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HomeMy WebLinkAboutResolution 4898 ', � O� . � . .� . O �, O • . - �. � CITY of ORONO . � -� � . ,�.. � �� RESOLUTION OF THE CITY COUNCIL ��l ��'~ a�' �kES�I�g' . NO. �� / A RESOLUTION AUTHORIZING THE CITY OF ORONO TO EXECUTE AN AGREEMENT FOR THE USE OF HENNEPIN COUNTY'S PROPERTY INFORMATION DATA BASE � WHEREAS, the County has developed a computerized property information data � base(hereinafter referred to as "Property Information Data Base (PIDB)") and which is described in the Hennepin County Agreement attached hereto and hereby made a part hereof; and - - VVHEREAS, the City of Orono desires to use the County's PIDB in the course of � conducting the City's business; and WHEREAS,in acknowledgment of the Entity's above stated purpose,the County is � a�reeable to provide to the City access to the PIDB described in Exhibit A; and WHEREAS,the parties agree that the execution of this Agreement is necessary in . order to adequately protect said PIDB. . " , NOW,THEREFORE,be it resolved that the City Council authorizes execution of the agreement. Adopted by the City Council of the City of Orono this 25th day of November,2002. ATTEST: �2� � U�-e� �,�-� Linda S. Vee, City Clerk Barbara A. Peterson, Mayor � � . Page 1 of 1 �T � • • Contract No. A021012 AGREEMENT -r THIS AGREEMENT, made and entered into between the COUNTY OF HENNEPIN, a � � politica�-subdivision of the State of Minnesota, hereinafter referred to as "COUNTY"and City of Orono, P.O:.Box 66, Crystal Bay, MN 55323-0066, hereinafter referred to as "SUBSCRIBER"; WITNESSETH: . NOW; THEREFORE, the parties hereto agree as follows: A. The COUNTY shall allow the SUBSCRIBER file inquiry access to certain information contained in COUNTY computerized data files through SUBSCRIBER owned computer equipment operating in conjunction with the COUNTY computer system. 1. The SUBSCRIBER shall be solely responsible for selecting obtaining, installing, maintaining, repairing, modifying and/or replacing any equipment used to access or attempt to access the computer system. At SUBSCRIBER's request, the COUNTY will furnish information concerning equipment the COUNTY believes to be compatible for requested access. 2. The SUBSCRIBER agrees to install and maintain and keep up to date virus protection sofiware and firewall technology on each personal computer or device being connected to the COUNTY's network. The SUBSCRIBER agrees to upgrade virus protection software and firewall technology to keep at the most current version. The SUBSCRIBER� • � agrees to be responsible for any and all damages caused as a result of unauthorized access through the SUBSCRIBER's equipment and for any virus being transmitted to COUNTY computer systems. 3. During the term of this agreement, the technical aspects of connections may change which may require change or action by SUBSCRIBER. SUBSCRIBER will receive notice of any required chariges and will be expected to comply within the specified timeframe indicated in the notice. Unless absolutely necessary, specified timeframe should not be less than 30 days. 4. SUBSCRIBER agrees to protect and keep private and secure, any access passwords given to SUBSCRIBER, and to not release passwords to any unauthorized individual. The SUBSCRIBER agrees to be responsible for any and all damages caused as a result of unauthorized use of the access password(s) by any authorized or unauthorized individual. B. The COUNTY shall set forth costs, billing information and type(s) of information which the COUNTY will permit the SUBSCRIBER to access in Exhibit A, attached hereto and made a part hereof by this reference. SUBSCRIBER shall be responsible for the payment of any and all file inquiry fees, connection charges, telephone line or frame relay charges where appropriate, and any related installation/de-installation chargas. SUBSCRIBER will be billed by the COUNTY on a monthly basis and may be billed separately by the telephone company for the telephone or frame relay charges. Payment shall be made by SUBSCRIBER within thirty (30) days after receipt of each said bill. Connection and telephone or frame relay � charges shall be payable whether or not SUBSCRIBER has accessed the information during any month SUBSCRIBER is permitted to access such information. IT Form Contract Rev. Nov.,2002 1 ;. C. It is understood and agreed that if it is determined by the COUNTY that it is necessary • to allocate time and capacity utilization of the computer system in order to carry out COUNTY activities properly, the COUNTY may reduce or discontinue service for such length of t#me as the COUNTY may deem appropriate. The COUNTY, in good faith, shall endeavor to notify � � the SUBSCRIBER prior to any such service interruption whenever the COUNTY shall determine the pertinent circumstances reasonably permit such notification. . D. The hours of service furnished hereunder are subject to tfie provisions of paragraph D and generally limited to the business hours observed by the COUNTY at the Hennepin County Government Center and, therefore, will be observed as follows: 1. Monday through Friday- 8:00 a.m. to 5:00 p.m. 2. Service will not be available on holidays or other time off observed by the COUNTY. . 3. The COUNTY reserves the right to change said business hours and shall give written notice to SUBSCRIBER of any such change. Access to this service may also be available (at the COUNTY's sole discretion) at times beyond normal business hours. E. 1. The COUNTY does not warrant or guarantee the performance of the main computer system, the telephone lines and/or cabling, or any soffinrare and/or equipment in connection or in association with any or all of the foregoing, nor does the COUNTY warrant or guarantee any programming utilized in any of the above. Further, the COUNTY shall have no obligation or liability whatsoever concerning any aspect of the telephone line or frame relay . lines. It is specifically understood by the SUBSCRIBER that changes and adjustments are • made in the official records from time to time which may be in process at any given time; and, �under the circumstances, the information received by the SUBSCRIBER will be subject to , such changes and adjustments. Accordingly, errors or omissions may occur in the data received on or through the pertinent equipment utilized by or servicing the SUBSCRIBER. Further, the SUBSCRIBER specifically understands and agrees that the service furnished under this Agreement is subject to the temporary or permanent inability of the COUNTY to furnish either and also is subject to errors, omissions, damages, reductions, discontinuances, malfunctions, inoperativeness, scheduled downtimes, delays or interruptions which may be due to any one or a combination of a wide spectrum of causes. While the COUNTY shall endeavor in good faith to maintain a high degree of accuracy and efficiency in the services provided hereunder, the sole and exclusive remedy for any breach of this Agreement by the COUNTY and for COUNTY liability of any kind whatsoever, including but not limited to liability for nonperformance or any deficiencies with respect to said services, shall be limited to restoring the services and/or any deficiency in said service as is reasonably possible under the pertinent circumstances. SUBSCRIBER fully understands and agrees that the COUNTY may change, modify and/or replace said computer system and any components thereof including, without limitation, any related equipment, software, wiring and/or cabling, and.that, . � incidental thereto, any such change, etc. could possibly extinguish or impair the compatibility � between SUBSCRIBER's equipment and said computer system, thus necessitating, perhaps, the replacement of, changes to, and/or modification of SUBSCRIBER's equipment to access said computer system; and that in any such event the COUNTY will in no manner be liable for the costs and/or damages which are sustained by SUBSCRIBER and which are, in any respect, associated, directly or indirectly, with any or all of the foregoing occurrences but that SUBSCRIBER shall bear the full costs thereof. In no event shall the COUNTY be liable for actual, direct, indirect, special, incidental, consequential damages (even if the COUNTY has � IT FoRn Contract Rev.Nov.,2002 2 r ' been advised of the possibility of such damage) or loss of profit, loss of business or any other • financial loss or any other damages. � � t 2. Supplemental to and in no manner in limitation of the foregoing the following is � - set fortf�: The information furnished and to be furnished has been and shall be obtained from the COUNTY'S records and is believed to be reliable. But the accuracy, completeness, timeliness or correct sequencing of the information is not guaranteed by COUNTY: There � may be delays;interruptions, omissions or inaccuracies in the receipt of the information. The SUBSCRIBER agrees that the COUNTY shall have no liability, contingent or.otherwise,for the accuracy, completeness, timeliness or correct sequencing of the data, or for any decision made or action taken by SUBSCRIBER in reliance upon the data. THERE IS NO - WARRANTY OF MERCHANTABILITY, NO WARRANTY OF FITNESS FOR PARTICULAR USE, AND NO OTHER WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, REGARDING THE INFORM�4TION OR ANY ASPECT OF THE SERVICE. F. 1. During the contract period, the COUNTY may change any portion of the monthly charges, provided that a thirty(30) day written notice be given to the SUBSCRIBER prior to the effective date of the change. Any such change will appear on the appropriate monthly billing, except that any telephone line or frame relay charge change shall not require written notice but shall be effective immediately and shall be payable when included in the monthly billing presented to SUBSCRIBER as provided herein. Additional connections and accesses to information may be requested in writing at any time. If access is authorized, the appropriate description and charges will be outlined in an Exhibit bearing an exhibit letter in proper sequence to Exhibit A, and be attached to and made part of this agreement. . 2. This Agreement shall commence on the date of its approval by the COUNTY and • remain in effect until cancelled by either pa�ty. Rates charged for this service are reviewed annually by the COUNTY and rate changes take effect January 1st of each year. Notice of any rate changes affecting this service will be sent out along with a revised exhibit 30 days prior to the effective date. These rate changes will take effect on the first of January. 3. This Agreement may be cancelled with or without cause by either party giving 30 days prior written notice thereof to the other party. G. SUBSCRIBER agrees that during the term of this Agreement, in addition to the fees/charges provided herein to be paid, it will promptly pay all taxes, assessments and other governmental charges, if any, levied or assessed upon the services furnished hereunder to SUBSCRIBER, and SUBSCRIBER will promptly pay or reimburse the COUNTY for all taxes levied or assessed against and paid by the COUNTY on account of its furnishing services to � SUBSCRIBER hereunder. H. In the event the SUBSCRIBER shall fail duly and promptly to perform any of its � � . obligations under the provisions of this Agreement, the COUNTY, at its option, may . immediately, or any time thereafter, perform the same for the account of the SUBSCRIBER , without waiving such default, and any amount paid or expense or liability incurred by the COUNTY in such performance, together with interest thereon at the highest maximum rate permitted by applicable law until paid by the SUBSCRIBER to the COUNTY, shall be payable by the SUBSCRIBER upon demand. � IT Form Contract Rev.Nov.,2002 3 T� . • i. 1. There shall be deemed to be a breach of this Agreement: � (a) If the SUBSCRIBER shall default in any payment due hereunder and such - - default shall continue for a period of ten (10) days after due; (b) The County may terminate this Agreement immediately upon SUBSCRIBER's default or breach of any term or condition contained herein. � (c) If SUBSCRIBER, without the COUNTY's prior written consent, removes or permits any of the same to be used by anyone, or sells, pledges, assigns, hypothecates, transfers, subleases or otherwise disposes of or encumbers this Agreement or any part hereof or any part thereof or attempts to do any of the aforesaid. � 2. In the event of SUBSCRIBER's breach of this Agreement, as herein defined: ' (a) The County may cancel this Agreement upon written notice to _ SUBSCRIBER. (b) The SUBSCRIBER shall be liable for all costs, damages and losses incurred by the COUN7Y on account of said breach and/or also in canceling or terminating this Agreement. (c) All sums due and to become due hereunder, at the COUNTY's option, shall become payable forthwith. � (d) The COUNTY may also enforce specific performance of the applicable covenants of this Agreement by appropriate legal proceedings, as well as any other remedy herein provided. Should any legal proceedings be instituted by the COUNTY to recover any monies due or to become due hereunder, and/or to recover other damages sustained by the COUNTY on account of such breach, the SUBSCRIBER shall pay a reasonable sum as attorney's fees. J. No right or remedy of the COUNTY hereunder shall be exclusive of any other right or remedy herein or by law, statute or equity provided, but each shall be cumulative and in addition to every other right or remedy, and shall be deemed to be continuing, none of which shall be exhausted by being exercised on one or more occasion and may be enforced concurrently or from time to time. K. SUBSCRIBER, its officers, agents, owners, partners, employees, vol.unteers and subcontractors agree to abide by the provisions of the Minnesota Government Data Practices Act, Minnesota Statutes, Chapter 13, and all other applicable state and federal laws, rules, � regulations and orders relating to data privacy or confidentiality, and as any of the same may be amended. The SUBSCRIBER shall defend, indemnify and hold the COUNTY harmless from any and all liability, claims, damages,judgments, costs (including reasonable attorneys'fees), demands or actions arising, directly or indirectly, out of any act or omission on the part of the SUBSCRIBER, its emplojrees, officers, agents, contractors or representatives relating to the • obtaining, use, and or possession of information provided hereunder, SUBSCRIBER's access to the computer system, including without limitation, the obtainment, installation/de-installation IT Form Contract Rev.Nov.,2002 4 , � and/or existence of telephone lines and any and all activities related thereto, and/or relating to the ownership, use or operation of SUBSCRIBER's equipment and/or software and items relating to such software and/or equipment, and from all loss or liability by reason of fa7ure of the SUBSCRIBER, in any respect, to perform fully or observe all obligations under this � � Agreer�ent. L.� Any notice or demand, which may or must be given or made by a party hereto, under the terms of this Agreement or any statute or ordinance, shall be in writing and shall be sent registered or certified mail to the other party addressed as follows: . TO SUBSCRIBER: City of Orono City Manager . P.O. Box 66 Crystal Bay, MN . 55323-0066 � TO COUNTY: Hennepin County Administrator A-2300 Govemment Center Minneapolis, MN 55487 Copy to: Division Manager Information Technology Operations A-015 Government Center Minneapolis, MN 55487 Either party may designate a different addressee or address at any time by giving • written notice thereof as above provided. Any notice, if mailed, properly addressed, postage � prepaid, registered or certified mail, shall be deemed dispatched on the registered date or that stamped on the certified mail receipt and shall be deemed received within the second business day thereafter or when it is actually received, whichever is sooner. Any notice delivered by hand shall be deemed received upon actual delivery. M. No oral agreement, guarantee, promise, condition, representation or warranty shall be binding; all prior conversations, agreement or representations related hereto are integrated � herein, and no modification hereof shall be binding unless in writing and signed by the COUNTY. N. This Agreement shall be governed by and construed under the laws of the State of � Minnesota. Hennepin County shall be the appropriate venue and jurisdiction for any litigation arising hereunder, except that venue and jurisdiction in the Federal courts shall be in the appropriate Federal Court within the State of Minnesota. If any provision of the Contract is held invalid, illegal, or unenforceable, the remaining provisions will not be affected. O. It is agreed that nothing herein contained is intended or should be construed in any .manner as creating or establishing the relationship of joint ventures or co-partners between the parties hereto or as constituting the SUBSCRIBER as the agent, representative or employee of the COUNTY for any purpose or in any manner whatsoever. The SUBSCRIBER is to be and shall remain an independent SUBSCRIBER under this Agreement. Any and all personnel of the SUBSCRIBER or other persons, while engaged in the performance of any activity under this Agreement, shall have no Contractual relationship with the COUNTY and shall not be considered employees of the COUNTY. � tT Form Contract Rev.Nov.,2002 5 P. The COUNTY's failure to insist upon strict performance of any covenant, Agreement or + stipulation of the Contract or to exercise any right herein contained shall not be a waiver or relinquishment of such covenant, Agreement, stipulation or right unless the COUNTY=t consents thereto in writing. Any such written consent shall not constitute a waiver or � -relinquishment of the future of such covenant, Agreement, stipulation or right. Q. Upon the date of approval of this Contract by the County, Contract A10360 shall be �cancelled immediately and Contract A021012 will commence. SUBSCRIBER having signed this Agreement, and Hennepin County having duly � approved this Agreement on the day of 120 , and pursuant to such approval, the proper County officials having signed this Agreement, the parties hereto agree to be bound by the provisions set forth herein. COUNTY OF HENNEPIN, STATE OF MINNESOTA BY: . Deputy/Associate County Administrator SApproved as for form and execution: Assistant County Attorney Date: City of Orono By: tts And: Its City organized under: � Statutory Option A Option B Charter � IT Form Contract Rev.Nov.,2002 6 � Exhibit A to Agreement A021012 � City of Orono '� � - .. 2003 � . In�addition to other terms stated herein, in the above referenced contract, of which this Exhibit A is a part, this Exhibit A includes provisions relating to a frame relay circuit(s). I. The COUNTY will provide inquiry-only access to the following public information systems: Propertv Information Svstem: Access to this system will permit viewing of current real estate tax information, including legal descriptions, valuations, special assessments and other public data retained in the Property Information Systems. . Document Recording Svstem: Access to this system will permit viewing of current information, including document images of, documents filed with the County Recorder (Abstract) and Registrar of Titles (Torrens) and retained in the Document Recording System. II. Usage Charge A file inquiry fee of$.0157 per transaction will be charged monthly for inquiries to the system. III. Connection Charges (Network Support Charges) • The SUBSCRIBER will be charged $23.00 monthly($17.00 basic and $6.00 host)for each workstation connected to Hennepin County's teleprocessing network. Each additional connection will be billed appropriately. The City of Orono currently has three (3) connections. IV. Telephone Lines/Frame Relay 1. For purposes of the aforementioned contract(including this exhibit), the term "telephone line(s)" includes various forms of systems and data circuits and without limitation any and all lines, cabling, communication circuits, and/or data circuits in connection with the frame relay circuit and/or related equipment, components and/or software associated with any of the foregoing. 2. SUBSCRIBER understands and agrees that the County will not be responsible in any manner for accessing and linking any portion of SUBSCRIBER's frame relay circuit with lines and/or connections owned or used by the County. � 3. The County will assume no liability for services of any kind and equipment provided by Qwest, LOGIS or any other person or entity. The County will only be liable to the extent expressly set forth in said contract. 4. SUBSCRIBER understands and agrees that SUBSCRIBER, Logis and/or other person - not the County—will, at SUBSCRIBER's expense: a) provide, maintain, diagnose and correct problems of, and support such � • frame relay and its access link; IT Form Contract Rev. Nov.,2002 7 _ • .. ... • b) be responsible for the installation and configuration of the IBM 3270 � emulation or Attachmate Extra soffinrare; � � c) be responsible for the configuration of inembers wide area network to � ' �- support the bridging protocols required for access to the County; d) diagnose and correct problems with�the 3270 emulation or Attachmate Extra software, provided that the County when requested by SUBSCRIBER will render such assistance as the County deems it reasonably can provide; such assistance shall be rendered only from County premises consistent with the terms and conditions of said contract, and . e) notify the County of planned outages that will affect the SUBSCRIBER. � � � � � � IT Form Contract Rev.Nov.,2002 ' 8