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Agreements/Contracts - District Court
GRANT COUNTY COMMISSIONERS AGENDA MEETING REQUEST FORM (Must be submitted to the Clerk of the Board by 12:00pm on Thursday) REQUESTING DEPARTMENT:District Court REQUEST SUBMITTED BY: Brittany Bevier CONTACT PERSON ATTENDING MEETING: Desiree OCiIOCInSkI CONFIDENTIAL INFORMATION: E]YES ® NO DATE:4/11/2024 PHONE:ext 3177 ,�,-� �, � �, �,.,�, � �� ��� ��� o���% ��/.iii/�i��i/�� , � �:,, i, .. .� :,�.� , , ,� �, ,,i ®APPROVED ODENIED EITABLED/DEFERRED/NO ACTION TAKEN: EICONTINUED TO DATE: 70THER q I DATE OF ACTION:- I Brittany E. Lutz From: Barbara G. Duerbeck Sent: Wednesday, April 10, 2024 2:38 PM To: Desiree J. Ochocinski Cc: Brittany L. Bevier Subject: RE: Proposal review for consent These look good to me! Thank you, Barbara G. Duerbeck Deputy Prosecuting Attorney Grant County Prosecuting Attorney's Office Civil/Appellate Division 509-754-2011 Extension 3912 bgduerbeck@grantcountywa.gov The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be protected by attorney-client privilege, work -product, or other privileges, and may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail. Please also permanently delete all copies of the original e-mail and any attached documentation. Please be advised that any reply to this email may be considered a public record and be subject to disclosure upon request. Thank you. From: Desiree J. Ochocinski <dochocinski@grantcountywa.gov> Sent: Tuesday, April 9, 2024 2:03 PM To: Barbara G. Duerbeck <bgduerbeck@grantcountywa.gov> Cc: Brittany L. Bevier <blbevier@grantcountywa.gov> Subject: Proposal review for consent Barbara, Attached are three proposals from Avidex for audiovisual upgrades. Basically we will be upgrading courtrooms 202 and Moses Lake similar to what was done in courtroom 301 and 209 using the same company as last time. We are also adding additional things to courtroom 301 and 209 that will be done in 202 and Moses Lake. I don't know if this is something the BOCC will want you guys to review before we sign it so I am sending it to you. (a The 202 and Moses Lake proposals have been reviewed by both me and Keith in TS and are ready to go. The Courtroom 209, 301 MIC add proposal is not the final proposal although the only thing that will change is the scope of work, equipment list & price but otherwise all the standard language would be the same. We are wanting to get this to consent as soon as possible so we can try to have Moses Lake done while the judges are at conference. Let me know your thoughts or if you want to talk anything through. Desiree J. Ochocinski Court Administrator Grant County District Court PO Box 37, Ephrata, WA 98823 509-754-2011 Ext. 3128 The contents of this e-mail message, including any attachments, are intended solely for the use of the person or entity to whom the e-mail was addressed. It contains information that may be protected by attorney-client privilege, Nvork-product, or other privileges, and may be restricted from disclosure by applicable state and federal law. If you are not the intended recipient of this message, be advised that any dissemination, distribution, or use of the contents of this message is strictly prohibited. If you received this message in error, please contact the sender by reply e-mail. Please also permanently delete all copies of the original e-mail and any attached documentation. Please he advised that anyreply to this e-mail may he considered a puhKc record and he suhject to disclosure upon request. Thank you. K14-113 LN�Z� Grant County District Court Moses Lake Courtroom AV Refresh 230107 Version 5 10 - Submitted by Joe Melton a.videx Audio Video Integration & Design Ekell ence, 2018 East Riverside Ave, Ste 1, Spokane, WA 99202 1509.455.6873 AVIDEX INDUSTRIES, LLC 1 March 26, 2024 CA LOW VOLTAGE LICENSE CSLB #9816511 WA Limited Energy License AVIDEIL963CZ 230107 Confidential (FORM 16.5 Rev 221118-001) Grant County District Court Moses Lake Courtroom AV Refresh Table of Contents INTRODUCTION■.......................................................................................................................3 SCOPE■......................................................................................................................................3 SCHEDULE................................................................................................................................5 PRICING.....................................................................................................................................6 PURCHASING OP ION — WA State DES Contract #03418 .....................................................7 TECHNICALSERVICES■...........................................................................................................8 PROJECT MANAGEMENT.................................................................................................... 8 ENGINEERING...................................................................................................................... 8 CONTROL SYSTEM PROGRAMMING.................................................................................. 9 INTEGRATIONLABOR.......................................................................................................... 9 TRAINING & DOCUMENTATION......................................................................................... 9 PROVISIONS■..........................................................................................................................10 WORK & PRODUCTS PROVIDED BY OTHERS (EXCLUSIONS)........................................12 NEWSYSTEM WARRANTY....................................................................................................13 3600 SERVICETM MANAGED SERVICES & SUPPORT...........................................................14 PAYMENTTERMS...................................................................................................................15 AUTHORIZATION TO PROCEED — INTEGRATION SERVICES..........................................15 INTEGRATED SYSTEMS TERMS & CONDITIONS............................................................17 APPENDIX A: 3600 SERVICETM PLAN■...................................................................................20 APPENDIX B: EQUIPMENT LIST■...........................................................................................22 © Avidex Industries, LLC. This proposal is the property of Avidex. Avidex and the Avidex logo are the property of Avidex Industries, LLC. This document contains proprietary data and concepts that are the property of Avidex Industries, LLC. Information, details, and/or specific data may not be reproduced or duplicated. AVIDEX INDUSTRIES, LLC 2 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh For the purposes of this proposal, Avidex Industries, LLC will be referred to as "Avidex" and Grant County District Court shall be referred to as "Client". Avidex is an award-winning team of AV industry veterans specializing in the design and integration of innovative, custom, AV, and IT solutions. Our systems incorporate a broad range of cutting-edge technologies that empower our clients to effectively communicate their message. From digital signage to video conferencing, distance learning rooms, and presentation systems, we bring the most user-friendly and effective solutions to our clients. Avidex is a PSNI Global Alliance affiliate and the 6t" largest AV integrator in the U.S. Avidex is a subsidiary of ITOCHU International, Inc., a Fortune Global 500 corporation. Avidex delivers innovative AV solutions that enable organizations and enterprises to collaborate, create, and share ideas through state-of-the-art audio visual and unified communication technologies. Avidex specializes in creating an unparalleled client experience in the use of collaborative audiovisual solutions as a national AV and UC integrator providing design, build, and service excellence. Our work will be completed at 1525 E Wheeler Rd, Moses Lake, WA 98837 in the following rooms/spaces: • Moses Lake Courtroom SCOPE Avidex to upgrade sound reinforcement system and video distribution system with the addition of video teleconferencing capabilities. System to Include: • Digital Signal Processor for room audio mixing, recording and video teleconferencing audio processing. • AVB Network USB interface for audio connection to the Clerk's PC for FTR recording. • (8) New ceiling speakers with zoning for mix minus and voicelift. • Multi -Channel network amplifier for speaker zoning. • (6) Desktop (Judge, 4 Attorneys, 1 Witness) 18" Cardioid microphone with integral mute button. • (4) Wireless Lapel microphone systems with antenna distribution, rechargeable batteries and charging docks. • Beamforming Array Ceiling mic for recording of Jury Selection in the gallery seating area • Infrared Assisted Listening System with (6) IR receiver sets and receiver charging dock. AVIDEX INDUSTRIES, LLC 3 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh • Integration of the owner provided Poly G7500 codec for Microsoft Teams Room Integration. • (2) Camera Extension Systems for OFE Poly Cameras with switching between cameras from touch screen. • (2) 10" Touch Screen Controllers for Judge & Clerk providing customized AV controls. • System speaker telephone function utilizing SIP phone connection to DSP. Touch Screen phone dialer interface included in programming. (Avidex to provide DSP side assistance of SIP configuration.) • Control also integrated into owner furnished Poly TC8 Touch Screen. • (1) 75" 4K LCD display for main display. • (1) 75" 4K LCD display for rear of room. • (2) 24" LCD displays used as confidence monitors for the Judge and Clerk. • AVoIP streaming video delivery to new 75", 75" and 24" displays. • AV compliant network switch included with assistance for potential connection to the owner's network for future control and monitoring. • New Equipment rack to be installed in adjacent Room. Exclusions: • Grant County to provide and configure the Poly G7500 and (2) ea. Eagle Eye cameras. • Grant County Technology Services to provide end user training and support related to the Poly G7500. • Existing cabling and speakers to be re -used where possible. • Power for displays not included and the responsibility of the owner. • Network connection for SIP communication. AVIDEX INDUSTRIES, LLC 4 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh SCHEDULE We will work with you to finalize a schedule that meets the implementation requirements of the project. The chart below identifies various phases in the overall process. Please note that each job is unique and will have its own installation schedule that will be agreed upon between Avidex and the client. This is not a guarantee of delivery or installation time. Actual delivery and installation schedules will be finalized after receipt of the purchase order and mobilization payment. AVIDEX INDUSTRIES, LLC 5 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh '�ia3L'31�L EQUIPMENT AND MATERIALS MANUFACTURER EQUIPMENT AND SOFTWARE MAINTENANCE TECHNICAL SERVICES - includes audiovisual engineering, offsite and on-site installation and wiring, coordination and supervision, testing, checkout, owner training and New System Warranty. This proposal includes non-union labor for all activities. GENERAL & ADMINISTRATIVE 3600 SERVICE PLAN - 3 Year Advanced Plan PROJECT SUBTOTAL SHIPPING ESTIMATE - Included SALES TAX ESTIMATE Applicable sales tax will be added to invoices based on current tax rates on the invoice date as required by state law ESTIMATED PROJECT TOTAL PAYMENT & PERFORMANCE BOND - Not included in above totals EXTENDED PROJECT TOTAL WITH BOND $5.77095.69 $0.00 $931098.94 $1,502.00 $26,400.00 $178,096.63 $0.00 $14,960.03 $193,056.66 $0.00 $193,056.66 AVIDEX INDUSTRIES, LLC 6 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh PURCHASING OPTION — WA State DES Contract #03418 State of Washington Department of Enterprise Services Master Contract No. 03418 https:Happs.des.wa.gov/contracting/03418%2OMaster%2OContract%2OAvidex. pdf?cb=121 1201 9.1576111682634 Avidex is proud to be a Washington State Department of Enterprise Services (DES), awarded vendor. The Audio -Visual (AV) Solution Master Contract (Contract #03418) includes general AV equipment and control panels, AV room design/consultation, installation services, ongoing support, AV management services, governmental function related audio recording, induction loop hearing systems, and other AV related accessibility solutions. Statewide master contracts for goods and services are designed to make it easier for state agencies, local and tribal governments, public school districts and colleges, and nonprofit organizations to focus on their missions. Our statewide contracts have met state requirements for competitive bidding and other procurement laws, reducing risk and streamlining the purchasing process for our agency customers. Let us bring our public sector expertise to your next audiovisual project. Benefits to You • Master contracts leverage the state's collective buying power for competitive and pre- negotiated pricing • Built-in compliance to master contract procurement requirements • Streamlined procurement process, reducing the need to solicit competitive bids for AV projects • Reduce risk by working with vetted, trusted, and awarded contractor partners • Avidex solutions are backed by our 360° ServiceTM Solutions to support diverse audiovisual solutions AVIDEX INDUSTRIES, LLC 7 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh TECHNICAL SERVICES The integration process incorporates everything needed to provide a complete, "turn -key" audiovisual solution and includes equipment, materials, labor, and the services required to complete the system integration as outlined within this document. Avidex follows industry. certified and documented processes which have been proven successful in assuring that each system is installed as intended. The following describes our scope of work and project deliverables for Integration Services. • Responsible for client communication throughout the project duration • Coordinate all activities with designated client representative • Avidex will participate in meetings as required to complete the project and coordinate with other trades. • Monitor project implementation • Provide scheduling for and oversight of the Avidex team • Coordinate project equipment ordering, staging and pre -installation fabrication of equipment for the project • Coordinate any site conditions that may necessitate audiovisual system changes • Coordinate with any general contractor and/or any specialty contractors related to the audiovisual system integration • Coordinate audiovisual system connections and interfaces as they relate to any lighting, electrical, or mechanical systems • Verify project completion o Confirm completion of system testing o Assure completion of any punch list items ENGINEERING • Prepare all system documentation necessary for the installation of the project. o System functional diagrams o Facilities drawings (equipment locations) o Control system program requirements • Provide and implement control systems programming • Test and debug system • Oversee final systems testing and commissioning AVIDEX INDUSTRIES, LLC 8 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh • Adjust and balance system settings • Mark and record final system settings • Assure the finished system meets the design criteria and functions per the developed content CONTROL SYSTEM PROGRAMMING • Create AV control system code • Design and create user interface (UI) • The user interface will be built upon a standard U I style and standard buttons with minor adjustments of wording, logos, and background color. Two planning meetings for UI review are included: one for preliminary layout selection, review of recommended UI language, logos, branding guidelines and the second for final text review and edit • Test and debug control system • Pull, terminate, and label all low voltage cables • Install structural mounting systems for all audio-visual equipment • Mount and terminate all AV connection plates • Install all AV equipment • Site clean-up and trash disposal, etc. • Assure that all installed systems are operating as proposed • Assist engineering with systems testing and debugging • Provide or assist in providing end-user training TRAINING & DOCUMENTATION Training will be provided to operational and maintenance personnel at the end of the project. This training will provide the users with an understanding of daily system use. The provided training will consist of instruction and hands-on experience with the system. Documentation will include record drawings and manufacturer's equipment manuals. These will be assembled and delivered as an electronic copy. The documentation will include all information provided to Avidex that comes standard with the equipment from the original manufacturer. Maintenance manuals for most electronic components are only available to factory certified and trained personnel. Maintenance manuals are not included in final documentation. AVIDEX INDUSTRIES, LLC 9 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh • Rooms are to be made available for exclusive use on the day(s) of the scheduled installation. Unless specifically arranged in advance, the room(s) will be available during Normal Business Hours in eight (8) contiguous hour segments. "Normal Business Hours" are defined as Monday through Friday, 8:00am to 5:00pm. • Client will provide all electrical outlets floor boxes, conduits, and core drills in the area(s) where audiovisual equipment is to be installed as specified by Avidex prior to Avidex beginning on-site work. • Jobsite building structures including ceilings, walls, and floors used to support audiovisual equipment are assumed to be vibration free. • Client will provide adequate parking for vehicle(s) in a location conducive to access to the vehicle(s) for retrieval of tools and supplies throughout the workday. If such parking is within a secured facility, Client will validate the parking tickets for the vehicle(s). Parking fees will be added to invoices. • If installation occurs in any room in which suspended ceiling tiles are installed, Client will provide a reasonable number of spare tiles of the same pattern and batch number as those of the tiles already installed in the room. • Client accepts responsibility for all merchandise sold and provided for this installation, delivered to the job site. Client will provide secure storage for such merchandise. Avidex will not be responsible for any loss or damage, except loss or damage caused by an Avidex employee during the act of installation, which occurs after delivery and acceptance by the client. • Existing hardware, wiring, programming, or configuration files are anticipated to be in good working order. Client shall provide programming and configuration files in editable formats. If, during the installation process, existing hardware, wiring, programming or configuration are found to be defective, the completion date of the project may be affected, and a change order may be required to overcome the obstacle(s) created by such defects. • Client shall identify the presence of any pre- or post -tensioned ceilings or floors within the area of installation. If Avidex is to be held responsible for the integrity of such pre- or post - tensioned ceilings or floors, they shall obtain, at Client's expense, one or more x-rays of the area(s) in which mounting hardware is to be attached to the structure of the building. Any expense incurred for x-rays shall be passed on to the Client, in the form of a change order or a line item on the purchase contract. • Any standard merchandise that has been ordered for the job, and is not used as a result of any customer changes to the design, or refused by the client at the time of delivery will be subject to a minimum of 30% of the sales price restocking fees, plus any incurred freight charges. Any custom merchandise will be subject to a 100% of the sales price restocking fee, plus any incurred freight. • The agreed upon completion date may be moved, and a change order with incurred costs may be provided if Avidex is delayed for any of the following reasons, including but not limited to, equipment/material changes initiated by the Client beyond the original approved design, labor disputes, delivery or construction delays, unavoidable casualties, or causes beyond Avidex's control. AVIDEX INDUSTRIES, LLC 10 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh • Avidex's proposals for installation costs are based upon 8 -hour days and 40 -hour workweeks, Monday through Friday, between the hours of 8:OOAM and 5:OOPM. Installation costs for work outside of normal business hours or business days may be subject to overtime rates, when mutually agreed upon in writing. • Avidex shall make all reasonable efforts to inspect and review the existing project site physical and audiovisual infrastructure conditions. Existing site conditions needing to remain intact, along with the Client or End -User direction for the audiovisual design may result in other required audiovisual infrastructure requirements (raceways, conduit, AC power, structural backing -blocking, structural engineer stamped drawings, etc.) and/or changes to the audiovisual equipment and integration labor, leading to pricing adjustments. • Freight fees are estimated for ground freight service. Expedited freight, as required by the client, will be prepaid and added to invoices. • The pricing information provided in this proposal is solely for the benefit of the Client listed on the title page. Award of work to Avidex by a 3rd party will require a credit and contract term review, an approval and pricing confirmation for the new contract terms by Avidex. • The Client will furnish Avidex such financial information as Avidex may reasonably request to establish credit terms for the project. Such financial information shall be proprietary and confidential to the Client. Avidex agrees not to disclose this information to any other party or use the information other than for the internal credit check. Avidex may, at its sole discretion, cancel this agreement at any time if the Client fails to meet credit requirements established by Avidex. • The Americans with Disabilities Act (ADA) and California Building Code require the provision of Assistive Listening Systems in assembly areas, conference rooms, and meeting rooms. Hardware and services may be required for ADA -compliance. Client or its contractor should review project requirements for ALS with Avidex for each project to determine if portable or fixed systems are required. ALS hardware, if provided, will be identified in the Equipment List appendix. • Where applicable, Avidex Industries LLC provides the Client non-exclusive, royalty -free, non -transferable use of the `software' included within the systems provided (if an integral component of the audiovisual system). Some software provided is Proprietary and deemed Confidential information of Avidex Industries LLC and may not be altered, reused, reverse - engineered or disseminated under any conditions. Tampering or misuse of any software resulting in audiovisual systems malfunction shall be the responsibility of the Client or End - User to remedy. Changes in project scope and timeline may require additional hardware, equipment and labor that is necessary to complete the project. These additions will be considered change orders. Avidex will notify the Client in writing if Avidex determines that an increase or decrease in the project fees or change in timeline will be required. Change orders will include a change request number, reason for the change request, narrative description of the modified scope of work, schedule, and cost impact. The Client will provide written approval to proceed with the change and any needed updated purchase order or signed agreement as a record for both organizations. Should the Client cancel the project in whole or in part prior to completion, the Client agrees to pay Avidex for all reasonable costs incurred to date and/or to bring the project to an acceptable close. AVIDEX INDUSTRIES, LLC 11 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh WORK & PRODUCTS PROVIDED BY OTHERS (EXCLUSIONS) • All required architectural floor, reflected ceiling, building elevation, and section plans in an agreed upon AutoCAD format at no charge to Avidex. • Any and all related electrical work, including but not limited to 110VAC, conduit, raceway, and boxes. This includes all conduits, high voltage wiring panels, breakers, relays, boxes, receptacles, etc. • All network connectivity, routing, switching and port configuration necessary to support audiovisual equipment, unless specifically addressed elsewhere in this document. • Voice and data infrastructure and systems. • Necessary sheet rock replacement and or repair. • Necessary ceiling tile or T -bar modifications, replacement, and/or repair. • All millwork, moldings, trim, etc., or modifications to project millwork necessary to accommodate the installation of the audiovisual equipment unless otherwise noted in this proposal. • Rough -in, bracing, framing, or finish trim carpentry for installation. • Backing required to support wall mounted equipment including display, loudspeakers, camera, et cetera. • Painting, patching, or finishing of architectural surfaces. • Core drilling and/or concrete saw cutting. • HVAC, plumbing, sprinkler head, and lighting fixture relocation. • Ceiling, roof, firewall, and/or floor penetration(s). • Removal or patching, of fire stopping. • Structural welding, cutting, or reinforcement of structural steel members required for support of assemblies. • Work in asbestos treated areas and asbestos abatement. If asbestos is discovered during our work, Avidex will notify Client and will stop work until asbestos abatement work is completed by Client or its contractor. • Any subscription services, cabling, and equipment. • Provision and configuration of client furnished computers and software. • Acquisition of permits. • All Union Labor unless specifically addressed separately in proposal pricing AVIDEX INDUSTRIES, LLC 12 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh NEW SYSTEM WARRANTY Avidex warrants the integrated system(s) furnished are free of defects in workmanship and materials for a period of one year from the date of acceptance or date of first beneficial use whichever occurs first. Remedy for such defects during the warranty period shall be provided at no additional expense to the client and shall be handled as expeditiously as is feasible during normal business hours and days of operation. Under this warranty, Avidex will troubleshoot, uninstall, and reinstall any equipment that is part of the Avidex audiovisual system. The cost to service and/or repair Client Furnished Equipment or equipment out of the manufacturer's warranty is not included. Avidex will broker and process the repair of that equipment at the standard Avidex rate. Avidex reserves the right to charge for a service visit at standard Avidex service time and material rates (minimum of 2 hours onsite plus travel) if a service call results in a No Fault Found (NFF) or No Trouble Found (NTF) during a dispatched site visit. Avidex Services Provided Under the New System Warranty • Avidex will respond to requests for assistance due to client -reported issues and, if warranted, dispatch a technician during normal business hours (8:OOAM to 5:OOPM Pacific Time, Monday — Friday, excluding Avidex holidays) to troubleshoot the AV system problem based on our available resources • Avidex will identify and uninstall the defective equipment and return such equipment to the manufacturer or authorized repair center for warranty processing • Avidex will reinstall the repaired or replaced equipment and test the system • Avidex will pay the shipping costs associated with the repair of the equipment, except for Client Furnished Equipment and/or equipment out of manufacturer warranty Avidex Services Not Provided Under the New System Warranty • Extend or provide additional repair services for manufacturer warranty coverage • Repair of Client Furnished Equipment • After hours 24x7 Helpdesk support • Guaranteed on-site response time • Remote system monitoring, management, and reporting • Before- or after-hours on-site response • Proactive support or preventive maintenance • Training • Spare or loaner equipment during equipment repair period • Warranty coverage for client acts of negligence or misuse AVIDEX INDUSTRIES, LLC Confidential (FORM 16.5 Rev 221118--001) 13 March 26, 2024 230107 Grant County District Court Moses Lake Courtroom AV Refresh 360° SERVICE TM MANAGED SERVICES & SUPPORT Avidex recomm.ends the Advanced 3600 Service for this project. Avidex 3600 Service enhances the new systems warranty coverage with proactive support services for worry p -free operation. See Appendix A for further details on the proposed 360° Service Plan. Initial Term and Automatic Renewal ' d 360° Service Plan Agreement is identified in the pricing section. The initial term of the specified f the Unless written termination is requested by either party thirty (30) days in advance o anniversary expiration date of the current 3600 Service Plan term, the Agreement between the renew for successive one (1) year periods. Written termination parties shall automatically Ste 100 requests by the client should be sent to: Attn. Contract Admin 8509 154th Ave NE, Redmond, WA 98052 m or renewal period should adjustments in work responsibilities At any time within the current ter p necessary, proposal and agreement revisions shall be exchanged and/or price be deemed Y� p p between the parties, rties be mutuallyagreed upon in writing and once executed become part of the current Agreement or understanding between the parties. AVIDEX INDUSTRIES, LLC 14 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh -0 OVA 'LU9' All Projects require a mobilization fee of 30% of the overall proposed contract total in order to initiate the order. Mobilization fees are due upon Receipt. This proposal is valid for 20 days from the date appearing on the cover page. • Monthly progress invoices will be issued with net 30 -day terms. • The 3600 Service Plan will be invoiced annually, in advance or at the date of commencement. • Freight and sales tax will be added to invoices based on current tax rates as required by state law on the invoice date. • Avidex reserves the right to charge for stored materials and/or equipment. • Avidex reserves the right to charge a 1.5% fee for late payment of invoices. This document serves as a Notice to Proceed to Avidex in advance of a customary Purchase Order or Contract. Alternatively, this document may serve as a formal Purchase Order to Avidex only in the event the Customer does not or cannot generate a formal Purchase Order or Contract to Avidex. In either event, this agreement creates a binding contract between Avidex and the Customer. Avidex is acting in good faith that the individual signing this document on behalf of the Customer is duly authorized to enter into this binding agreement. Submitted by: Avidex Industries, LLC Joe Melton Name Client A Ja Cindy CaAer, Chair Internal Avidex Approval: Name Signature 03/26/2024 Date Sign ure Date Signature uate Each party agrees that any electronic signatures above, whether digital or encrypted, of the parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Delivery of an executed signature page to this Agreement by e- mail attachment, other means of electronic transmission with authorization to attach it to this Agreement, or any other means of electronic transmission used to obtain an electronic signature shall be deemed to have the same legal effect as delivery of an original signed copy. AVIDEX INDUSTRIES, LLC 15 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh Attachments: Integrated Systems Terms & Conditions Appendix A — Support Agreement Appendix B — Equipment List AVIDEX INDUSTRIES, LLC 16 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh INTEGRATED SYSTEMS TERMS & CONDITIONS 1. AGREEMENT SUM AND TAXES AND CREDIT APPROVAL The client shall pay Avidexincurrent US dollars for performance ofthe work within this agreement, and for any additions ordeductions that are mutually agreed upon bywritten change oforder. Avidexwill invoice the Client for all imposed and applicable sales, excise and/or use taxes associated with the sale of goods and/or services. All proposals and quotations are subject to final credit approval and documentation acceptable to Avidex. 2. PAYMENTTERK8S Avidex will submit invoices for work performed based upon the payment terms mutually agree upon presented on the signature page. Unless otherwise pmNded. AvidemvviU invoice for materials and equipment not yet incorporated into the project work but delivered and suitably stored on or off the project worksite, upon which Avidex assigns, transfers title to, and conveys said materials and equipment to the Client. Stored material invoices shall include applicable insurance fees, storage fees, and costs incurred transporting the materials toanoff-site storage facility. 3. TITLE AND RISK OF LOSS Title and risk ofloss ordamage toany products will pass tothe client upon Avidex'sdelivery ofthe products tothe client. Client must make all claims for damage to or |oee of products directly with their insurer or with the equipment carrier, if applicable. Client should be aware of carrier policies and file all claims in e timely manner. 4. CLIENT Except for permits and fees that are the responsibility ofAvidex.under the Request for Proposal, the client shall secure and pay for necessary eppmve|a, aaaeaomonto, and charges required for the oonotmction, use or occupancy ofpermanent structures orpermanent changes inexisting facilities. 5. RESPONSIBILITY AND INDEMNIFICATION Avidexshall beresponsible tothe client for the acts and omissions ofAvidex'eemployees and subcontractors, |fany, performing portions ofthe work under this agreement. Avidexemployees understand thsttheyhavenohghttoenher into agreements with ormake representation onbehalf ofthe client. Avidexshall review, approve, and submit tothe project manoger, shop drawings, product data, oamp|eo, and similar submittals as required, for written approval prior tothe commencement ofthe work. The work shall beinaccordance with approved submittals. Tuthe fullest extent permitted by |aw. Av|dexahoU indemnify and hold harmless the client, its project manager, its emp|oyeeo, uffioena, agents and directors from and against claims, damages, \oeaen and expenoea, including but not limited to, attorney's fees arising out of or resulting from performance of the work, provided that such claim, damage, loss or expense is attributable to failure to deliver clear title to the client, bodily injury, aiokneaa, disease or death, or to injury to or destruction of tangible property (other than the work itself), including |oaa of use resulting there from, but only to the extent caused in whole or in part by negligent or intentional acts or omissions of Avidex or anyone directly or indirectly employed byAvidexoranyone for whose acts Axidexmay beliable, regardless ofwhether ornot such claims, damage. loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negete, abridge, or naduoa other rights or obligations of indemnity that would otherwise exist as to a party orperson. In claims against any person or entity indemnified under this paragraph by an employee of Avidex, anyone directly or indirectly employed by them, or anyone for whose acts they may be |ieb\e, the indemnification obligation under this paragraph shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for Avidex or under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 6. INSURANCE Avidex shall purchase from and maintain in a company orcompanies lawfully authorized to do business inthe jurisdiction inwhich the project is located insurance for protection from claims under workers' orworkmen's compensation acts and other employee benefit acts which are applicable, claims for damages because of bodily injury, including death, and from claims for damages, other than tothe work itself, toproperty which may arise out of orresult from ANdexoperations under the agreement. Certificates ofsuch insurance shall be filed with the client prior tothe commencement ofthe work. Client shall be responsible for purchasing and maintaining its usual property and liability insurance. wwoex|mouSTRIES, LLC 17 March 26, 2024 onnnuenue (FORM 16.oRev o2111a—oo ) 230 107 Grant County District Court Should Avidex be delayed at any time in the progress of the work, by material changes ordered in the work, by labor disputes, fire, unusual delay indeliveries, construction delays, unavoidable casualties orcauses beyond Avidex's control, the agreed upon time for completion shall be extended by Change Order for such reasonable time as the Client's project manager may determine. Such Changes Orders may include charges to cover additional costs incurred by Avidex due to the delay. Installation costs for work outside of normal business hours or business days may besubject toovertime rates, when mutually agreed upon inwriting. Project timeline and completion schedules will not begin until deposit or initial payment is received by Avidex. 8. AFTER HOURS INSTALLATION / EARLY USE With prior Client approval and security clearance, installation activity and access to the project site may take place outside ofnormal business hours and days. There should benouse of the system by the client for its intended purpose until such time as formal approval and acceptance has taken place. Avidex may waive this requirement only with a written authorization. Any operations orchanges by the client or contractors other than Avidex, which result in damage or impairment of the system and may require a change order and additional charges to the client. The attached proposal and/or quote was based upon site surveys and verbal information from the client. While every effort has been made to determine installation conditions, on occasion unforeseen problems may arise that will require achange order tocover additional costs byAvidex. 9. PRODUCT SUBSTITUTION Avidexmoy. at its sole diooretion, substitute products included in the system design with those providing similar product form, fit and function as the original products. Product substitutions may occur due to changes to product evai|abi|ity, extensions or delays to estimated or committed de|ivery, product price incneooes, regulatory neothctiona, or any other factors as determined by Avidex. Any substituted product designs will achieve the functional and end user experience requirements ofthe system design. 10. CHANGESXCANCELLATuON Any changes ormodifications to the agreed upon scope of work defined inthis proposal must be mutually agreed upon in writing. All changes shall be submitted and approved in writing and documented in a change order. Should the Client in whole cancel a project or in part, prior to final completion, the Client agrees to pay Avidex for all reasonable costs incurred tudate and/or tobring the project toenacceptable close. These costs include but are not limited to: the design and engineering services; project management; the installation and programming technical labor; the subcontracting costs; the materials and equipment costs incurred to date; and other miscellaneous documented costs. Materials and equipmentare'a\ao subject to restocking charge policy. 11. WAIVER Either party's waiver of the other's default in its obligations under any terms or conditions of this agreement will not in any way limit uraffect that party's right to enforce and compel strict compliance with that term or condition at any other time orwith any other term or condition. 12. ENTIRE AGREEMENT This agreement and appendices to this agreement, including the RFP as reference herein, supersede, terminate and otherwise void any and all prior written and/or oral agreement between the parties with respect to products. There are no warranties, representations or understandings of any kind or description whatsoever made'by either party to the other, except such as are expressly set forth herein. Any additional terms or notes appearing on schedules, proposal summaries and/or Change Order are by this reference incorporated in this agreement. 13. LIMITATION OF LIABILITY Without limitation of any other provision in this agreement limiting or excluding liability of Avidex the exclusive damages recoverable by the purchaser for any claim of any kind whatsoever arising from or in any way connected to any breach of this agreement, or the purchaser's purchase shall not be greater than the actual purchase price paid by the purchaser with respect to which such claim is made, and in no event shall Avidex be liable for any special, indirect, incidental or consequential damages of any kind, including without limitation any damages with respect to loss of income, compensation or prospective profits, any expenditures, investments or commitments of the purchaser, any loss with respect to the establishment, development or maintenance of business reputation or goodwill, or any |000 incurred in obtaining substitute products, orarising from the claims ofthird parties. 14. GENERAL During the performance of this Agreement, the contractor/vendor shall comply with all applicable federal, state and local laws of any nature whatsoever in connection with the goods and services provided including, but not limited, to, applicable provisions ofE.O.11246.Rehabilitation Act of1973.Vietnam Era Veterans' Readjustment Assistance Act of 1974. E.O. 13496 and respective regulations including 29 C.F.R. 471 Appendix to Subpart A, and the EEO A/IDExINDUSTRIES, LLC 18 March m6,00u4 Confidential (FORM 16.oRev 221110—oo ) 230 107 Grant County District Court Moses Lake Courtroom w/Refresh Clauses set forth in 41 C.F.R. 60-1.47 41 C.F.R. 60-300.5 and 41 n. cont. C.F.R. 60-741.5 This contractor and subcontractor shall abide by the requirements of 41 CFR §§ 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity or national origin. Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability. AVIDEX INDUSTRIES, LLC 19 March 26, 2024 Confidential (FORM 16.5 Rev 221118-001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh Lqq a r M MA �E ADVANCED (INCLUDED AND PRICED) Under Advanced coverage, Avidex warrants the furnished integrated system(s) are free of defects for the priced term period from the date of acceptance or date of first beneficial use, whichever occurs first. This coverage includes the remote monitoring, troubleshooting, uninstallation, and reinstallation of the equipment integrated by Avidex. Remedy for such defects during the coverage period shall be provided at no additional expense to the client. The following services are included under this coverage: REACTIVE SUPPORT Avidex 3600 Service Helpdesk will: • Provide a dedicated toll-free number to report and request technical support for the integrated equipment. • Operate the Avidex 3600 Service Helpdesk twenty-four hours per day, seven days per week to log service requests. • Respond to the initial support request within 2 hours • Contact the client during the standard business hours of Monday — Friday 8:OOAM to 5:OOPM Pacific Time except for Avidex holidays to resolve the issue remotely to ensure the quickest possible resolution • Use the integrated remote monitoring equipment to assist with fault detection and reporting, dependent upon the specific scope of the proposed project. • Use the integrated remote monitoring equipment to assist with fault diagnosis and troubleshooting, dependent upon the specific scope of the proposed project. • Administer the repair process for defective or broken equipment including processing of any manufacturer RMA. On -Site Support will: • Provide a qualified Field Support Technician during standard Avidex hours within one business day of the support request • Troubleshoot the system and make the best effort to resolve the issue(s) while at the client site • Return defective equipment to an authorized repair center or directly to the manufacturer for warranty repair or exchange. (All fees related to shipping are included.) • Provide a suitable replacement for defective equipment to ensure full system operability if an item is no longer repairable. • Install the repaired or replacement equipment and test to ensure the system is operable per the original system intent. Lamp Replacement: • Labor (only) is covered under this support agreement. AVIDEX INDUSTRIES, LLC 20 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh PROACTIVE SUPPORT Preventive Maintenance Avidex will perform periodic maintenance for your integrated audiovisual system including system check, cleaning, and tweaking of all appropriate equipment. Avidex will also provide a summary report detailing the status of the audiovisual system and troubleshoot and repair any discovered audiovisual problems This proposal includes one (1) preventive maintenance visit per year of the agreement. Upon completion of each preventive maintenance visit, the Field Support Technician will conduct a system operations training session if requested Management of Device Firmware, Configurations, and Changes: Avidex will use the integrated remote monitoring equipment to assess device firmware versions and hardware status, allowing onsite technicians to manage the firmware of selective devices and update the configurations as needed, dependent upon the specific scope of the proposed project. AVIDEX SERVICES NOT PROVIDED UNDER THIS COVERAGE • Repair to Client Furnished Equipment and/or components unless included in Appendix B • Before or after-hours on-site support • Repairs due to customer acts of negligence or misuse • Coverage for projection screen material, plasma glass assembly, lamps, bulbs, furniture, display panels, optical engines, batteries, and accessories. Such parts will be provided at a 10% discount off our list price • Image burn -in caused by static images displayed over an extended period on any display device AVIDEX INDUSTRIES, LLC 21 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh A 19K Rk Manufacturer Model Description Qty Sony FW75BZ30L 75" 4K 440 cd/m2 Commercial Display 2 CHIEF LTM1 U Micro -Adjust Tilt Wall Mount, Large 2 Visionary Solutions D4200 A/V Decoder, 4K UHD over IP cinema quality ultra-low latency visually lossless switch matrix routable, with built-in video wall functionality; Expansion Ethernet Port; POE+; Upgradeable to AES67/Dante 4 Visionary Solutions E4200 A/V Encoder, 4K UHD over IP cinema quality ultra-low latency visually lossless switch matrix routable, with built-in video wall functionality, Expansion Ethernet Port; POE+; Upgradeable to AES67/Dante 3 Extron 60-1565-02 TLP Pro 1025T Black - Tabletop 2 Shure MX418D/S Supercardioid-18" Desktop Gooseneck Condenser Microphone, Attached 10' XLR Cable, Logic Functions, Programmable Switch and LED Indicator, Attached Desktop Base 6 Shure QLXD1=-G50 Bodypack Transmitter 4 Shure WL185 Microflex@ Cardioid Lavalier Microphone 4 Shure QLXD4=-G50 Half -Rack, Single Channel Receiver 4 Shure SBC200-US Dual Docking Charger with PS45US Power Supply 2 Shure SB900B RECHARGEABLE BATTERY 4 Shure UA844+SWB Five -way active antenna splitter and power distribution system for QLX-DO, ULX@, ULX-D@, SLX@, and BLXO (BLX4R only) receivers. (470-952 MHz) 1 Shure UA825 25' UHF Remote Antenna Extension Cable, BNC-BNC, RG8X/U Type 2 Visionary Solutions E4100 A/V Encoder, 4K UHD over IP cinema quality ultra-low latency visually lossless switch matrix routable, with built-in video wall functionality; POE 2 Sharp/NEC E243F-BK 24" 1920x1080 Desktop LCD display 2 Shure MXA920W S Ceiling Array Microphone, Square, White, 24 inch 1 Biamp Tesira 911.0087.900 TesiraCONNECT TC -5D - 5 -port expansion device with AVB to Dante Bridging 1 Biamp Tesira 911.0450.900 TesiraFORTE AVB VT - Fixed 1/0 DSP with 12 analog inputs, 8 analog outputs, 8 channels configurable USB audio, 128 x 128 channels of AVB, AEC technology (all 12 inputs), 2 channel VoIP, and standard FXO telephone interface 1 Biamp Tesira 911.0443.900 Tesira EX-UBT - PoE AVB/USB expander with Bluetooth@ wireless technology 1 Biamp Tesira 911.0478.900 TesiraXEL 1200.1 - Tesira 4 -channel, 120OW asymmetric amplifier, single power bank 1 Extron 60-1429-01 IPCP Pro 250 IP Link Pro Control Processor 1 MIDDLE ATLANTIC RLNK-P915R Premium+ PDU with RackLink 1 Sonance 45166 PS -C61 RT WHITE 8 Sound Control Technologies RC4-E4P-KS Project Pack: RC-RK2 + RCM-EE4 - Poly Camera Extender 2 Sound Control Technologies RC-SDA-PE4 RC -SDA Poly HDCI to dual output HDMI 1 Extron 60-1604-01 SW4 HD 4K PLUS Four Input 4K/60 HDMI Switcher 1 Listen Technologies LS -95-01 ListenlR Advanced iDSP Level III System 1 Listen Technologies LR -5200 -IR Advanced Intelligent DSP IR Receiver 6 AVIDEX INDUSTRIES, LLC 22 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230107 Grant County District Court Moses Lake Courtroom AV Refresh Listen Technologies LA -430 Intelligent Ear Phone/Neck Loop Lanyard 6 Listen Technologies LA -401 Universal Ear Speaker 6 Netgear NET- GSM4230PX- 100NAS M4250-26G4XF-POE+ AV Line 24x1 G PoE+ 480W 2x1 G and 4xSFP+ Managed Switch 1 Avidex JBEQ1000 Equipment Rack 1 Avidex Cables & Connecting Hardware 1 AVIDEX INDUSTRIES, LLC 23 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 23.0107 Grant County District Court Moses Lake Courtroom AV Refresh K24-114 Grant County District Court Courtroom 202 AV Refresh AUDIOVISUAL SOLUTION PROPOSAL 230250 Version 6 Submitted by Joe Melton Audio Vid Integration & Design Excellence .. eo .nteg r'a, I 2018 East Riverside Ave, Ste 1, Spokane, WA 99202 1509.455.6873 AVIDEX INDUSTRIES, LLC 1 March 26, 2024 CA LOW VOLTAGE LICENSE CSLB #9816511 WA Limited Energy License AVIDEIL963CZ 230250 Confidential (FORM 16.5 Rev 221118-001) Grant County District Court Courtroom 202 AV Refresh Table of Contents INTRODUCTION........................................................................................................................3 SCOPE■......................................................................................................................................3 SCHEDULE....................... ................................................... NNW Manson .....■s.....................Eggs ............5 PRICING.....................................................................................................................................6 PURCHASING OPTION — WA State DES Contract #03418 .....................................................7 TECHNICALSERVICES■...........................................................................................................8 PROJECTMANAGEMENT................................................................................................... 8 ENGINEERING...................................................................................................................... 8 CONTROL SYSTEM PROGRAMMING.................................................................................. 9 INTEGRATIONLABOR.......................................................................................................... 9 TRAINING & DOCUMENTATION........................................................................................... 9 PROVISIONS■..........................................................................................................................10 WORK & PRODUCTS PROVIDED BY OTHERS (EXCLUSIONS)........................................12 NEW SYSTEM WARRANTY.....................................................................................................13 3600 SERVICETM MANAGED SERVICES & SUPPORT...........................................................14 PAYMENTTERMS■............................................................e.....................................................15 AUTHORIZATION TO PROCEED — INTEGRATION SERVICES..........................................15 INTEGRATED SYSTEMS TERMS & CONDITIONS..............................................................17 APPENDIX A: 360® SERVICETM PLAN■...................................................................................20 APPENDIX E: EQUIPMENT LIST............................................................................................22 © Avidex Industries, LLC. This proposal is the property of Avidex. Avidex and the Avidex logo are the property of Avidex Industries, LLC. This document contains proprietary data and concepts that are the property of Avidex Industries, LLC. Information, details, and/or specific data may not be reproduced or duplicated. AVIDEX INDUSTRIES, LLC 2 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh For the purposes of this proposal, Avidex Industries, LLC will be referred to as "Avidex" and Grant County District Court shall be referred to as "Client". i 1 • Avidex is an award-winning team of AV industry veterans specializing in the design and integration of innovative, custom, AV, and IT solutions. Our systems incorporate a broad range of cutting-edge technologies that empower our clients to effectively communicate their message. From digital signage to video conferencing, distance learning rooms, and presentation systems, we bring the most user-friendly and effective solutions to our clients. Avidex is a PSNI Global Alliance affiliate and the 6th largest AV integrator in the U.S. Avidex is a subsidiary of ITOCHU International, Inc., a Fortune Global 500 corporation. Avidex delivers innovative AV solutions that enable organizations and enterprises to collaborate, create, and share ideas through state-of-the-art audio visual and unified communication technologies. Avidex specializes in creating an unparalleled client experience in the use of collaborative audiovisual solutions as a national AV and UC integrator providing design, build, and service excellence. Our work will be completed at 35 C St NW, Ephrata, WA 98823 in the following rooms/spaces: Courtroom 202 Avidex to upgrade sound reinforcement system and video distribution system with the addition of video teleconferencing capabilities. System to Include: • Digital Signal Processor for room audio mixing, recording and video teleconferencing audio processing. • AVB Network USB interface for audio connection to the Clerk's PC for FTR recording. • Reuse existing ceiling pendant speakers for zoning for mix minus and voicelift. • (1) New surface mount speaker over judge. • Multi -Channel network amplifier for speaker zoning. • (3) Desktop (Judge, 2 Attorneys) & (1) Flange Mount (Witness) 18" Cardioid microphone with integral mute button. • (2) Wireless Lapel microphone systems with antenna distribution, rechargeable batteries and charging dock. • Infrared Assisted Listening System with (2) IR receiver sets and receiver charging dock. AVIDEX INDUSTRIES, LLC 3 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh • Integration of the owner provided Poly G7500 codec for Microsoft Teams Room Integration. • (2) Camera Extension Systems for OFE Poly Cameras with switching between cameras from touch screen. • (2) 10" Touch Screen Controllers for Judge & Clerk providing customized AV controls. • System speaker telephone function utilizing SIP phone connection to DSP. Touch Screen phone dialer interface included in programming. (Avidex to provide DSP side assistance of SIP configuration.) • Control also integrated into owner furnished Poly TC8 Touch Screen. o (1) New 55" 4K LCD display for main display. o (1) New 50" 4K LCD display for rear of room. o (2) New 24" LCD displays used as confidence monitors for the Judge and Clerk. • AVoI P streaming video delivery to new 55" Front main display, 50" rear display and 24" displays. • AV compliant network switch included with assistance for potential connection to the owner's network for future control and monitoring. • Equipment rack — location to be determined. Exclusions: • Grant County to provide and configure the Poly G7500 and (2) ea. Eagle Eye cameras. • Grant County Technology Services to provide end user training and support related to the Poly G7500. • Existing cabling and speakers to be re -used where possible. • Power for displays not included and the responsibility of the owner. • Network connection for SIP communication. AVIDEX INDUSTRIES, LLC 4 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh �00101 Ong 91114 We will work with you to finalize a schedule that meets the implementation requirements of the project. The chart below identifies various phases in the overall process. Please note that each job is unique and will have its own installation schedule that will be agreed upon between Avidex and the client. This is not a guarantee of delivery or installation time. Actual delivery and installation schedules will be finalized after receipt of the purchase order and mobilization payment. AVIDEX INDUSTRIES, LLC 5 March 26, 2024 Confidential (FORM 16.5 Rev 221118-001) 230250 Grant County District Court Courtroom 202 AV Refresh EQUIPMENT AND MATERIALS MANUFACTURER EQUIPMENT AND SOFTWARE MAINTENANCE TECHNICAL SERVICES - includes audiovisual engineering, offsite and on-site installation and wiring, coordination and supervision, testing, checkout, owner training and New System Warranty. This proposal includes non-union labor for all activities. GENERAL & ADMINISTRATIVE 3600 SERVICE PLAN - 3 Year Advanced Plan PROJECT SUBTOTAL SHIPPING ESTIMATE - Included SALES TAX ESTIMATE Applicable sales tax will be added to invoices based on current tax rates on the invoice date as required by state law ESTIMATED PROJECT TOTAL PAYMENT & PERFORMANCE BOND - Not included in above totals EXTENDED PROJECT TOTAL WITH BOND $427818.23 $0.00 $667966.96 $1)098.00 $217217.00 $1327100.19 $0.00 $117096.42 $143,196.61 $0.00 $143,196.61 AVIDEX INDUSTRIES, LLC 6 March 26, 2024 Confidential (FORM 16.5 Rev 221118-001) 230250 Grant County District Court Courtroom 202 AV Refresh PURCHASING OPTION - WA State DES Contract #03478 State of Washington Department of Enterprise Services Master Contract No. 03418 htt s:Ha s.des.wa. ov/contractin /03418%2OMaster%2OContract%2OAvidex. df?cb=121 1201 9.1576111682634 Avidex is proud to be a Washington State Department of Enterprise Services (DES), awarded vendor. The Audio -Visual (AV) Solution Master Contract (Contract #03418) includes general AV equipment and control panels, AV room design/consultation, installation services, ongoing support, AV management services, governmental function related audio recording, induction loop hearing systems, and other AV related accessibility solutions. Statewide master contracts for goods and services are designed to make it easier for state agencies, local and tribal governments, public school districts and colleges, and nonprofit organizations to focus on their missions. Our statewide contracts have met state requirements for competitive bidding and other procurement laws, reducing risk and streamlining the purchasing process for our agency customers. Let us bring our public sector expertise to your next audiovisual project. Benefits to You • Master contracts leverage the state's collective buying power for competitive and pre- negotiated pricing • Built-in compliance to master contract procurement requirements ,*.Streamlined procurement process, reducing the need to solicit competitive bids for AV projects • Reduce risk by working with vetted, trusted, and awarded contractor partners • Avidex solutions are backed by our 360° Service TM Solutions to support diverse audiovisual solutions AVIDEX INDUSTRIES, LLC 7 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh TECHNICAL SERVICES The integration process incorporates everything needed to provide a complete, "turn -key" audiovisual solution and includes equipment, materials, labor, and the services required to complete the system integration as outlined within this document. Avidex follows industry -certified and documented processes which have been proven successful in assuring that each system is installed as intended. The following describes our scope of work and project deliverables for Integration Services. PROJECT MANAGEMENT • Responsible for client communication throughout the project duration • Coordinate all activities with designated client representative • Avidex will participate in meetings as required to complete the project and coordinate with other trades. • Monitor project implementation • Provide scheduling for and oversight of the Avidex team • Coordinate project equipment ordering, staging and pre -installation fabrication of equipment for the project • Coordinate any site conditions that may necessitate audiovisual system changes • Coordinate with any general contractor and/or any specialty contractors related to the audiovisual system integration • Coordinate audiovisual system connections and interfaces as they relate to any lighting, electrical, or mechanical systems • Verify project completion o Confirm completion of system testing o Assure completion of any punch list items ENGINEERING • Prepare all system documentation necessary for the installation of the project. o System functional diagrams o Facilities drawings (equipment locations) o Control system program requirements • Provide and implement control systems programming • Test and debug system • Oversee final systems testing and commissioning AVIDEX INDUSTRIES, LLC 8 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh • Adjust and balance system settings • Mark and record final system settings • Assure the finished system meets the design criteria and functions per the developed content CONTROL SYSTEM PROGRAMMING • Create AV control system code • Design and create user interface (UI) • The user interface will be built upon a standard UI style and standard buttons with minor adjustments of wording, logos, and background color. Two planning meetings for UI review are included: one for preliminary layout selection, review of recommended UI language, logos, branding guidelines and the second for final text review and edit • Test and debug control system • Pull, terminate, and label all low voltage cables • Install structural mounting systems for all audio-visual equipment • Mount and terminate all AV connection plates • Install all AV equipment • Site clean-up and trash disposal, etc. • Assure that all installed systems are operating as proposed • Assist engineering with systems testing and debugging • Provide or assist in providing end-user training qgrc�::i 1 Training will be provided to operational and maintenance personnel at the end of the project. This training will provide the users with an understanding of daily system use. The provided training will consist of instruction and hands-on experience with the system. Documentation will include record drawings and manufacturer's equipment manuals. These will be assembled and delivered as an electronic copy. The documentation will include all information provided to Avidex that comes standard with the equipment from the original manufacturer. Maintenance manuals for most electronic components are only available to factory certified and trained personnel. Maintenance manuals are not included in final documentation. AVIDEX INDUSTRIES, LLC 9 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh I:J • Rooms are to be made available for exclusive use on the day(s) of the scheduled installation. Unless specifically arranged in advance, the room(s) will be available during Normal Business Hours in eight (S) contiguous hour segments. "Normal Business Hours" are defined as Monday through Friday, 3:00am to 5:00pm. • Client will provide all electrical outlets floor boxes, conduits, and core drills in the area(s) where audiovisual equipment is to be installed as specified by Avidex prior to Avidex beginning on-site work. • Jobsite building structures including ceilings, walls, and floors used to support audiovisual equipment are assumed to be vibration free. • Client will provide adequate parking for vehicle(s) in a location conducive to access to the vehicle(s) for retrieval of tools and supplies throughout the workday. If such parking is within a secured facility, Client will validate the parking tickets for the vehicle(s). Parking fees will be added to invoices. • If installation occurs in any room in which suspended ceiling tiles are installed, Client will provide a reasonable number of spare tiles of the same pattern and batch number as those of the tiles already installed in the room. • Client accepts responsibility for all merchandise sold and provided for this installation, delivered to the job site. Client will provide secure storage for such merchandise. Avidex will not be responsible for any loss or damage, except loss or damage caused by an Avidex employee during the act of installation, which occurs after delivery and acceptance by the client. • Existing hardware, wiring, programming, or configuration files are anticipated to be in good working order. Client shall provide programming and configuration files in editable formats. If, during the installation process, existing hardware, wiring, programming or configuration are found to be defective, the completion date of the project may be affected, and a change order may be required to overcome the obstacle(s) created by such defects. • Client shall identify the presence of any pre- or post -tensioned ceilings or floors within the area of installation. If Avidex is to be held responsible for the integrity of such pre- or post - tensioned ceilings or floors, they shall obtain, at Client's expense, one or more x-rays of the area(s) in which mounting hardware is to be attached to the structure of the building. Any expense incurred for x-rays shall be passed on to the Client, in the form of a change order or a line item on the purchase contract. • Any standard merchandise that has been ordered for the job, and is not used as a result of any customer changes to the design, or refused by the client at the time of delivery will be subject to a minimum of 30% of the sales price restocking fees, plus any incurred freight charges. Any custom merchandise will be subject to a 100% of the sales price restocking fee, plus any incurred freight. • The agreed upon completion date may be moved, and a change order with incurred costs may be provided if Avidex is delayed for any of the following reasons, including but not limited to, equipment/material changes initiated by the Client beyond the original approved design, labor disputes, delivery or construction delays, unavoidable casualties, or causes beyond Avidex's control. AVIDEX INDUSTRIES, LLC 10 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh + Avidex's proposals for installation costs are based upon 8 -hour days and 40 -hour workweeks, Monday through Friday, between the hours of 8:OOAM and 5:OOPM. Installation costs for work outside of normal business hours or business days may be subject to overtime rates, when mutually agreed upon in writing. • Avidex shall make all reasonable efforts to inspect and review the existing project site physical and audiovisual infrastructure conditions. Existing site conditions needing to remain intact, along with the Client or End -User direction for the audiovisual design may result in other required audiovisual infrastructure requirements (raceways, conduit, AC power, structural backing -blocking, structural engineer stamped drawings, etc.) and/or changes to the audiovisual equipment and integration labor, leading to pricing adjustments. • Freight fees are estimated for ground freight service. Expedited freight, as required by the client, will be prepaid and added to invoices. • The pricing information provided in this proposal is solely for the benefit of the Client listed on the title page. Award of work to Avidex by a 3rd party will require a credit and contract term review, an approval and pricing confirmation for the new contract terms by Avidex. • The Client will furnish Avidex such financial information as Avidex may reasonably request to establish credit terms for the project. Such financial information shall be proprietary and confidential to the Client. Avidex agrees not to disclose this information to any other party or use the information other than for the internal credit check. Avidex may, at its sole discretion, cancel this agreement at any time if the Client fails to meet credit requirements established by Avidex. • The Americans with Disabilities Act (ADA) and California Building Code require the provision of Assistive Listening Systems in assembly areas, conference rooms, and meeting rooms. Hardware and services may be required for ADA -compliance. Client or its contractor should review project requirements for ALS with Avidex for each project to determine if portable or fixed systems are required. ALS hardware, if provided, will be identified in the Equipment List appendix. • Where applicable, Avidex Industries LLC provides the Client non-exclusive, royalty -free, non -transferable use of the `software' included within the systems provided (if an integral component of the audiovisual system). Some software provided is Proprietary and deemed Confidential information of Avidex Industries LLC and may not be altered, reused, reverse - engineered or disseminated under any conditions. Tampering or misuse of any software resulting in audiovisual systems malfunction shall be the responsibility of the Client or End - User to remedy. • Changes in project scope and timeline may require additional hardware, equipment and labor that is necessary to complete the project. These additions will be considered change orders. Avidex will notify the Client in writing if Avidex determines that an increase or decrease in the project fees or change in timeline will be required. Change orders will include a change request number, reason for the change request, narrative description of the modified scope of work, schedule, and cost impact. The Client will provide written approval to proceed with the change and any needed updated purchase order or signed agreement as a record for both organizations. Should the Client cancel the project in whole or in part prior to completion, the Client agrees to pay Avidex for all reasonable costs incurred to date and/or to bring the project to an acceptable close. AVIDEX INDUSTRIES, LLC 11 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh lip 1:4 Zk MR& NT61 0 rIN 611 -JI - a - Z161 ; IIIIII" I R I : a ael, YJ - I 11MUM Kim I&H • All required architectural floor, reflected ceiling, building elevation, and section plans in an agreed upon AutoCAD format at no charge to Avidex. • Any and all related electrical work, including but not limited to 11OVAC, conduit, raceway, and boxes. This includes all conduits, high voltage wiring panels, breakers, relays, boxes, receptacles, etc. • All network connectivity, routing, switching and port configuration necessary to support audiovisual equipment, unless specifically addressed elsewhere in this document. • Voice and data infrastructure and systems. • Necessary sheet rock replacement and or repair. • Necessary ceiling tile or T -bar modifications, replacement, and/or repair. • All millwork, moldings, trim, etc., or modifications to project millwork necessary to accommodate the installation of the audiovisual equipment unless otherwise noted in this proposal. • Rough -in, bracing, framing, or finish trim carpentry for installation. • Backing required to support wall mounted equipment including display, loudspeakers, camera, et cetera. • Painting, patching, or finishing of architectural surfaces. • Core drilling and/or concrete saw cutting. • HVAC, plumbing, sprinkler head, and lighting fixture relocation. • Ceiling, roof, firewall, and/or floor penetration(s). • Removal or patching, of fire stopping. • Structural welding, cutting, or reinforcement of structural steel members required for support of assemblies. • Work in asbestos treated areas and asbestos abatement. If asbestos is discovered during our work, Avidex will notify Client and will stop work until asbestos abatement work is completed by Client or its contractor. • Any subscription services, cabling, and equipment. • Provision and configuration of client furnished computers and software. • Acquisition of permits. • All Union Labor unless specifically addressed separately in proposal pricing AVIDEX INDUSTRIES, LLC 12 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh lvynl�__ Avidex warrants the integrated system(s) furnished are free of defects in workmanship and materials for a period of one year from the date of acceptance or date of first beneficial use whichever occurs first. Remedy for such defects during the warranty period shall be provided at no additional expense to the client and shall be handled as expeditiously as is feasible during normal business hours and days of operation. Under this warranty, Avidex will troubleshoot, uninstall, and reinstall any equipment that is part of the Avidex audiovisual system. The cost to service and/or repair Client Furnished Equipment or equipment out of the manufacturer's warranty is not included. Avidex will broker and process the repair of that equipment at the standard Avidex rate. Avidex reserves the right to charge for a service visit at standard Avidex service time and material rates (minimum of 2 hours onsite plus travel) if a service call results in a No Fault Found (NFF) or No Trouble Found (NTF) during a dispatched site visit. Avidex Services Provided Under the New System Warranty • Avidex will respond to requests for assistance due to client -reported issues and, if warranted, dispatch a technician during normal business hours (8:OOAM to 5:OOPM Pacific Time, Monday — Friday, excluding Avidex holidays) to troubleshoot the AV system problem based on our available resources • Avidex will identify and uninstall the defective equipment and return such equipment to the manufacturer or authorized repair center for warranty processing • Avidex will reinstall the repaired or replaced equipment and test the system • Avidex will pay the shipping costs associated with the repair of the equipment, except for Client Furnished Equipment and/or equipment out of manufacturer warranty Avidex Services Not Provided Under the New System Warranty • Extend or provide additional repair services for manufacturer warranty coverage • Repair of Client Furnished Equipment • After hours 24x7 Helpdesk support • Guaranteed on-site response time • Remote system monitoring, management, and reporting • Before- or after-hours on-site response • Proactive support or preventive maintenance • Training • Spare or loaner equipment during equipment repair period • Warranty coverage for client acts of negligence or misuse AVIDEX INDUSTRIES, LLC 13 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh 4 -4 AT - IN M a LAZ F EW Avidex recommends the Advanced 3600 Service for this project. Avidex 3601 Service enhances the new systems warranty coverage with proactive support services for worry -free operation. See Appendix A for further details on the proposed 360' Service Plan. Help Desk Support Availability 8x5* 24x7 247 lix hours 2 hours ,1 hour Priority On -Site Response Time SLA 2 business days 1 business day 4 business hours* Annual Preventive Maintenance & Reporting One One One ss ned S rv�ce ,g e Mana ement with Escalation 9 _ I On -Site AV Service Assurance Technician I Optional I Optional I Optional E— G1 The below items: Remote Monitoring, Fault Detection, Analytics & Reporting of Devices may require the implementation of hardware and software applications. Refer to the proposed scope of work to confirm if these features have been included. ;Kemote .ivionitorin witn rauituetect tie o in r • Remote Monitoring with Fault Diagnoses & Troubleshooting Management of Device Firmware, Configurations & Changes * Standard Business Hours in Pacific Time Initial Term and Automatic Renewal The initial term of the specified 360' Service Plan Agreement is identified in the pricing section. Unless written termination is requested by either party thirty (30) days in advance of the anniversary expiration date of the current 3600 Service Plan term, the Agreement between the parties shall automatically renew for successive one (1).year periods. Written termination requests by the client should be sent to: Attn. Contract Admin 8509 154th Ave NE, Ste 100 Redmond, WA 98052 At any time within the current term or renewal period should adjustments in work responsibilities and/or price be deemed necessary, proposal and agreement revisions shall be exchanged between the parties, be mutually agreed upon in writing and once executed become part of the current Agreement or understanding between the parties. AVIDEX INDUSTRIES, LLC 14 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh All Projects require a mobilization fee of 30% of the overall proposed contract total in order to initiate the order. Mobilization fees are due upon Receipt. This proposal is valid for 20 days from the date appearing on the cover page. • Monthly progress invoices will be issued with net 30 -day terms. • The 3600 Service Plan will be invoiced annually, in advance or at the date of commencement. • Freight and sales tax will be added to invoices based on current tax rates as required by state law on the invoice date. • Avidex reserves the right to charge for stored materials and/or equipment. • Avidex reserves the right to charge a 1.5% fee for late payment of invoices. •ii7iiiii7lli�qll This document serves as a Notice to Proceed to Avidex in advance of a customary Purchase Order or Contract. Alternatively, this document may serve as a formal Purchase Order to Avidex only in the event the Customer does not or cannot generate a formal Purchase Order or Contract to Avidex. In either event, this agreement creates a binding contract between Avidex and the Customer. Avidex is acting in good faith that the individual signing this document on behalf of the Customer is duly authorized to enter into this binding agreement. Submitted by: Avidex Industries, LLC Joe Melton Name Client Approval: Cindy Carter, Chair: Internal Avidex Approval: Name Signature 03/26/2024 Date rA-, c Sig ture Date Signature uate Each party agrees that any electronic signatures above, whether digital or encrypted, of the parties included in this Agreement are intended to authenticate this writing and to have the same force and effect as manual signatures. Delivery of an executed signature page to this Agreement by e- mail attachment, other means of electronic transmission with authorization to attach it to this Agreement, or any other means of electronic transmission used to obtain an electronic signature shall be deemed to have the same legal effect as delivery of an original signed copy. AVIDEX INDUSTRIES, LLC 15 March 26, 2024 Confidential (FORM 16.5 Rev 221118-001) 230250 Grant County District Court Courtroom 202 AV Refresh Attachments. Integrated Systems Terms & Conditions Appendix A — Support Agreement Appendix B — Equipment List AVIDEX INDUSTRIES, LLC 16 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh INTEGRATED SYSTEMS TERMS & CONDITIONS 1. AGREEMENT SUM AND TAXES AND CREDIT APPROVAL The client shall pay Avidex in current U8dollars for performance of the work within this agreement, and for any additions ordeductions that are mutually agreed upon bywritten change oforder. Avidex will invoice the Client for all imposed and applicable sales, excise and/or use taxes associated with the sale ofgoods and/or services. All proposals and quotations are subject to final credit approval and documentation acceptable to Avidex. 2. PAYMENTTERMS Avidex will submit invoices for work performed based upon the payment terms mutually agree upon presented on the signature page. Unless otherwise provided, Avidex will invoice for materials and equipment not yet incorporated into the project work but delivered and suitably stored on or off the project wmrks\te, upon which Avidex aaaigno, transfers title to, and conveys said materials and equipment to the Client. Stored material invoices shall include applicable insurance fees, storage fees, and costs incurred transporting the materials to an off-site storage facility. 3. TITLE AND RISK OF LOSS Title and risk of loss or damage to any products will pass to the client upon Avidex's delivery of the products to the client. Client must make all claims for damage to or |oee of products directly with their insurer or with the equipment carrier, if applicable. Client should be aware of carrier policies and file all claims in a timely manner. 4. CLIENT Except for permits and fees that are the responsibility ofAxidex.under the Request for Proposal, the client shall secure and pay for necessary eppmva|o, oameoamenba, and charges required for the oonetmction, use or occupancy ofpermanent structures orpermanent changes inexisting facilities. 5. RESPONSIBILITY AND INDEMNIFICATION Avidex shall be responsible to the client for the acts and omissions of Avidex's employees and subcontractors, if any, performing portions ofthe work under this agreement. Axidexemployees understand that they have noright toenter into agreements with ormake representation onbehalf ofthe client. Avidexshall review, approve, and submit tothe project manager, shop drawings, product data, samples, and similar submittals as required, for written approval prior tothe commencement ofthe work. The work shall beinaccordance with approved submittals. Tothe fullest extent permitted bylaw, ANdemshall indemnify and hold harmless the client, its project manager, its employees, officers, agents and directors from and against claims, damages, losses and expenses, including but not limited to, attorney's fees arising out of or resulting from performance of the work, provided that such claim, damage, loss or expense is attributable to failure to deliver clear title to the client, bodily injury, siohneas, disease or death, or to injury to or destruction of tangible property (other than the work itself), including loss of use resulting there from, but only to the extent caused in whole or in part by negligent or intentional acts or omissions of Avidex or anyone directly or indirectly employed by Avidex or anyone for whose acts Av\dex may be |ieb|e, regardless of whether or not such claims, damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of indemnity that would otherwise exist antoa party orperson. In claims against any person or entity indemnified under this paragraph by an employee of Avidex, anyone directly orindirectly employed bythem, oranyone for whose acts they may beliable, the indemnification obligation under this paragraph shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for Avidex or under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 6. INSURANCE Avidexshall purchase from and maintain inocompany orcompanies lawfully authohredtodobuoineaointhe jurisdiction in which the project is located insurance for protection from claims under workers' or workmen' s compensation acts and other employee benefit acts which are applicable, claims for damages because of bodily injury, including death, and from claims for damages, other than to the work itself, to property which may arise out of orresult from ANdemoperations under the agreement. Certificates ofsuch insurance shall be filed with the client prior tothe commencement ofthe work. Client shall be responsible for purchasing and maintaining its usual property and liability insurance. mooExINDUSTRIES, LLC 17 March 26, 2024 Confidential (FORM 16.0Rev u2111e—oo1) 230250 Grant County District Court Should Avidex be delayed at any time in the progress of the work, by material changes ordered in the work, by labor disputes, fire, unusual delay indeliveries, construction delays, unavoidable casualties or causes beyond Avidex's control, the agreed upon time for completion shall be extended by Change Order for such reasonable time as the Client's project manager may determine. Such Changes Orders may include charges to cover additional costs incurred byANdexdue tothe delay. Installation costs for work outside ofnormal business hours orbusiness days may besubject toovertime rates, when mutually agreed upon inwriting. Project timeline and completion schedules will not begin until deposit or initial payment is received by Avidex. [L AFTER HOURS INSTALLATION / EARLY USE With prior Client approval and security clearance, installation activity and access to the project site may take place outside of normal business hours and days. There should benouse of the system by the client for its intended purpose until such time as formal approval and acceptance has taken place. Avidex may waive this requirement only with a written authorization. Any operations or changes by the client or contractors other than Avidex, which result in damage or impairment of the system and may require a change order and additional charges to the client. The attached proposal and/or quote was based upon site surveys and verbal information from the client. While every effort has been made to determine installation conditions, on occasion unforeseen problems may arise that will require achange order tocover additional costs byAv|dex. R. PRODUCT SUBSTITUTION Axidexmay. at its sole disuretion, substitute products included in the system design with those providing similar product form, fit and function as the original products. Product substitutions may occur due to changes to product avai|abi|ity, extensions or delays to estimated or committed de|ivery, product price inuneaoes, regulatory neothctiona, or any other factors as determined by Avidex. Any substituted product designs will achieve the functional and end user experience requirements ofthe system design. 10. CHANGES/CAN CELL&TKOm Any changes or modifications to the agreed upon scope of work defined in this proposal must be mutually agreed upon inwriting. All changes shall be submitted and approved in writing and documented in a change order. Should the Client inwhole cancel oproject orinpart, prior tofinal completion, the Client agrees topay Avidexfor all reasonable costs incurred tudate and/or tobring the project toanacceptable close. These costs include but are not limited to: the design and engineering services; project management; the installation and programming technical labor; the subcontracting costs; the materials and equipment costs incurred to date; and other miscellaneous documented costs. Materials and equipment are also subject to restocking charge policy. 11. WAIVER Either party's waiver ofthe other's default in its obligations under any terms or conditions of this agreement will not in any way limit oraffect that party's right toenforce and compel strict compliance with that term orcondition etany other time or with any other term or condition. 12. ENTIRE AGREEMENT This agreement and appendices to this agreement, including the RFP as reference herein, supersede, terminate and otherwise void any and all prior written and/or oral agreement between the parties with respect to products. There are no warranties, representations or understandings of any kind or description whatsoever made by either party to the other, except such as are expressly set forth herein. Any additional terms or notes appearing onschedules, proposal summaries and/or Change Order are by this reference incorporated in this agreement. 13. LIMITATION OFLIABILITY Without limitation of any other provision in this agreement limiting or excluding liability of Avidex the exclusive damages recoverable by the purchaser for any claim of any kind whatsoever arising from or in any way connected to any breach of this agreement, or the purchaser's purchase shall not be greater than the actual purchase price paid by the purchaser with respect to which such claim is made, and in no event shall Avidex be liable for any special, indirect, incidental or consequential damages of any kind, including without limitation any damages with respect to loss of income, compensation or prospective profits, any expenditures, investments or commitments of the purchaser, any loss with respect to the establishment, development or maintenance of business reputation or goodwill, or any loss incurred in obtaining substitute products, or arising from the claims of third parties. 14. GENERAL During the performance of this Agreement, the contractor/vendor shall comply with all applicable federal, stateand local laws ofany nature whatsoever in connection with the goods and services provided including, but not limited, to, applicable provisions ofEO.11246.Rehabilitation Act of1873.Vietnam Era Veterans' Readjustment Assistance Act of 1974. E.D. 13496 and respective regulations including 29 C.F.R. 471 Appendix Ato Subpart A, and the EEO wmoEx|mouoTnES, LLC 18 March 26, 2024 Confidential (FORM 16.eRev 22111a—oo1) 230250 Grant County District Court Clauses set forth in 41 C.F.R. 60-1.41 41 C.F.R. 60-300.5 and 41 n. cont. C.F.R. 60-741.5 This contractor and subcontractor shall abide by the requirements of 41 CFR §§ 60-1.4(a), 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals based on their status as protected veterans or individuals with disabilities and prohibit discrimination against all individuals based on their race, color, religion, sex, sexual orientation, gender identity or national origin. Moreover, these regulations require that covered prime contractors and subcontractors take affirmative action to employ and advance in employment individuals without regard to race, color, religion, sex, sexual orientation, gender identity, national origin, protected veteran status or disability. AVIDEX INDUSTRIES, LLC 19 March 26, 2024 Confidential (FORM 16.5 Rev 221118-001) 230250 Grant County District Court Courtroom 202 AV Refresh ADVANCED (INCLUDED AND PRICED) Under Advanced coverage, Avidex warrants the furnished integrated system(s) are free of defects for the priced term period from the date of acceptance or date of first beneficial use, whichever occurs first. This coverage includes the remote monitoring, troubleshooting, uninstallation, and reinstallation of the equipment integrated by Avidex. Remedy for such defects during the coverage period shall be provided at no additional expense to the client. The following services are included under this coverage: REACTIVE SUPPORT Avidex 360" Service Helpdesk will: • Provide a dedicated toll-free number to report and request technical support for the integrated equipment. • Operate the Avidex 3600 Service Helpdesk twenty-four hours per day, seven days per week to log service requests. • Respond to the initial support request within 2 hours • Contact the client during the standard business hours of Monday — Friday 8:OOAM to 5:OOPM Pacific Time except for Avidex holidays to resolve the issue remotely to ensure the quickest possible resolution • Use the integrated remote monitoring equipment to assist with fault detection and reporting, dependent upon the specific scope of the proposed project. • Use the integrated remote monitoring equipment to assist with fault diagnosis and troubleshooting, dependent upon the specific scope of the proposed project. • Administer the repair process for defective or broken equipment including processing of any manufacturer RMA. On -Site Support will: • Provide a qualified Field Support Technician during standard Avidex hours within one business day of the support request • Troubleshoot the system and make the best effort to resolve the issue(s) while at the client site • Return defective equipment to an authorized repair center or directly to the manufacturer for warranty repair or exchange. (All fees related to shipping are included.) • Provide a suitable replacement for defective equipment to ensure full system operability if an item is no longer repairable. • Install the repaired or replacement equipment and test to ensure the system is operable per the original system intent. Lamp Replacement: • Labor (only) is covered under this support agreement. AVIDEX INDUSTRIES, LLC 20 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh PROACTIVE SUPPORT Preventive Maintenance Avidex will perform periodic maintenance for your integrated audiovisual system including system check, cleaning, and tweaking of all appropriate equipment. Avidex will also provide a summary report detailing the status of the audiovisual system and troubleshoot and repair any discovered audiovisual problems This proposal includes one (1) preventive maintenance visit per year of the agreement. Upon completion of each preventive maintenance visit, the Field Support Technician will conduct a system operations training session if requested Management of Device Firmware, Configurations, and Changes: • Avidex will use the integrated remote monitoring equipment to assess device firmware versions and hardware status, allowing onsite technicians to manage the firmware of selective devices and update the configurations as needed, dependent upon the specific scope of the proposed project. AVIDEX SERVICES NOT PROVIDED UNDER THIS COVERAGE • Repair to Client Furnished Equipment and/or components unless included in Appendix B • Before or after-hours on-site support • Repairs due to customer acts of negligence or misuse • Coverage for projection screen material, plasma glass assembly, lamps, bulbs, furniture, display panels, optical engines, batteries, and accessories. Such parts will be provided at a 10% discount off our list price • Image burn -in caused by static images displayed over an extended period on any display device AVIDEX INDUSTRIES, LLC 21 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh Manufacturer Model Description Qty Sony FW50BZ30L 50" - 4K - 440 cd/m2 TV LCD Display 1 CHIEF LTM 1U Micro -Adjust Tilt Wall Mount, Large 1 Sony FW55BZ30L 55" 4K 440 cd/m2 Commercial Display 1 CHIEF MTM1 U Micro -Adjust Tilt Wall Mount, Medium 1 Visionary Solutions D4200 A/V Decoder, 4K UHD over IP cinema quality ultra-low latency visually lossless switch matrix routable, with built-in video wall functionality; Expansion Ethernet Port; POE+; Upgradeable to AES67/Dante 4 Visionary Solutions E4200 AN Encoder, 4K UHD over IP cinema quality ultra-low latency visually lossless switch matrix routable, with built-in video wall functionality, Expansion Ethernet Port; POE+; Upgradeable to AES67/Dante 3 Extron 60-1565-02 TLP Pro 1025T Black - Tabletop 2 Shure MX418D/S Supercardioid-18" Desktop Gooseneck Condenser Microphone, Attached 10' XLR Cable, Logic Functions, Programmable Switch and LED Indicator, Attached Desktop Base 3 Shure MX418SE/C GoBoseneck Condenser Microphone, side exit, cardioid, length 45 cm 1 Shure QLXD1=-G50 Bodypack Transmitter 2 Shure WL185 Microflex® Cardioid Lavalier Microphone 2 Shure QLXD4=-G50 Half -Rack, Single Channel Receiver 2 Shure SBC200-US Dual Docking Charger with PS45US Power Supply 1 Shure SB900B RECHARGEABLE BATTERY 2 Shure UA844+SWB Five -way active antenna splitter and power distribution system for QLX-D®, ULX®, ULX-D®, SLX®, and BLX® (BLX4R only) receivers. 470-952 MHz 1 Visionary Solutions E4100 A/V Encoder, 4K UHD over IP cinema quality ultra-low latency visually lossless switch matrix routable, with built-in video wall functionality; POE 2 Sharp/NEC E243F-BK 24" 1920x1080 Desktop LCD display 2 Biamp Tesira 911.0450.900 TesiraFORTE AVB VT - Fixed 1/0 DSP with 12 analog inputs, 8 analog outputs 8 channels configurable USB audio, 128 x 128 channels of AVB, AEC technology (all 12 inputs), 2 channel VoIP, and standard FXO telephone interface 1 Biamp Tesira 911.0443.900 Tesira EX-UBT - PoE AVB/USB expander with Bluetooth® wireless technology 1 Biamp Tesira 911.0478.900 TesiraXEL 1200.1 - Tesira 4 -channel, 1200W asymmetric amplifier, single power bank 1 Extron 60-1429-01 IPCP Pro 250 IP Link Pro Control Processor 1 MIDDLE ATLANTIC RLNK-P915R Premium+ PDU with RackLink 1 Sonance 40204 PS-S63T MKII WHITE 1 Sound Control Technologies RC4-E4P-KS Project Pack: RC-RK2 + RCM-EE4 - Poly Camera Extender 2 Sound Control Technologies RC-SDA-PE4 RC -SDA Poly HDCI to dual output HDMI 1 Extron 60-1604-01 SW4 HD 4K PLUS Four Input 4K/60 HDMI Switcher 1 Listen Technologies LS -95-01 ListenlR Advanced iDSP Level III System 1 Listen Technologies LR -5200 -IR Advanced Intelligent DSP IR Receiver 2 AVIDEX INDUSTRIES, LLC 22 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh Listen Technologies LA -430 Intelligent Ear Phone/Neck Loop Lanyard 2 Listen Technologies LA -401 Universal Ear Speaker 2 Netgear NET-GSM4230PX- 100NAS M4250-26G4XF-POE+ AV Line 24x1 G PoE+ 480W 2x1 G and 4xSFP+ Managed Switch 1 Avidex JBEQ1000 Equipment Rack 1 Avidex Cables & Connecting Hardware 1 AVIDEX INDUSTRIES, LLC 23 March 26, 2024 Confidential (FORM 16.5 Rev 221118--001) 230250 Grant County District Court Courtroom 202 AV Refresh Avidex AV Refresh (230250) between District Court and Avidex ATTEST: Baibara J. a z L )I C' rk of the Bo M BOARD OF COUNTY COMMISSIONERS COUNTY. WAHINGTON Cindv Carter, Chair Danny E. Stone, 'ce-C hair Rob Jvn---eg--,.---'Member LL