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1995-123-Execute An Agreement With Checkpoint For A Library Security SystemRESOLUTION 1995 - 123 RESOLUTION OF THE TOWN OF LOS GATOS AUTHORIZING THE TOWN MANAGER TO EXECUTE AN AGREEMENT WITH CHECKPOINT FOR A LIBRARY SECURITY SYSTEM WHEREAS, the Town of Los Gatos wishes to continue to protect its investment in its library materials collection; and WHEREAS, the Town has examined various means of providing a security system to inhibit the theft of library materials; and WHEREAS, it appears that the most cost- effective means is the continued use of radio frequency detection systems; and WHEREAS, Checkpoint is the only provider of the security detection systems that support this approach and the Town has determined that the prices offered by Checkpoint to provide the system are fair and reasonable, RESOLVED, by the Town Council of the Town of Los Gatos that the Town Manager is authorized and directed to execute the Agreement with Checkpoint attached hereto as Exhibit A. PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the 5th day of September, 1995 by the following vote: COUNCIL MEMBERS: AYES: Randy Attaway, Joanne Benjamin, Steven Blanton, Linda Lubeck Mayor Patrick O'Laughlin. Ieffv&s erem ABSENT: None ABSTAIN: None SIGNED: MAYO4OFTY TOWN F LOS GATOS LOS GATOS, CALIFORNIA ATTEST: CLERK OF THE TOWN OF LFOS GATO� V LOS GATOS. CALIFORNIA TOWN CLEMA r� AGR: Exhibit A i "11. RE`;e /.A. AGREEMENT BID: THIS IS AN AGREEMENT between the Town of Los Gatos (hereinafter referred to as "Owner ") and Checkpoint (hereinafter referred to as "Contractor "). Owner and Contractor, for the consideration hereinafter named, agree as follows: •' • . 1 Contractor shall furnish all materials and perform all of the work for installing 4 security system dual aisles, in accordance with the Contractor's proposal contained in Attachment 1 hereto. 2. CONTRACT PRICE As full compensation for furnishing all materials and for doing all the work contemplated and embraced in this agreement, also for all loss of damage arising out of the nature of the work aforesaid, or from the actions of the elements, or from any unforeseen difficulties or obstructions which may arise or be encountered in the prosecution of the work until its acceptance by Owner, and for all risks of every description connected with the work, also for all expenses incurred by or in consequence of the suspension or discontinuance of work, and for well and faithfully completing the work, and the whole thereof, in the manner and according to the Contractor's Proposal, Owner shall pay amount specified as follows: $24,120 plus applicable tax. 3. BEGINNING OF WORK Following the execution of this agreement and the approval of insurance policies and certificates, Owner shall issue a notice to proceed with the work. Commencing work or the entrance of equipment or materials on the site of the work by Contractor before receipt of the notice to proceed is at the sole risk and expense of Contractor, and the Contractor shall be fully liable for any damage or injury sustained by Owner or third persons resulting therefrom. 4. TIME OF COMPLETION The work called for herein shall be fully completed by Oct. 31, 1995, in coordination with the installation of new carpet in the Library. 5. CORRECTION OF WORK AFTER ACCEPTANCE AND FINAL PAYMENT BY TOWN Contractor shall remedy any defects due to faulty materials and/or workmanship and pay for any damages to other work and/or existing facilities resulting therefrom which shall appear within a period of one year from the date of recording of the Notice of Completion. 6. NO_ TICS Notices regarding this Contract shall be given as follows and shall be considered effective upon either personal delivery or five (5) days following deposit in the U.S. mail: To Contractor: Gene Chapin, Checkpoint Representative 3295 Dias Drive San Jose, CA 95148 To Owner: Library Director Town of Los Gatos 110 E. Main St. Los Gatos, CA 95032 7. INDEMNIFICATION The Contractor shall save, keep and hold harmless indemnify and defend the Town its officers, agent, employees and volunteers from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which may be occasioned by a willful or negligent act or omissions of the Contractor, or any of the Consultant's officers, employees, or agents or any subcontractor. 8. INSURANCE Contractor shall procure and maintain for the duration of the Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Contractor, Contractor's agents, representatives, employees or subcontractors, as stated in Exhibit 2 to this Contract. The cost of such insurance is included in the Contractor price. 9. EQUAL EMPLOYMENT OPPORT LAITY Contractor warrants that it is an Equal Opportunity Employer and shall comply with applicable regulations regarding equal employment opportunity. Contractor shall not discriminate in the employment of any person because of race, color, national origin, ancestry, mental or physical disability, medical condition, marital status, sex, age, or sexual preference, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act. 10. HOURS OF WORK Hours of work shall be limited to 8:00 a. in. to 5:00 p.m. on Monday through Friday. Other hours must be specifically approved by the Library Director. 11. BUSINESS LICENSE All Contractors, whether they be general Contractors or subcontractors, who transact or carry on business in the Town of Los Gatos, shall acquire a Business License in conformance with Section 14.20.115 of the Los Gatos Town Code. 12. PREVAILING WAGE Workers employed in the work must be paid at rates at least equal to the then current prevailing wage scale as determined by the State Director of the Department of Industrial Relations. A copy is usually on file in the Office of the Director of Building and Engineering Services. Pursuant to Section 1770 of the California Labor Code, any Contractor who is awarded a public works project and intends to use a craft of classification not shown on the general prevailing wage determinations, may be required to pay the wage rate of that craft of classification most closely related to it as shown in the general determinations effective at the time of the calls for bids. 13. WAIVER Waiver of a breach or default under this Agreement shall not constitute a continuing waiver or a waiver of a subsequent breach of the same or any other provision of the Agreement. 14. SEVERABILITY If any term of this Agreement is held invalid by a court of competent jurisdiction, the remainder of this Agreement shall remain in effect. 15. ENTIRE AGREEMENT AND AMENDMENT No verbal agreement or conversation with any officer, agent or employee of Owner, either before, during or after the execution of this Contract, shall affect or modify any of the terms or obligations contained in the Contract, nor shall such verbal agreement or conversation entitle Contractor to any additional payment whatsoever under the terms of this Contract. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day of 19 . TOWN OF LOS GATOS an Town Manager APPROVED AS TO FORM: LARRY ANDERSON Town Attorney NASHAREUMSECRT.LM CONTRACTOR IC Title (Business Address Here) ATTEST: MARIAN COSGROVE Town Clerk, Town of Los Gatos EXHIBIT 1 July 11, 1995 Ms Peggy Murray Director Los Gatos Memorial Library 110 E. Main St. Los Gatos CA 95030 Dear Ms. Murray: Our business is Electronic liCnatures Thank you for your continued interest in Checkpoint Systems. Enclosed is an upgrade proposal for your library. Checkpoint has been protecting libraries from book loss since 1967. We have over six thousand (6,000) installations worldwide, in all types and sizes of libraries. Checkpoint is the only Radio Frequency Library Detection System available. The fact that we are not magnetic, as all other library detection systems are, is important to you, your staff, and your patrons. The advantages that Checkpoint's Radio Frequency system can bring to your library are: Loss- Reduction 84.2% in 14 libraries surveyed by the Library Association. 92.4% in libraries surveyed by Checkpoint. Safe No damage to wristwatches, magnetic items (i.e. video cassettes, audio cassettes, computer disks), or any other library material. Compatible No EMI (Electro- Magnetic Interference). The Checkpoint Detection System and all of its component parts are completely compatible with Automated Circulation Systems their computer terminals or other component parts. Health Hazards NONE. No interference with any medical devices such as heart pacemakers or hearing aids. False Alarms No false alarms from commonly carried items such as three -ring binders, wirebound notebooks, backpacks, metal- rimmed briefcases, etc. Reliable Lowest down time: i.e., fewest service calls in the industry. Unobtrusive By far the most compact, modern - looking, easily installed system. I'. CHECKPOINT SYSTEMS, INC. , 101 R'olI Drive, P.O. Box 188 • ThomPore, New Jersey 08086 ,609, &18.1300 • Telex::4 -05396 • Fus; i60 , S IS -09:i r Labor Saving The labor cost to install Checkpoint's detection targets is less than half the cost of installing magnetic targets. On the average, this adds 2.5 cents per target to those other than Checkpoint. We know that library security is a necessary evil, and that you would much rather focus on the positive aspects of library operations. When you have a Checkpoint system standing quietly and unobtrusively in a library, you will be able to do just that! If you have any questions regarding this proposal, please call me at 408 - 238 -3283 or 800 -257- 5540, extension 3693 to leave a message. Sincerely, Gene Chapin Checkpoint Library Representative F1 July 11, 1995 : ► .��•• 1100 � • . r ��lidZSI�:i�6��iR[� QUICKSILVER Security System 2 Dual Aisles Installation Freight EQUIPMENT SUBTOTAL Less Trade -in Allowance for two systems EQUIPMENT TOTAL NOTE: If SIGNATURE Antennas are desired, add $1,200. INVESTMENT $12,000 840 240 $13,080 -2,000 $11,080 PRICES DO NOT INCLUDE APPLICABLE STATE, LOCAL OR FEDERAL TAXES THAT MAY APPLY. IT IS THE CUSTOMERS RESPONSIBILITY TO INCLUDE ANY TAX ON ANY PURCHASE ORDERS SENT TO CHECKPOINT SYSTEMS. CHECKPOINT'S STANDARD EQUIPMENT WARRANTY FOR THE PROPOSED SYSTEM IS ONE YEAR. PLEASE REVIEW THE ENCLOSED MAINTENANCE CONTRACT INFORMATION REGARDING THE DIFFERENT CONTRACTS WE OFFER. r July 11, 1995 W. •• • QUANTITY EQUIPMENT /SERVICE QUICKSILVER Security System 4 Dual Aisles $24,000 Installation 1,680 Freight 440 EQUIPMENT SUBTOTAL $26,120 Less Trade -in Allowance for two systems -2,000 EQUIPMENT TOTAL $24,120 NOTE: If SIGNATURE Antennas are desired, add $2,400. PRICES DO NOT INCLUDE APPLICABLE STATE, LOCAL OR FEDERAL TAXES THAT MAY APPLY. IT IS THE CUSTOMERS RESPONSIBILITY TO INCLUDE ANY TAX ON ANY PURCHASE ORDERS SENT TO CHECKPOINT SYSTEMS. CHECKPOINT'S STANDARD EQUIPMENT WARRANTY FOR THE PROPOSED SYSTEM IS ONE YEAR. PLEASE REVIEW THE ENCLOSED MAINTENANCE CONTRACT INFORMATION REGARDING THE DIFFERENT CONTRACTS WE OFFER. F1 TERMS AND CONDITIONS WARRANTY: Each Checkpoint System is warranted for one year from installation as stated on the page entitled "CHECKPOINT PRODUCT WARRANTY ". An optional Maintenance /Service Contract is available after that period. ELECTRICAL: The library shall provide one standard 110 AC Convenience outlet (2 wire and ground) near the sensing screens. TERMS: Net 2k days. Prices do not include applicable state, local or federal taxes that may apply. F.O.B. Thorofare New Jersey. Prepaid and billed on initial invoice. DELIVERY: 30 - 45 DAYS ARO PRICES ARE GUARANTEED FOR A PERIOD OF 90 DAYS FROM THE DATE OF THE PROPOSAL. �l �l CHECKPOINT SYSTEMS INC. LIMITED WARRANTY. Checkpoint warrants for a period of One (1) Year after installation that any system (s) purchased under this agreement will be free from defects in workmanship and materials, provided that installation and service on such system during such period has been performed only by Checkpoint's authorized representatives .Checkpoint's sole obligation under this limited warranty shall be to repair or replace the defective system, or parts thereof. During such period, Checkpoint will, at its own expense, service and maintain any system(s) purchased under this Agreement. EXCLUSION OF OTHER WARRANTIES AND LIABILITIES. EXCEPT FOR PATENT MATTERS WHICH ARE COVERED IN PARAGRAPH 4, THE LIMITED WARRANTY STATED IN PARAGRAPH 1 SHALL BE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR RVIPLIED, INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, ON ANY SYSTEM, TAGS, ACCESSORIES, AND OTHER GOODS OR SERVICES PURCHASED UNDER THIS AGREEMENT. IN NO EVENT, INCLUDING IN THE CASE OF A CLAIM FOR NEGLIGENCE, SHALL CHECKPOINT BE LIABLE FOR INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES FROM WHATEVER CAUSE, AND INCLUDING BUT NOT LIMITED TO LOSS OF PROPERTY OR INCOME. DEFINITION OF WARRANTY TERMS. For the purpose of Paragraphs 1 and 2, the term System(s) shall refer only to that collection of electronic equipment (antenna(s), power, supply, electronic circuitry, connecting cables and the like) which collectively performs either the function of detecting tags being carried past the antenna(s), or of detecting and deactivating tags so that they can be carried past the antenna(s) without there being detected Accessories, such as detachers, point -of -sale detectors and the like, tags themselves, or other goods and services are not included within the tern System(s) as used in Paragraphs 1 and 2. PATENTS. Checkpoint warrants that goods purchased hereunder will, when installed, be free of any claim of infringement of a United States Patent issued prior to the commencement date of this warranty. If promptly notified in writing, and given authority, information and assistance by the Customer, Checkpoint will defend or may settle at its expense any suit against the Customer based on such claim of infringement and pay any damages awarded as a result. Checkpoint may also replace the accused goods with ones which are non - infringing, or as a last resort remove these goods. The foregoing states Checkpoint's entire obligation regarding patents. However, Checkpoint shall have no such obligation at all for any goods specified or designed by the Customer, or for any use different from that for which the goods are normally intended, or for any use in combination with other goods not furnished by Checkpoint. In such instances, the Customer assumes the patent liability and will hold Checkpoint harmless against any infringement claim. F] page 2 CUSTOMER RESPONSIBILITY FOR USE. It is expressly understood and agreed that the Customer will have sole control over the manner in which the goods purchased under this warranty are used in the course of the Customer's activities. Therefore, the Customer hereby assumes full responsibility for such use and shall indemnify and hold harmless Checkpoint, its agents and representatives, from and against any and all losses, damages, claims or expenses, including legal fees and expenses, arising out of such use. Any training program or literature provided by Checkpoint concerning the use of the goods is understood to be purely advisory and does not detract from the Customer's responsibility for such use, as set forth in this paragraph. It is also expressly understood and agreed that possible false, phantom, or other unintentional alarms, or failures to remove or deactivate tags, all from whatever cause, shall be regarded as part of the use of the goods and also governed by this paragraph. INSTALLATION. Installation of Systems purchased under this agreement shall be made only by Checkpoint's authorized representatives. Checkpoint shall have no liability for disruption to premises and existing structures resulting from installation. nor for installation made in accordance with instructions, plans or designs provided by the Customer. EXHIBIT 2 INSURANCE REQUIRED A. MINIMUM SCOPE OF INSURANCE Coverage shall be at least as broad as: 1. Insurance Services Office form number GL 0002 (Ed. 1/73) covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ( "occurrence" form GC 0001). 2. Insurance Services Office form number CA 0001 (Ed. 1/78) covering Automobile Liability, code 1 "any auto" and endorsement CA 0025. 3. Worker's Compensation insurance as required by the Labor Code of the State of California and Employers Liability insurance. B. BEGINNING OF WORK Contractor shall maintain limits no less than: 1. General Liability: $1,000,000 combined single limit per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage. 3. Workers' Compensation and Employers Liability: Worker's compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. C. DEDUCTIBLES_AND SELF - INSURED RETENTIONS Any deductibles or self-insured retentions must be declared to and approved by the Town of Los Gatos. At the option of the Town of Los Gatos, either: the insurer shall reduce or eliminate such deductibles or self - insured retentions as respects the Town of Los Gatos, its officers, officials, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. D. OTHER INSURANCE PROVISION The policies are to contain, or be endorsed to contain the following provision: 1. General Liability and Automobile Liability Coverages a. The Town of Los Gatos, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Contractor, products and completed operations of the Contracts, premises owned, occupied or used by the Contractor, or automobiles owned, leased, hired or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the Town of Los Gatos, its officers, officials, employees, or volunteers. b. The Contractor's insurance coverage shall be primary insurance as respects the Town of Los Gatos, its officers, officials, employees, and volunteers. Any insurance or self - insurance maintained by the Town of Los Gatos, its officers, officials, employees, or volunteers shall be excess of the Contractors Insurance and shall not contribute with it. c. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town of Los Gatos, its officers, officials, employees, or volunteers. d. The Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. 2. Workers' Compensation and Employers Liability Coverage The insurer shall agree to waive all rights of subrogation against the Town of Los Gatos, its officers, officials, employees, or volunteers for losses arising from work performed by the Contractor for the Town of Los Gatos. 3. All Coverages Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt required, has been given to the Town of Los Gatos. E. ACCEPTABILITY OF INSURER Insurance is to be placed with insurers with a Best's rating of no less than B+ F. VERIFICATION OF COVERAGE Contractor shall furnish the Town of Los Gatos with certificates of insurance and with original endorsements effecting coverage required by this clause. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates and endorsements are to be on forms provided by the Town of Los Gatos. Where by statute, the Town of Los Gatos's workers' compensation - related forms cannot be used, equivalent forms approved by the State Insurance Commissioner are to be substituted. All certificates and endorsements are to be received and approved by the Town of Los Gatos before work commences. The Town of Los Gatos reserves the right to require complete, certified copies of all required insurance policies, at any time. G. SUBCONTRACTORS Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.