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HomeMy WebLinkAbout4305 +--------------------------------------------------------------------------+ :.Browse: Next Previous First Last Update Delete Restart X - Exit + :.Retrieve the Next record .. : .Found: 1 Record (s) MAINTAIN Contract Transactions -- Contract Number 4305 -. :.Vendor Name '."Subj ect +Department =l=Status Code "I. SUNGRAFX INC WEB SITE - DESIGN/TESTING/MAINTENANCE/MASTERING EXECUTIVE PRO + + ..- =1= =1= =1= t Insurance Type Amount Amount Begin Date End Date Review Date $23600.00 08/28/2002 + 08/27/2003 02/15/2005 =1= =1= + . - $0.00 ..- 05/01/2003 "I.. Insurance Total Insurance Review Date Comments SEE CONTRACT FOR FEES/NEED CERTIFICATE OF INSURANCE VAULT 01/01/2005 + + +--------------------------------------------------------------------------+ +Browse: Next Previous First Last Update Delete Restart X - Exit +Retrieve the Next record +Found: 1 Record(s) MAINTAIN Contract Transactions Contract Number 4305 + Vendor Name SUNGRAFX INC Subject WEB SITE - DESIGN/TESTING/MAINTENANCE/MASTERING +Department EXECUTIVE +Status Code PRO Amount $23600.00 Begin Date 08/28/2002 Insurance End Date 08/27/2003 Type Amount Review Date 02/15/2005 + Insurance Total $0.00 Insurance Review Date 05/01/2003 + Comments SEE CONTRACT FOR FEES/NEED CERTIFICATE OF INSURANCE VAULT 01/01/2005 + PROFESSIONAL SERVICES AGREEMENT SUNGRAFX, INC. The City of Bremerton ("City") and Sungrafx, Inc. ("Contractor"), referred to collectively as the "Parties," enter into the following Agreement for professional services: I. Scope: The Contractor will perform the services set out in the Scope of Work, which is attached as Exhibit A and incorporated by reference. The Scope of Work may be modified only pursuant to Section XI.D of this Agreement. If the Scope of Work provides for unspecified additional services the City may request, such services shall only be performed upon the express, written request of the City. II. Term: This Agreement commences on August 28, 2002 and, unless terminated pursuant to section XIII, shall remain in effect for twelve (12) months from the date of acceptance of the Web Site by the City for maintenance of the Web Site IlL Compensation: In consideration of the services provided pursuant to this Agreement, the City shall pay Contractor as follows: A. Design, Testing, Prototype and Final Delivery. A fee of $11,000 shall be paid as follows: fifty percent (50%) on the signing of this Agreement, twenty five percent (25%) on the City's acceptance of the prototype and twenty five percent (25%) on the acceptance and uploading of the final version. If the initial content delivered by the City causes the Web Site to exceed web design as outlined in the Scope of Work, the fee for Web Site Development shall be increased by $100 for every additional Web page. B. Web Maintenance. Web Site Maintenance. Contractor shall perform Web Site Maintenance in an amount not to exceed $3,000. The fee shall be billed at $75 per hour, charged in 15 minute increments on a monthly basis. These compensation provisions for Web Site Maintenance shall be in effect for twelve (12) months from final acceptance of the Web Site by the City. Maintenance Fees are to provide support for the Web Site as outlined in the Scope of Work. C. Web Mastering. Contractor shall provide Web Mastering support to City personnel to aid in their understanding and implementation of the new City Web Site and the routine updating of the site content, as requested by the City. The fee shall be $50 per hour, charged in 15 minute inurements on a monthly basis, up to a maximum of 192 hours annually. Web Mastering services shall be provided either on-site, by telephone or e-mail at the convenience of the City. Contractor shall invoice the City as fees are due and the City shall pay within 30 days of receipt of each invoice. Overdue payments shall be subject to interest charges of 1.5% monthly. Contractor shall not perform work beyond the Scope of Work, nor shall be compensated for such work, unless the Scope of Work or amount of compensation is modified pursuant to this Bremerton/Sungrafx, Inc. Web Site Design Page 1 of 11 Agreement. All design changes made subsequent to the acceptance of final version must be at the request of the City and will be in writing. IV. Reservation of Rights. The City reserves exclusive ownership and use rights in and of the Web site. Upon final payment for the Web site under Section III A of this agreement, all rights owned by Contractor as to the design, graphics, and text in this Web site transfer to the City. V. Revisions. The Contractor shall be given the first opportunity to make any revisions requested by the City. Revisions shall be any major changes to design or functionality. If the revisions are not due to any fault on the part of the Contractor, additional compensation shall be paid as follows: billed in 15 minute increments at $100/hr. Contractor will provide City a written estimate of time, cost and a not to exceed amount prior to making revisions to the Web Site. IV. Copyright Notice. Copyright notice for the Web Site shall appear in the name of the City. Other copyright notices, such as for photography, illustration, and music shall be included as required in the relevant releases. V. Authorship Credit. Authorship credit in the name of the Contractor shall appear on the Web Site at the bottom of the page along with the Contractor's email address. If the City alters the Web Site design, Contractor shall have the right to have Contractor's name removed from the Web Site. VI. City Responsibilities and Confidentiality. Any and all Web Site Content that the City is to supply for the Web Site shall be delivered to the Contractor by September 20, 2002, in electronic format (delivered on removable storage media or transmitted via the Intemet), and such supplied Web Site Content shall be in final form and ready for Web Site use. The City shall proofread and edit such Web Site Content prior to delivery to Contractor, and any additional work due to corrections of such Web Site Content, file conversions, or scanning of text or images shall be billed additionally to the fee specified in Section III. The Contractor agrees that any Web Site Content supplied by the City, whether for the Web Site or in relation to the business purposes for its development, shall be treated as confidential and neither disclosed to third parties nor used in any way other than for the development of the Web Site. VII. Relationship of Parties: Contractor is skilled in the matters addressed in the Scope of Work and is perfomaing independent functions and responsibilities within its field of expertise. Contractor and its personnel are independent contractors and not employees of the City. Contractor and its personnel have no authority to bind the City or to control the City's employees and other contractors. As an independent contractor, Contractor is responsible for its own management. The City's administration and enforcement of this Agreement shall not be deemed an exercise of managerial control over Contractor or its personnel. Bremerton/Sungrafx, Inc. Web Site Design Page 2 of 11 As an independent contractor, Contractor is responsible for payment of all taxes and licensing fees necessary to perform its obligations under this Agreement. These taxes and fees include but are not limited to State industrial insurance, B&O, State professional licensing, and City business licensing. If any taxes or fees due the City have been declared delinquent, the City may withhold the delinquent amount, plus any additional charges arising fi.om the delinquency, fi.om any payments due Contractor. VIII. Hold Harmless and Insurance: Prior to the commencement date of this Agreement, Contractor shall provide a certificate of Insurance to the City's Risk Manager verifying the following coverage: comprehensive general liability ("CGL") and professional liability policies of at least $1,000,000 per occurrence and including bodily injury and property damage, if applicable. The CGL shall name the City as an additional insured. Both policies shall remain in full force and effect, and provide coverage for the full term of this Agreement. The City Risk Manager may authorize, in writing, a lesser amount of Insurance. Insurer shall provide the Risk Manager with 30 days' written notice of any cancellation or change of coverage of either policy. Contractor shall be solely responsible for the acts and failures to act of its personnel which arise in any way out of performance of this Agreement. Contractor agrees to defend, indemnify, and hold harmless the City and its officials and employees fi.om and against all liability, loss, damages, and expenses, including costs and attorneys' fees, resulting fi.om actions, claims, and lawsuits arising or alleged to have arisen, in whole or in part, out of or in consequence of the acts or failures to act of Contractor, its employees, its subcontractors, its agents, or its assigns in the performance of this Agreement. The City and Contractor have specifically negotiated Contractor's waiver of its immunity under Title 51 RCW, which is hereby waived for purposes of Contractor's indemnification and hold harmless of the City, including the duty to defend. This provision shall be inapplicable to the extent such action, claim, or lawsuit is judicially found to arise solely fi.om the acts or failures to act of the City. The City warrants that it has the right to enter into this Agreement and that it owns or has obtained appropriate Web Site usage rights for any Web Site Content supplied by the City to the Contractor and to this extent, the City shall indemnify and hold harmless the Contractor and its subcontractors against any and all claims, lawsuits, costs, and expenses, including reasonable attorney's fees, arising in connection with such rights or ownership interests. XI. General Conditions: A. Reports and Information: When requested by the City, Contractor shall furnish periodic reports and documents on matters covered by this Agreement. The reports and documents shall be furnished in the time and form requested. Contractor shall maintain accounting records in accordance with Generally Accepted Accounting Principles (GAAP) to substantiate all billed amounts. B. Entire Agreement: This Agreement and its Exhibits constitutes the entire agreement between the Parties, and the Parties acknowledge that there are no other agreements, written or oral, that have not been set forth in the text of this Agreement. Bremerton/Sungrafx, Inc. Web Site Design Page 3 of 11 C. Severabilit~: Should any part of this Agreement be found void, the balance of the Agreement shall remain in full force and effect. D. Modification: This Agreement may only be modified by written instrument signed by both Parties. E. Notices: Notices shall be in writing and delivered to the following addresses: City Address Contractor Address City of Bremerton Sungrafx, Inc. 239 4~ Street 1480 NW Sid Uhinck Bremerton, WA 98337 Silvcrdale, WA 98383 F. Waiver: Failure to enforce any provision of this Agreement shall not be deemed a waiver of that provision. Waiver of any right or power arising out of this Agreement shall not be deemed waiver of any other right or power. G. Compliance with Laws: Contractor shall comply with all applicable Federal, State, and local laws in performing its obligations under this Agreement. H. Choice of Law and Venue: This Agreement shall be interpreted according to the laws of the State of Washington. Any judicial action to resolve disputes arising out of this Agreement shall be brought in Kitsap County Superior Court. I. Attorneys' Fees: The substantially prevailing Party in any litigation arising out of this Agreement shall be entitled to its reasonable attorneys' fees and court costs. XII. Nondiscrimination: Contractor shall not discriminate in employment or services to the public on the basis of race, color, national origin, sex, religion, age, marital status, or disability, except for employment actions based on bona fide occupational qualification. XIII. Termination: This Agreement may be terminated, at will, by the City upon 30 days' notice to the Contractor. This Agreement may be immediately terminated for cause by a Party if the other Party substantially fails to perform through no fault of the terminating Party, and the non-performing Party does not commence correction of the failure of performance within five days of the terminating Party's sending notice to the non-performing Party. Upon termination the City will be entitled to reports showing the status of all items listed in the Scope of Work current through the termination date. In the event of cancellation by the City, the City shall pay all expenses incurred by the Contractor as well as fees based on the degree of completion of the Web Site, as determined by the City. Bremerton/Sungrafx, Inc. Web Site Design Page 4 of 11 Title: /b/~x.~t~r- Title: k/~ k)' · '" Bremerton/Sungrafx, Inc. Web Site Design Page 5 of 11 EXHIBIT A SCOPE OF WORK Contractor agrees to perform the following work with respect to the creation, design, deliver end testing of the Web Site: A. Prototype. Contractor shall provide City, within 4 weeks of the commencement of this agreement, a prototype for approval, which shall consist of.' 1. Home page with Key Static elements that may include Government, Business, Residents, Attractions, Maps, Bus end Ferry Schedules, Announcements, Events and Commtmity Services and up to seven updateable sections with corresponding web pages and links as shown by example in Attachment A to this exhibit. 2. The Web pages shall incorporate the look end feel of the Web Site, including type style, colors, navigational devices, illustrative/photographic styles, buttons, end related design elements. 3. Navigational flow chart. B. Web Site l)elivery and Testing. Upon City's approval of the prototype end receipt of the necessary Web Site Content (including but not limited to text, visual, end sound elements), the Contractor shall create a fully functional Web Site consisting of web design as shown by example in Attachment A. After creation of the functional Web Site, the Contractor shall test the Web Site in a Beta version. In consultation with the City, the Contractor shall make necessary corrections in the functionality before uploading the final version of the Web Site to the City's Web server. The final version will be available to the City within 4 weeks of the City's approval o f the prototype. C. Web Site Maintenance. Contractor shall maintain the Web Site end incorporate minor new design features and functional design chenges as requested by the City pursuent to section III.B of this Agreement. Within seventy two (72) hours of receiving request for additions/chenges, Contractor will notify City of estimated time end cost to implement. D. Web Mastering. Contractor shall provide Web Mastering support to City personnel in the preparation end routine uploading of content for the Web Site end the removal of obsolete content fi.om the Web Site. These functions may be performed by City personnel or by the Contractor at the discretion of the City. Content that changes routinely on a weekly or monthly cycle will be uploaded at a regular day and time within the week or month. Requests to the Contractor for other uploading or removal of content will be carded out within twenty four (24) hours of receiving the request and related content. Bremerton/Sungrafx, Inc. Web Site Design Page6 ofll Attachment "A" Web Site Content Updateable Sections 1. What's Happening (Up to 10 Items) examples: Public Safety Bond Issue 2. Economic Development (Up to 15 Items) examples: Conference Center Government Center Maritime Park Ice Arena Transportation 3. News (Up to 10 items) 4. Announcements/Events (Up to 15 items) examples: Armed Forces Day Blackberry Festival Public Safety Special Services 5. Community Services (Up to 10 Items) examples: Parks & Rec. Activities Council District Meetings 6. A-Z Listing of City Services 7. Survey Bremerton/Sungratk, Inc. Web Site Design Page 7 of 11 Government Mayor City Council Council Agenda Council Packets Council Minutes Municipal Code Jobs Economic Development Council Ma'mstreet Association Kitsap County Government State Government Human Resources Employment Benefits Civil Service Application Forms Job Links Police Patrol Crime Prevention Block Watch Traffic Safety Becoming an Officer D.A.R.E. F.A.Q. Animal Control Phone Listings Fire Chief Fire Marshall History Bum Ban info Photo Gallery E.M.S. Public Education Legal Mission Press Release Filing a Claim for Damage Parks & Recreation Adult Athletics Aquatics Arts & Crafts Community Programs Golf Bremerton/Sungrafx, Inc. Web Site Design Page 8 of 11 Parks & Facilities Pre-School Programs Registration Senior Center Special Events Teen Programs Youth Athletics Youth Programs Public Works Administration Engineering Utilities Operations Equipment Services Forestry Public Works Operations Waste Water Treatment Water Resources Water Supplies Water Conservation Water Quality Bremerton Water History CSO Update Community Development Shaping Bremerton Agendas Minutes Forms Admin Services City Clerk Information Services Court Office BKAT Finance Residential Building Zoning Animal Control Community Access Television City Clerk Agenda Packet Minutes Legal Notices Bids/RFPs Public Meetings Bremerton/Sungrafx, Inc. Web Site Design Page 9 of 11 City Council Finance Mission Contacts Addresses Community Development Fire Department Map of Stations History Gold Mountain Municipal Golf Courses Human Resources Legal Contacts Municipal Court Mayor Priorities Newsletter Municipal Court Court Info Directions Tickets Parks & Recreation Public Works & Utilities About Bremerton, History Business Community Access Television (Repeat) Business Tax & Licensing (Repeat) City Clerk (Repeat) City Council (Repeat) Economic Development (Repeat) Fire Department (Repeat) Building (Repeat) Public Works & Utilities (Repeat) Zoning (Repeat) Attractions Chamber of Commerce Tourist Activities Naval Museum Turner Joy Kitsap Harbor Tours Port of Bremerton Marina City Parks County Parks Bremerton/Sungrafx, Inc. Web Site Design Page 10ofll State Parks Map Restaurants Maps Transportation Bus Schedule Ferry Schedule Kitsap Regional Library Concerts Golf What's Happening General Events Calendar Bus Schedules Ferry Schedules Announcements Search Feedback Maps Bremerton/Sungrafx, Inc. Web Site Design Page 11 ofll