courseware includes extensive script modification, changes to standard voice narration, procedural onsite media gathering (video and still photography). Updates to customized courseware performed at the client request and fees are charged based upon the level of changes or revisions. Rate chart available for Minor, Intermediate, or Major Revisions Annual fee for web -based SaaS access to recordkeeping and any course modules includes support, hosting, updates, DB back-ups, etc. Regulatory updates to the listed Standard Titles are maintained by SSI, Inc. per the iTCTM and Secured Cloud Software Subscription Agreement. Maintenance support and software updates provided by SSiTM is included in year one costs, at no additional charge. Annual maintenance costs for years two and onward are optional recurring costs. Software maintenance includes: -Phone, email and web support and 2417 knowledgebase -Ongoing software upgrades and enhancements -Maintaining compatibility with browsers and 3rd party software -Access to User Forums - Provide input for system enhancements -Support Optional features (i.e.: API, eXpress Course, email) Hardware costs are approximate until contract is completed. Pricing is valid for 90 days from date of issue I��OII:lllr:3 IIL4pill MANOON a11410ISIMTIVUzi 13 ,a CCW"® CERTIFICATE OF LIABILITY INSURANCE HATE {Muu DDrrvvvl CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, 1 7/11/2017 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rig hts to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Arthur J. Gallagher Risk Management Services. Inc. PHOHEN. fi30 -584-7552 FAX0� 1525 Kautz Road Suite 100 E-MAIL ADDRESS: West Chicago IL 60185 INSURER AFFORD!!G COVERAGE NAIL 9 MURERA:Admiral Insurance Company 2485$ MED EXP (Anyone ) $1,000,000 INSURER a -Hartford Casual ty Insurance Go mpany 29424 INSURED SSIINCO-01 SSi, Inc. INSURER C: 7320 N. La Cholla Blvd. #154-192 Tucson AZ 85741 INSURER D: PERSONAL&ADV INJURY $ INSURER E INSURER F: COVFRAAFS r_FRTIFIr ATF NIIMRFR- 1322375679 RFVISIr]N NIIMRFR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSAUDE TYPE OF SUBR POLICY EFF POLICY EXP LIMITS LTR N D PIVD POLICY NUMBER MM+DDI MIDDIYY A X COMMERCIAL GENERALUABRITY Y C0000002212.04 8/21/2015 8/21/2017 EACH OCCURRENCE $2,0DD,00D CLAIMS -MADE FX OCCUR DA ES [ Eaocourrenoel RENTED $5D,D00 MED EXP (Anyone ) $1,000,000 PERSONAL&ADV INJURY $ GENERAL AGGREGATE $4,000,000 GE N'L AGG R EGATE LIMIT APPLIES PER: X PRG - POLICY JECTPRO- LOC PRODUCTS - COMPIOP AGG $ $ OTHER.. AUTOMOBILE UABILITYCOM BINE❑ 8 ING LE LIMIT $ Ea accident ANY AUTO BODILY INJURY [Per person] $ OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY [Per accident] $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMA E $ Per acddent UMBRELLA UAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS UAB CLAIMS -MADE DED RETENTION $ B WORKERS COMPENSATION AND EMPLOYERS LIAB ILMY YIN ANY PROPRIETORIPARTNERIEXECUTI VE 83 WBC CC1924 11/27/2016 11/27/2017 PERTH - STATUTE ER E.L. EACH ACCIDENT $1,000,000 OFFICERIMEMBER EXCLUDED? ❑ NIA E.L. DISEASE - EA EMPLOYE $1,000,000 (Mandatary In NH) If yes, describe under DESCRIPTION OF OPERATIONS below E. L. DISEASE -POLICY LIMIT $1,000,DDD A Professional Liability CO4444D2212.04 8!2112416 8/21/2017 Each Claim 2,000.000 Retroactive Date: Aggregate 4,000,000 8/21/2013 DESCRIPTION OF OPERATIONS 1 LOCATIONIS I VEHICLES {ACORD 101, Additional Rema rks Sc had ule, may beatlached II more space is required} Eagle County, its associated or affiliated entities, its successors and assigns, elected officials, employees, agents and volunteers are additional insureds with regards to the commercial general liability coverage. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Eagle County THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 500 Broadway PO Box 850 ACCORDANCE WITH THE POLICY PROVISIONS. Eagle CO 81631 AUTHOyRIIZED REPRESENTATIVE l Vca�- ©1988-2015 ACORD CORPORATION. All rights reserved. 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