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HomeMy WebLinkAboutC97-181 Global Election Systems Inc10'971�11®2 AMENDMENT TO PURCHASE AGREEMENT This Amendment To Purchase Agreement ("Amendment") is by and between Eagle County, Colorado, a body politic and corporate, by and through its Board of County Commissioners ("County") and Global Election Systems, Inc. ("Global"), effective as of May 1, 1997. RECITALS A. The parties hereto entered into a Purchase Agreement dated September 5, 1995, respecting certain hardware and software comprising the "Accu Vote ES -2000 Voting System" ("Voting System"). B. Thereafter, the system was used to conduct one mail election, three precinct elections, and the 1996 general election. However, during the 1996 general election the precinct units were unable to complete ballot processing. Global employees assisted in the election parameters setup process. Global believes that errors during this process and possible firmware compatibility issues caused precinct unit failures on election day. The County has paid nothing to Global under the Purchase Agreement. C. Global received a letter from the Colorado Secretary of State's office in May 1992 stating that the ES -2000 Voting System met all Colorado statutes. In 1993, Colorado laws were changed to require election voting equipment meet certain standards and be certified by the Colorado Secretary of State. Global did not receive the certification for any software or hardware until August 30, 1996, for "firmware version 1.94f'. This was not the version originally supplied to the County in 1995, as it did not exist at the time of the Purchase Agreement or initial hardware delivery to the County. Global installed version 1.94f into the precinct counters prior to the November 1996 election, after the August 30, 1996 certification. D. Since (and/or before) the original deliveries of the Voting System components to County, Global has revised, upgraded and improved its Voting System hardware and software as it was delivered. E. The parties have attempted to resolve the problems County has experienced with the Voting System, to assure County that it receives a certified version of the Voting System lawfully employable in elections in the state of Colorado, and to assure County that it receives the most current versions and models of the hardware and software comprising Voting System. To that end, they want to amend the Purchase Agreement. GABOBWIP\GLOBAL.CON TERMS & CONDITIONS NOW, THEREFORE, in consideration of the promises in the Purchase Agreement and in this Amendment, constituting good and sufficient consideration, the parties agree: 1. The Purchase Agreement is amended by the terms of this Amendment and not otherwise. 2. By June 1, 1997, Global will give County a written proposal describing the equipment additions that County will need for the 1998 primary and general elections during which it will have 6 more voting precincts than it had planned at the time of the Purchase Agreement. Such equipment shall be compatible in all respects with any equipment to be delivered to or retained by the County pursuant to the Purchase Agreement as amended, shall represent state-of-the-art technology, and shall be certified for use in elections in the state of Colorado by the Colorado Secretary of State. 3. Global represents and warrants that all software, hardware, and programming malfunctions contributing to the November 1996 election problems are resolved by providing new equipment with version 1.94f to the County. Global cannot represent that human error cannot cause further election day problems if appropriate testing procedures are not followed. 4. If the parties do not agree on the proposal described in paragraph 2 hereof, Global shall at its expense remove all of Global's equipment and software from County, the Purchase Agreement, as amended, shall be deemed canceled, and all obligations of either party to the other pursuant to the Purchase Agreement, as amended, shall be deemed discharged. 5. If the parties agree on the proposal described in paragraph 2 hereof: A. Global timely will inform County of upcoming training being conducted by Global and allow County to attend such training at County's expense. B. Global will perform the 1997 election preparation support and election support for Eagle County, and it will be compensated therefor at its then -current published hourly fees. C. Global will deliver new equipment (optical scanning equipment and such other peripherals as are necessary for the operation of the Voter System) and software upgrades to County for use in conducting the 1997 mail ballot election. D. Global will deliver to County new equipment (optical scanning equipment and such other peripherals as are necessary for the operation of the Voter System) GABOBW MLOBAL.CON 2 and software to fill its obligation under the original Purchase Agreement and the additional purchase as provided in paragraph 2 hereof. That equipment and software will be the newest models and versions being marketed by Global at the time of delivery. Delivery will be between March 1 and May 1, 1998. All such equipment and software shall at the time of delivery be certified for use in elections in the state of Colorado by the Colorado Secretary of State. Delivery includes performing all such acts and tests as are necessary to assure that the hardware and software components are intact, connecting and operating. E. Global will perform the 1998 election preparation support and election support for Eagle County, and it will be compensated therefor at its then -current published hourly fees. F. County will pay Global the sum $78,020.00, representing the agreed price with respect to the equipment and software to be delivered in performance of the original Purchase Agreement plus the sum agreed upon pursuant to paragraph 2 hereof after completion of the 1998 general election and not later than December 31, 1998. Such sums will bear interest at the rate of 10% per year from and after June 1, 1997, until paid, which interest will be paid at the same time as the purchase price amounts. G. All warranties shall be deemed to have commenced upon delivery and acceptance as provided in this Amendment. H. In the event that there is a failure attributable to the Voting System in the conduct of any election during 1997 or 1998, Global shall at its expense remove all of its hardware and software from the County, the Purchase Agreement as amended shall be deemed canceled, and all obligations of either party to the other under the Purchase Agreement as amended shall be discharged. 6. Wherever in the Purchase Agreement reference is made to the Voting System or to particular components thereof, reference shall be deemed to be made to the corresponding hardware or software which represents the newest version of the same which is/are certified for use in conducting elections in the state of Colorado by the Colorado Secretary of State as of the date of delivery as provided in paragraph S.D. hereof. 7. Except as expressly provided herein or to the extent conflicting with the terms and conditions of this Amendment, the terms and conditions of the Purchase Agreement remain in effect. GABOBWIMLOBAL.CON 3 IN WITNESS WHEREOF, the parties have executed this Amendment effective as of the date first written above. ATTEST: UC'0'10RX'0�0 C� JAD,n &/Ljes� , By: Clerk to the Bo of County Commissioners Corporate Secretary COUNTY OF EAGLE, STATE OF COLORADO, By and Through Its BOARD OF COUNTY COMMISSIONERS GLOBAL EL CTION SYSTEMS, By: H ward T. Van It. President GABOBWIAGLOBAL.CON 4